Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Nov. 30, 2015 | Jan. 04, 2016 | |
Document Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Nov. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | wdfc | |
Entity Registrant Name | WD 40 CO | |
Entity Central Index Key | 105,132 | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 14,399,027 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 65,071 | $ 53,896 |
Short-term investments | 47,665 | 48,603 |
Trade and other accounts receivable, less allowance for doubtful accounts of $445 and $491 at November 30, 2015 and August 31, 2015, respectively | 57,782 | 58,750 |
Inventories | 35,575 | 32,052 |
Current deferred tax assets, net | 6,957 | 5,824 |
Other current assets | 4,392 | 6,127 |
Total current assets | 217,442 | 205,252 |
Property and equipment, net | 10,844 | 11,376 |
Goodwill | 96,291 | 96,409 |
Other intangible assets, net | 22,075 | 22,961 |
Other assets | 3,276 | 3,259 |
Total assets | 349,928 | 339,257 |
Current liabilities: | ||
Accounts payable | 20,671 | 17,128 |
Accrued liabilities | 15,192 | 15,200 |
Accrued payroll and related expenses | 12,393 | 13,357 |
Income taxes payable | 2,607 | 2,287 |
Total current liabilities | 50,863 | 47,972 |
Revolving credit facility | 118,000 | 108,000 |
Long-term deferred tax liabilities, net | 24,918 | 23,145 |
Other long-term liabilities | 2,301 | 2,282 |
Total liabilities | $ 196,082 | $ 181,399 |
Commitments and contingencies (Note 11) | ||
Shareholders' equity: | ||
Common stock ― authorized 36,000,000 shares, $0.001 par value; 19,594,908 and 19,546,888 shares issued at November 30, 2015 and August 31, 2015, respectively; and 14,406,219 and 14,450,490 shares outstanding at November 30, 2015 and August 31, 2015, respectively | $ 20 | $ 20 |
Additional paid-in capital | 141,815 | 141,651 |
Retained earnings | 267,245 | 260,683 |
Accumulated other comprehensive income (loss) | (11,385) | (8,722) |
Common stock held in treasury, at cost ― 5,188,689 and 5,096,398 shares at November 30, 2015 and August 31, 2015, respectively | (243,849) | (235,774) |
Total shareholders' equity | 153,846 | 157,858 |
Total liabilities and shareholders' equity | $ 349,928 | $ 339,257 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Trade and other accounts receivable, allowance for doubtful accounts | $ 445 | $ 491 |
Common stock, shares authorized | 36,000,000 | 36,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares issued | 19,594,908 | 19,546,888 |
Common stock, shares outstanding | 14,406,219 | 14,450,490 |
Treasury stock, shares | 5,188,689 | 5,096,398 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Condensed Consolidated Statement of Operations [Abstract] | ||
Net sales | $ 92,522 | $ 96,353 |
Cost of products sold | 41,114 | 46,652 |
Gross profit | 51,408 | 49,701 |
Operating expenses: | ||
Selling, general and administrative | 27,848 | 27,424 |
Advertising and sales promotion | 5,660 | 5,915 |
Amortization of definite-lived intangible assets | 755 | 769 |
Total operating expenses | 34,263 | 34,108 |
Income from operations | 17,145 | 15,593 |
Other income (expense): | ||
Interest income | 148 | 134 |
Interest expense | (372) | (294) |
Other (expense) income, net | (51) | 102 |
Income before income taxes | 16,870 | 15,535 |
Provision for income taxes | 4,808 | 4,749 |
Net income | $ 12,062 | $ 10,786 |
Earnings per common share: | ||
Basic | $ 0.83 | $ 0.73 |
Diluted | $ 0.83 | $ 0.73 |
Shares used in per share calculations: | ||
Basic | 14,404 | 14,668 |
Diluted | 14,461 | 14,738 |
Dividends declared per common share | $ 0.38 | $ 0.34 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Condensed Consolidated Statement Of Comprehensive Income [Abstract] | ||
Net income | $ 12,062 | $ 10,786 |
Other comprehensive loss: | ||
Foreign currency translation adjustment | (2,663) | (6,296) |
Total comprehensive income | $ 9,399 | $ 4,490 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - 3 months ended Nov. 30, 2015 - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] | Total |
Beginning balance at Aug. 31, 2015 | $ 20 | $ 141,651 | $ 260,683 | $ (8,722) | $ (235,774) | $ 157,858 |
Beginning balance, shares at Aug. 31, 2015 | 19,546,888 | 5,096,398 | 14,450,490 | |||
Issuance of common stock under share-based compensation plan, net of shares withheld for taxes | (1,859) | $ (1,859) | ||||
Issuance of common stock under share-based compensation plan, net of shares withheld for taxes, shares | 48,020 | |||||
Stock-based compensation | 633 | 633 | ||||
Tax benefits from settlements of stock-based equity awards | 1,390 | 1,390 | ||||
Cash dividends | (5,500) | (5,500) | ||||
Acquisition of treasury stock | $ (8,075) | (8,075) | ||||
Acquisition of treasury stock, shares | 92,291 | |||||
Foreign currency translation adjustment | (2,663) | (2,663) | ||||
Net income | 12,062 | 12,062 | ||||
Ending balance at Nov. 30, 2015 | $ 20 | $ 141,815 | $ 267,245 | $ (11,385) | $ (243,849) | $ 153,846 |
Ending balance, shares at Nov. 30, 2015 | 19,594,908 | 5,188,689 | 14,406,219 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY (Parenthetical) | 3 Months Ended |
Nov. 30, 2015$ / shares | |
Statement Of Stockholders Equity [Abstract] | |
Cash dividends, per share | $ 0.38 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Operating activities: | ||
Net income | $ 12,062 | $ 10,786 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 1,661 | 1,633 |
Net gains on sales and disposals of property and equipment | (3) | (24) |
Deferred income taxes | 3 | (615) |
Excess tax benefits from settlements of stock-based equity awards | (1,390) | (494) |
Stock-based compensation | 633 | 498 |
Unrealized foreign currency exchange losses, net | 360 | 461 |
Provision for bad debts | 78 | 164 |
Changes in assets and liabilities: | ||
Trade and other accounts receivable | 430 | (720) |
Inventories | (3,730) | 624 |
Other assets | 1,688 | 2,841 |
Accounts payable and accrued liabilities | 3,617 | (3,563) |
Accrued payroll and related expenses | (3,187) | (4,931) |
Income taxes payable | 2,403 | 2,698 |
Other long-term liabilities | 20 | 40 |
Net cash provided by operating activities | 14,645 | 9,398 |
Investing activities: | ||
Purchases of property and equipment | (448) | (1,582) |
Proceeds from sales of property and equipment | 79 | |
Acquisition of business | (3,705) | |
Purchases of short-term investments | (2,933) | (82) |
Maturities of short-term investments | 2,846 | |
Net cash used in investing activities | (535) | (5,290) |
Financing activities: | ||
Treasury stock purchases | (8,075) | (9,863) |
Dividends paid | (5,500) | (5,003) |
Proceeds from issuance of common stock | 421 | 685 |
Excess tax benefits from settlements of stock-based equity awards | 1,390 | 494 |
Proceeds from revolving credit facility | 10,000 | |
Net cash used in financing activities | (1,764) | (13,687) |
Effect of exchange rate changes on cash and cash equivalents | (1,171) | (1,782) |
Net increase (decrease) in cash and cash equivalents | 11,175 | (11,361) |
Cash and cash equivalents at beginning of period | 53,896 | 57,803 |
Cash and cash equivalents at end of period | $ 65,071 | $ 46,442 |
The Company
The Company | 3 Months Ended |
Nov. 30, 2015 | |
The Company [Abstract] | |
The Company | Note 1. The Company WD-40 Company (“the Company”), based in San Diego, California, is a global marketing organization dedicated to creating positive lasting memories by developing and selling products which solve problems in workshops, factories and homes around the world. The Company markets its maintenance products and its homecare and cleaning products under the following well-known brands: WD-40®, 3-IN-ONE®, GT85®, X-14®, 2000 Flushes®, Carpet Fresh®, no vac®, Spot Shot®, 1001®, Lava® and Solvol®. Currently included in the WD-40 brand are the WD-40 multi-use product and the WD-40 Specialist® and WD-40 BIKE® product lines. The Company’s brands are sold in various locations around the world. Maintenance products are sold worldwide in markets throughout North, Central and South America, Asia, Australia and the Pacific Rim, Europe, the Middle East and Africa. Homecare and cleaning products are sold primarily in North America, the United Kingdom (“U.K.”) and Australia. The Company’s products are sold primarily through mass retail and home center stores, warehouse club stores, grocery stores, hardware stores, automotive parts outlets, sport retailers, independent bike dealers and industrial distributors and suppliers . |
Basis Of Presentation And Summa
Basis Of Presentation And Summary Of Significant Accounting Policies | 3 Months Ended |
Nov. 30, 2015 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Presentation And Summary Of Significant Accounting Policies | Note 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Consolidation The condensed consolidated financial statements included herein have been prepared by the Company, without audit, according to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The August 31, 2015 year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, the unaudited financial information for the interim periods shown reflects all adjustments necessary for a fair statement thereof and such adjustments are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2015, which was filed with the SEC on October 22, 2015. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Operating results for interim periods are not necessarily indicative of operating results for an entire fiscal year. Foreign Currency Forward Contracts In the normal course of business, the Company employs established policies and procedures to manage its exposure to fluctuations in foreign currency exchange rates. The Company’s U.K. subsidiary, whose functional currency is Pound Sterling, utilizes foreign currency forward contracts to limit its exposure in converting forecasted cash balances denominated in non-functional currencies. The principal currency affected is the Euro. The Company regularly monitors its foreign currency exchange rate exposures to ensure the overall effectiveness of its foreign currency hedge positions. While the Company engages in foreign currency hedging activity to reduce its risk, for accounting purposes, none of its foreign currency forward contracts are designated as hedges. Foreign currency forward contracts are carried at fair value, with net realized and unrealized gains and losses recognized currently in other income (expense) in the Company’s consolidated statements of operations. Cash flows from settlements of foreign currency forward contracts are included in operating activities in the consolidated statements of cash flows. Foreign currency forward contracts in an asset position at the end of the reporting period are included in other current assets, while foreign currency forward contracts in a liability position at the end of the reporting period are included in accrued liabilities in the Company’s consolidated balance sheets. At November 30, 2015 , the Company had a notional amount of $ 7.3 million outstanding in foreign currency forward contracts, which mature from December 2015 through March 2016. Unrealized net gains and losses related to foreign currency forward contracts were not significant at November 30, 2015 and August 31, 2015. Realized net gains and losses related to foreign currency forward contracts were not material for each of the three month periods ended November 30, 2015 and 2014. Fair Value Measurements Accounting Standards Codification (“ASC”) 820, “ Fair Value Measurements and Disclosures” , defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company categorizes its financial assets and liabilities measured at fair value into a hierarchy that categorizes fair value measurements into the following three levels based on the types of inputs used in measuring their fair value: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities; Level 2: Observable market-based inputs or observable inputs that are corroborated by market data; and Level 3: Unobservable inputs reflecting the Company’s own assumptions. Under fair value accounting, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As of November 30, 2015 , the Company had no assets or liabilities that are measured at fair value in the financial statements on a recurring basis, with the exception of the foreign currency forward contracts, which are classified as Level 2 within the fair value hierarchy. The carrying values of cash equivalents and short-term investments are recorded at cost, which approximates their fair values primarily due to their short-term maturities and are classified as Level 2 within the fair value hierarchy. During the three months ended November 30, 2015 , the Company did not record any significant nonrecurring fair value measurements for assets or liabilities in periods subsequent to their initial recognition . Recently Issued Accounting Standards In November 2015, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2015-17, “ Balance Sheet Classification of Deferred Taxes” , which requires that all deferred tax liabilities and assets be classified as noncurrent on the balance sheet, and eliminates the current requirement for an entity to separate these liabilities and assets into current and noncurrent amounts. This guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted and may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company is in the process of evaluating which transition method it will elect and whether to early adopt. The Company has also evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a significant impact on its consolidated financial statements given the relative materiality of the deferred tax assets and liabilities that would be reclassified from current to noncurrent. In May 2014, the FASB issued ASU No. 2014-09, “ Revenue from Contracts with Customers ”, which supersedes the revenue recognition requirements in ASC 605, “ Revenue Recognition ”. The core principle of this updated guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new rule 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. This guidance was originally to be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. In July 2015, the FASB approved a one year deferral for the effective date of this guidance. Early adoption is permitted but only to the original effective date. The Company does not intend to adopt this guidance early and it will become effective for the Company on September 1, 2018 with the one year deferral. Companies are permitted to adopt this new rule following either a full or modified retrospective approach. The Company has not yet decided which implementation method it will adopt. The Company is also in the process of evaluating the potential impacts of this updated authoritative guidance on its consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “ Simplifying the Measurement of Inventory ” , which simplifies the subsequent measurement of inventories valued under first-in, first-out (“FIFO”) or the average cost method. Under this new guidance, inventory will be measured at the lower of cost and net realizable value, with net realizable value defined as the estimated selling price less reasonable costs to sell the inventory. This guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted and should be applied prospectively. The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
Inventories
Inventories | 3 Months Ended |
Nov. 30, 2015 | |
Inventories [Abstract] | |
Inventories | Note 3 . Inventories Inventories consist primarily of raw materials and components, finished goods, and product held at third-party contract manufacturers. Inventories are stated at the lower of cost or market and cost is determined based on a first-in, first-out method or, for a portion of raw materials inventory, the average cost method. Inventories consisted of the following (in thousands): November 30, August 31, 2015 2015 Product held at third-party contract manufacturers $ $ Raw materials and components Work-in-process Finished goods Total $ $ |
Property And Equipment
Property And Equipment | 3 Months Ended |
Nov. 30, 2015 | |
Property And Equipment [Abstract] | |
Property And Equipment | Note 4. Property and Equipment Property and equipment, net, consisted of the following (in thousands): November 30, August 31, 2015 2015 Machinery, equipment and vehicles $ $ Buildings and improvements Computer and office equipment Software Furniture and fixtures Land Subtotal Less: accumulated depreciation and amortization Total $ $ |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 3 Months Ended |
Nov. 30, 2015 | |
Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | Note 5 . Goodwill and Other Intangible Assets Goodwill The following table summarizes the changes in the carrying amounts of goodwill by segment (in thousands): Americas EMEA Asia-Pacific Total Balance as of August 31, 2015 $ $ $ $ Translation adjustments - Balance as of November 30, 2015 $ $ $ $ T here were no indicators of impairment identified as a result of the Company’s review of events and circum stances related to its goodwill subsequent to February 28, 2015, the date of its most recent annual goodwill impairment test. To date, there have been no impairment losses identified and recorded related to the Company’s goodwill . Definite-lived Intangible Assets The Company’s definite-lived intangible assets, which include the 2000 Flushes, Spot Shot, Carpet Fresh, 1001 and GT85 trade names, the Belgium customer list, the GT85 customer relationships and the GT85 technology are included in other intangible assets, net in the Company’s condensed consolidated balance sheets. The following table summarizes the definite-lived intangible assets and the related accumulated amortization and impairment (in thousands): November 30, August 31, 2015 2015 Gross carrying amount $ $ Accumulated amortization Translation adjustments Net carrying amount $ $ T here were no indicators of potential impairment identified as a result of the Company’s review of events and circumstances related to its existing definite-lived intangible assets for the three months ended November 30, 2015 . Changes in the carrying amounts of definite-lived intangible assets by segment for the three months ended November 30, 2015 are summarized below (in thousands): Americas EMEA Asia-Pacific Total Balance as of August 31, 2015 $ $ $ - $ Amortization expense - Translation adjustments - - Balance as of November 30, 2015 $ $ $ - $ The estimated amortization expense for the Company’s definite-lived intangible assets in future fiscal years is as follows (in thousands): Trade Names Customer-Based Technology Remainder of fiscal year 2016 $ $ $ Fiscal year 2017 Fiscal year 2018 Fiscal year 2019 - Fiscal year 2020 - Thereafter - Total $ $ $ Included in the total estimated future amortization expense is the amortization expense for the 1001 trade name and the GT85 intangible assets, which are based on current foreign currency exchange rates, and as a result amounts in future periods may differ from those presented due to fluctuations in those rates. |
Accrued And Other Liabilities
Accrued And Other Liabilities | 3 Months Ended |
Nov. 30, 2015 | |
Accrued And Other Liabilities [Abstract] | |
Accrued And Other Liabilities | Note 6 . Accrued and Other Liabilities Accrued liabilities consisted of the following (in thousands): November 30, August 31, 2015 2015 Accrued advertising and sales promotion expenses $ $ Accrued professional services fees Accrued sales taxes Accrued other taxes Other Total $ $ Accrued payroll and related expenses consisted of the following (in thousands): November 30, August 31, 2015 2015 Accrued incentive compensation $ $ Accrued payroll Accrued profit sharing Accrued payroll taxes Other Total $ $ |
Debt
Debt | 3 Months Ended |
Nov. 30, 2015 | |
Debt [Abstract] | |
Debt | Note 7. Debt Revolving Credit Facility On June 17, 2011, the Company entered into an unsecured credit agreement with Bank of America, N.A. (“Bank of America”). Since June 17, 2011, this unsecured credit agreement has been amended three times, most recently on November 16, 2015, (the “Third Amendment”). This Third Amendment increased the revolving commitment from an amount not to exceed $150.0 million to an amount not to exceed $175.0 million. The Third Amendment also increased the aggregate amount of the Company’s capital stock that it may repurchase from $125.0 million to $150.0 million during the period from and including the Third Amendment effective date to the maturity date of the agreement so long as no default exists immediately prior and after giving effect thereto. This revolving credit facility matures on May 13, 2020 , and includes representations, warranties and covenants customary for credit facilities of this type, as well as customary events of default and remedies. Per the terms of the amended agreement, the Company and Bank of America may enter into an autoborrow agreement in form and substance satisfactory to Bank of America, providing for the automatic advance of revolving loans in U.S. Dollars to the Company’s designated account at Bank of America. No suc h autoborrow agreement has been signed to date. In addition, the definition of consolidated EBITDA includes the add back of non-cash stock-based compensation to consolidated net income when arriving at consolidated EBITDA. The terms of the financial covenants are as follows: · The consolidated leverage ratio cannot be greater than three to one. The consolidated leverage ratio means, as of any date of determination, the ratio of (a) consolidated funded indebtedness as of such date to (b) consolidated EBITDA for the most recently completed four fiscal quarters. · The consolidated interest coverage ratio cannot be less than three to one. The consolidated interest coverage ratio means, as of any date of determination, the ratio of (a) consolidated EBITDA for the most recently completed four fiscal quarters to (b) consolidated interest charges for the most recently completed four fiscal quarters. The amended agreement no longer contains the material adverse effect clause as an event of default. P rior to the removal of the material adverse effect clause as an event of default in the second amendment to the agreement, which was entered into by the Company in May 2015, all amounts outstanding under the revolving credit facility were classified as short-term on the Company’s consolidated balance sheets as Bank of America could require the Company to immediately repay all amounts outstanding on the credit facility based on subjective factors. With the removal of the material adverse effect clause as an event of default, Bank of America can no longer require this immediate repayment of amounts outstanding on the line of credit. As a result, the Company is permitted to classify draws on the line of credit as long-term provided that management has determined it has the ability and intent to refinance such draws on the line of credit for a period in excess of twelve months. The Company assesses its ability and intent associated with draws on the line of credit at the end of each reporting period in order to determine the proper balance sheet classification for amounts outstanding on the line of credit. Since the autoborrow feature allows for borrowings to be made and repaid by the Company on a daily basis, any such borrowings made under an active autoborrow agreement would be classified as short-term on the Company’s consolidated balance sheets. During the three months ended November 30, 2015 , the Company borrowed an additional $10.0 million U.S. dollars under the revolving credit facility. The Company regularly converts existing draws on its line of credit to new draws with new maturity dates and interest rates. As of November 30, 2015 , the Company had a $ 118.0 million o ut standing balance on the revolving credit facility and was in compliance with all debt covenants under this credit facility. Based on management’s ability and intent to refinance the short-term borrowings under the facility with successive short-term borrowings for a period of at least twelve months, the Company has classified the entire amount outstanding under the revolving credit facility as a long-term liability at November 30, 2015 . |
Share Repurchase Plans
Share Repurchase Plans | 3 Months Ended |
Nov. 30, 2015 | |
Share Repurchase Plans [Abstract] | |
Share Repurchase Plans | Note 8. Share Repurchase Plans On October 14, 2014, the Company’s Board of Directors approved a share buy-back plan. Under the plan, which became effective at the beginning of the third quarter of fiscal year 2015, once the Company’s previous $60.0 million plan was exhausted, the Company is authorized to acquire up to $75.0 million of its outstanding shares through August 31, 2016. The timing and amount of repurchases will be based on terms and conditions as may be acceptable to the Company’s Chief Executive Officer and Chief Financial Officer and in compliance with all laws and regulations applicable thereto . During the period from March 1, 2015 through November 30, 2015, the Company repurchased 278,334 shares at a total cost of $23.8 million under this $75.0 million plan. |
Earnings Per Common Share
Earnings Per Common Share | 3 Months Ended |
Nov. 30, 2015 | |
Earnings Per Common Share [Abstract] | |
Earnings Per Common Share | Note 9 . Earnings per Common Share The table below reconciles net income to net income available to common shareholders (in thousands): Three Months Ended November 30, 2015 2014 Net income $ $ Less: Net income allocated to participating securities Net income available to common shareholders $ $ The table below summarizes the weighted-average number of common shares outstanding included in the calculation of basic and diluted EPS (in thousands): Three Months Ended November 30, 2015 2014 Weighted-average common shares outstanding, basic Weighted-average dilutive securities Weighted-average common shares outstanding, diluted For the three months ended November 30, 2015 and 2014, weighted-average stock-based equity awards outstanding that are non-participating securities in the amounts of 8,030 and 5,347 , respectively, w ere excluded from the calculation of diluted EPS under the treasury stock method as they were anti-dilutive. |
Related Parties
Related Parties | 3 Months Ended |
Nov. 30, 2015 | |
Related Parties [Abstract] | |
Related Parties | Note 10. Related Parties On October 11, 2011, the Company’s Board of Directors elected Mr. Gregory A. Sandfort as a director of WD-40 Company. Mr. Sandfort is President and Chief Executive Officer of Tractor Supply Company (“Tractor Supply”), which is a WD-40 Company customer that acquires products from the Company in the ordinary course of business. The condensed consolidated financial statements include sales to Tractor Sup ply of $0.3 million and $0.2 million for the three months ended November 30, 2015 and 2014 , respectivel y. Accounts rece ivable from Tractor Supply w ere not material as of November 30, 2015 . |
Commitments And Contingencies
Commitments And Contingencies | 3 Months Ended |
Nov. 30, 2015 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | Note 11. Commitments and Contingencies Purchase Commitments The Company has ongoing relationships with various suppliers (contract manufacturers) who manufacture the Company’s products. The contract manufacturers maintain title to and control of certain raw materials and components, materials utilized in finished products, and of the finished products themselves until shipment to the Company’s customers or third-party distribution centers in accordance with agreed upon shipment terms. Although the Company typically does not have definitive minimum purchase obligations included in the contract terms with its contract manufacturers, when such obligations have been included, they have been immaterial . In the ordinary course of business, supply needs are communicated by the Company to its contract manufacturers based on orders and short-term projections, ranging from two to five months. The Company is committed to purchase the products produced by the contract manufacturers based on the projections provided. Upon the termination of contracts with contract manufacturers, the Company obtains certain inventory control rights and is obligated to work with the contract manufacturer to sell through all product held by or manufactured by the contract manufacturer on behalf of the Company during the termination notification period. If any inventory remains at the contract manufacturer at the termination date, the Company is obligated to purchase such inventory which may include raw materials, components and finished goods. The amounts for inventory purchased under termination commitments have been immaterial. In addition to the commitments to purchase products from contract manufacturers described above, the Company may also enter into commitments with other manufacturers to purchase finished goods and components to support innovation and renovation initiatives and/or supply chain initiatives . As of November 30, 2015 , no such commitments were outstanding. Litigation The Company is party to various claims, legal actions and complaints, including product liability litigation, arising in the ordinary course of business. On May 31, 2012, a legal action was filed against the Company in a United States District Court, in Texas (IQ Products Company v. WD-40 Company). The complaint alleged that the Company wrongfully terminated a contract manufacturing relationship. IQ Products Company (“IQPC”) also raised alleged safety concerns regarding a long-standing manufacturing specification related to the Company’s products. On November 13, 2014, the Pipeline and Hazardous Materials Safety Administration (“PHMSA”) of the Department of Transportation (“DOT”) addressed a letter to IQPC to inform IQPC that it concluded an investigation and found no evidence of non-compliance with existing PHMSA regulations or an imminent public safety hazard posed by WD-40 Company products. Pursuant to a court order, the dispute was submitted to arbitration. Following nine days of testimony and full briefing, a panel of three arbitrators issued their Interim Award and decision on the merits of the dispute on May 15, 2015. The arbitrators rejected all of IQPC’s claims. On August 14, 2015, the arbitrators issued a further Interim Award to declare that the Company is the prevailing party in the proceeding for purposes of awarding attorney’s fees and costs. On November 19, 2015, the arbitrators issued a Final Award, incorporating each of the two Interim Awards and ordering IQPC to pay to the Company the sum of $1.5 million for attorney’s fees and costs. On December 4, 2015, the Company filed a motion in the United States District Court in Texas to confirm the Final Award and for the entry of judgment for the award of fees and costs. On September 24, 2015, IQPC filed an action in the United States District Court in New Jersey against the DOT and PHMSA alleging that the PHMSA failed to properly follow the applicable regulations when it previously investigated the manufacturing and required regulatory testing of the Company’s products. The Company is not named as a party to this action, but IQPC continues to allege that the Company’s products do not comply with the applicable regulation and that such alleged failure is evidence of a dangerous condition. The Company’s position, supported by the PHMSA’s prior investigation and conclusions noted above, is that all of the Company’s aerosol products are properly manufactured and tested in accordance with the applicable regulation. The Company will monitor this pending litigation and the Company will take such action as may be necessary or appropriate to protect the Company’s interests. The Company does not believe that there is any reasonable possibility that these matters related to IQPC will have a materially negative impact on the Company’s financial condition or results of operations. Indemnifications As permitted under Delaware law, the Company has agreements whereby it indemnifies senior officers and directors for certain events or occurrences while the officer or director is, or was, serving at the Company’s request in such capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company maintains Director and Officer insurance coverage that mitigates the Company’s exposure with respect to such obligations. As a result of the Company’s insurance coverage, management believes that the estimated fair value of these indemnification agreements is minimal. Thus, no liabilities have been recorded for these agreements as of November 30, 2015 . From time to time, the Company enters into indemnification agreements with certain contractual parties in the ordinary course of business, including agreements with lenders, lessors, contract manufacturers, marketing distributors, customers and certain vendors. All such indemnification agreements are entered into in the context of the particular agreements and are provided in an attempt to properly allocate risk of loss in connection with the consummation of the underlying contractual arrangements. Although the maximum amount of future payments that the Company could be required to make under these indemnification agreements is unlimited, management believes that the Company maintains adequate levels of insurance coverage to protect the Company with respect to most potential claims arising from such agreements and that such agreements do not otherwise have value separate and apart from the liabilities incurred in the ordinary course of the Company’s business. Thus, no liabilities have been recorded with respect to such indemnification agreements as of November 30, 2015 . |
Income Taxes
Income Taxes | 3 Months Ended |
Nov. 30, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | Note 1 2 . Income Taxes The Company uses an estimated annual effective tax rate, which is based on expected annual income, statutory tax rates and tax planning opportunities available in the various jurisdictions in which the Company operates, to determine its quarterly provision for income taxes. Certain significant or unusual items are separately recognized in the quarter in which they occur and can be a source of variability in the effective tax rates from quarter to quarter. The provision for income taxes was 28.5 % and 30.6 % of income before income taxes for the three months ended November 30, 2015 and 2014, respectively. The decrease in the effective income tax rate from period to period was driven by an increase in earnings from foreign operations, particularly those in the United Kingdom, which are taxed at decreasing tax rates and a one-time, nonrecurring benefit from the release of liabilities associated with unrecognized tax benefits that resulted from the expiration of statutes. The Company is subject to taxation in the U.S. and in various state and foreign jurisdictions. Due to expired statutes, the Company’s federal income tax returns for years prior to fiscal year 2013 are not subject to examination by the U.S. Internal Revenue Service. Generally, for the majority of state and foreign jurisdictions where the Company does business, periods prior to fiscal year 2011 are no longer subject to examination. The Company has estimated that up to $ 0.4 million of unrecognized tax benefits related to income tax positions may be affected by the resolution of tax examinations or expiring statutes of limitation within the next twelve months. Audit outcomes and the timing of settlements are subject to significant uncertainty. |
Business Segments And Foreign O
Business Segments And Foreign Operations | 3 Months Ended |
Nov. 30, 2015 | |
Business Segments And Foreign Operations [Abstract] | |
Business Segments And Foreign Operations | Note 13. Business Segments and Foreign Operations The Company evaluates the performance of its segments and allocates resources to them based on sales and operating income. The Company is organized on the basis of geographical area into the following three segments: the Americas; EMEA; and Asia-Pacific. Segment data does not include inter-segment revenues. Unallocated corporate expenses are general corporate overhead expenses not directly attributable to the operating segments and are reported separate from the Company’s identified segments. The corporate overhead costs include expenses for the Company’s accounting and finance, information technology, human resources, research and development, quality control and executive management functions, as well as all direct costs associated with public company compliance matters including legal, audit and other professional services costs. Summary information about reportable segments is as follows (in thousands): Unallocated For the Three Months Ended Americas EMEA Asia-Pacific Corporate (1) Total November 30, 2015: Net sales $ $ $ $ - $ Income from operations $ $ $ $ $ Depreciation and amortization expense $ $ $ $ $ Interest income $ $ $ $ - $ Interest expense $ $ - $ $ - $ November 30, 2014: Net sales $ $ $ $ - $ Income from operations $ $ $ $ $ Depreciation and amortization expense $ $ $ $ $ Interest income $ $ $ $ - $ Interest expense $ $ - $ $ - $ (1) Unallocated corporate expenses are general corporate overhead expenses not directly attributable to any one of the operating segments. These expenses are reported separate from the Company’s identified segments and are included in Selling, General and Administrative expenses on the Company’s condensed consolidated statements of operations. The Company’s Chief Operating Decision Maker does not review assets by segment as part of the financial information provided and therefore, no asset information is provided in the above table. Net sales by product group are as follows (in thousands): Three Months Ended November 30, 2015 2014 Maintenance products $ $ Homecare and cleaning products Total $ $ |
Subsequent Events
Subsequent Events | 3 Months Ended |
Nov. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 1 4 . Subsequent Events On December 8, 2015 , the Company’s Board of Directors approved an 11% increase in the regular quarterly cash dividend, increasing it from $0.38 per share to $0.42 per share. The $0.42 per share dividend declared on December 8, 2015 is payable on January 29, 2016 to shareholders of record on January 1 5, 2016 . |
Basis Of Presentation And Sum23
Basis Of Presentation And Summary Of Significant Accounting Policies (Policies) | 3 Months Ended |
Nov. 30, 2015 | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Abstract] | |
Basis Of Consolidation | Basis of Consolidation The condensed consolidated financial statements included herein have been prepared by the Company, without audit, according to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The August 31, 2015 year-end condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, the unaudited financial information for the interim periods shown reflects all adjustments necessary for a fair statement thereof and such adjustments are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2015, which was filed with the SEC on October 22, 2015. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Use Of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Operating results for interim periods are not necessarily indicative of operating results for an entire fiscal year. |
Foreign Currency Forward Contracts | Foreign Currency Forward Contracts In the normal course of business, the Company employs established policies and procedures to manage its exposure to fluctuations in foreign currency exchange rates. The Company’s U.K. subsidiary, whose functional currency is Pound Sterling, utilizes foreign currency forward contracts to limit its exposure in converting forecasted cash balances denominated in non-functional currencies. The principal currency affected is the Euro. The Company regularly monitors its foreign currency exchange rate exposures to ensure the overall effectiveness of its foreign currency hedge positions. While the Company engages in foreign currency hedging activity to reduce its risk, for accounting purposes, none of its foreign currency forward contracts are designated as hedges. Foreign currency forward contracts are carried at fair value, with net realized and unrealized gains and losses recognized currently in other income (expense) in the Company’s consolidated statements of operations. Cash flows from settlements of foreign currency forward contracts are included in operating activities in the consolidated statements of cash flows. Foreign currency forward contracts in an asset position at the end of the reporting period are included in other current assets, while foreign currency forward contracts in a liability position at the end of the reporting period are included in accrued liabilities in the Company’s consolidated balance sheets. At November 30, 2015 , the Company had a notional amount of $ 7.3 million outstanding in foreign currency forward contracts, which mature from December 2015 through March 2016. Unrealized net gains and losses related to foreign currency forward contracts were not significant at November 30, 2015 and August 31, 2015. Realized net gains and losses related to foreign currency forward contracts were not material for each of the three month periods ended November 30, 2015 and 2014. |
Fair Value Measurements | Fair Value Measurements Accounting Standards Codification (“ASC”) 820, “ Fair Value Measurements and Disclosures” , defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company categorizes its financial assets and liabilities measured at fair value into a hierarchy that categorizes fair value measurements into the following three levels based on the types of inputs used in measuring their fair value: Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities; Level 2: Observable market-based inputs or observable inputs that are corroborated by market data; and Level 3: Unobservable inputs reflecting the Company’s own assumptions. Under fair value accounting, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As of November 30, 2015 , the Company had no assets or liabilities that are measured at fair value in the financial statements on a recurring basis, with the exception of the foreign currency forward contracts, which are classified as Level 2 within the fair value hierarchy. The carrying values of cash equivalents and short-term investments are recorded at cost, which approximates their fair values primarily due to their short-term maturities and are classified as Level 2 within the fair value hierarchy. During the three months ended November 30, 2015 , the Company did not record any significant nonrecurring fair value measurements for assets or liabilities in periods subsequent to their initial recognition . |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In November 2015, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2015-17, “ Balance Sheet Classification of Deferred Taxes” , which requires that all deferred tax liabilities and assets be classified as noncurrent on the balance sheet, and eliminates the current requirement for an entity to separate these liabilities and assets into current and noncurrent amounts. This guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted and may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company is in the process of evaluating which transition method it will elect and whether to early adopt. The Company has also evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a significant impact on its consolidated financial statements given the relative materiality of the deferred tax assets and liabilities that would be reclassified from current to noncurrent. In May 2014, the FASB issued ASU No. 2014-09, “ Revenue from Contracts with Customers ”, which supersedes the revenue recognition requirements in ASC 605, “ Revenue Recognition ”. The core principle of this updated guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new rule 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. This guidance was originally to be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. In July 2015, the FASB approved a one year deferral for the effective date of this guidance. Early adoption is permitted but only to the original effective date. The Company does not intend to adopt this guidance early and it will become effective for the Company on September 1, 2018 with the one year deferral. Companies are permitted to adopt this new rule following either a full or modified retrospective approach. The Company has not yet decided which implementation method it will adopt. The Company is also in the process of evaluating the potential impacts of this updated authoritative guidance on its consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “ Simplifying the Measurement of Inventory ” , which simplifies the subsequent measurement of inventories valued under first-in, first-out (“FIFO”) or the average cost method. Under this new guidance, inventory will be measured at the lower of cost and net realizable value, with net realizable value defined as the estimated selling price less reasonable costs to sell the inventory. This guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted and should be applied prospectively. The Company has evaluated the potential impacts of this updated guidance, and it does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Inventories [Abstract] | |
Schedule Of Inventories | November 30, August 31, 2015 2015 Product held at third-party contract manufacturers $ $ Raw materials and components Work-in-process Finished goods Total $ $ |
Property And Equipment (Tables)
Property And Equipment (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Property And Equipment [Abstract] | |
Schedule Of Property And Equipment, Net | November 30, August 31, 2015 2015 Machinery, equipment and vehicles $ $ Buildings and improvements Computer and office equipment Software Furniture and fixtures Land Subtotal Less: accumulated depreciation and amortization Total $ $ |
Goodwill And Other Intangible26
Goodwill And Other Intangible Assets (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Goodwill And Other Intangible Assets [Abstract] | |
Summary Of Changes In Carrying Amounts Of Goodwill | Americas EMEA Asia-Pacific Total Balance as of August 31, 2015 $ $ $ $ Translation adjustments - Balance as of November 30, 2015 $ $ $ $ |
Summary Of Definite-Lived Intangible Assets | November 30, August 31, 2015 2015 Gross carrying amount $ $ Accumulated amortization Translation adjustments Net carrying amount $ $ |
Summary Of Changes In Carrying Amounts Of Definite-Lived Intangible Assets By Segment | Americas EMEA Asia-Pacific Total Balance as of August 31, 2015 $ $ $ - $ Amortization expense - Translation adjustments - - Balance as of November 30, 2015 $ $ $ - $ |
Schedule Of Future Estimated Amortization Expense | Trade Names Customer-Based Technology Remainder of fiscal year 2016 $ $ $ Fiscal year 2017 Fiscal year 2018 Fiscal year 2019 - Fiscal year 2020 - Thereafter - Total $ $ $ |
Accrued And Other Liabilities (
Accrued And Other Liabilities (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Accrued And Other Liabilities [Abstract] | |
Schedule Of Accrued Liabilities | November 30, August 31, 2015 2015 Accrued advertising and sales promotion expenses $ $ Accrued professional services fees Accrued sales taxes Accrued other taxes Other Total $ $ |
Schedule Of Accrued Payroll And Related Expenses | November 30, August 31, 2015 2015 Accrued incentive compensation $ $ Accrued payroll Accrued profit sharing Accrued payroll taxes Other Total $ $ |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Earnings Per Common Share [Abstract] | |
Schedule Of Reconciliation Of Net Income To Net Income Available To Common Shareholders | Three Months Ended November 30, 2015 2014 Net income $ $ Less: Net income allocated to participating securities Net income available to common shareholders $ $ |
Schedule Of Weighted Average Number Of Shares | Three Months Ended November 30, 2015 2014 Weighted-average common shares outstanding, basic Weighted-average dilutive securities Weighted-average common shares outstanding, diluted |
Business Segments And Foreign29
Business Segments And Foreign Operations (Tables) | 3 Months Ended |
Nov. 30, 2015 | |
Business Segments And Foreign Operations [Abstract] | |
Summarized Information By Reportable Segments | Unallocated For the Three Months Ended Americas EMEA Asia-Pacific Corporate (1) Total November 30, 2015: Net sales $ $ $ $ - $ Income from operations $ $ $ $ $ Depreciation and amortization expense $ $ $ $ $ Interest income $ $ $ $ - $ Interest expense $ $ - $ $ - $ November 30, 2014: Net sales $ $ $ $ - $ Income from operations $ $ $ $ $ Depreciation and amortization expense $ $ $ $ $ Interest income $ $ $ $ - $ Interest expense $ $ - $ $ - $ (1) Unallocated corporate expenses are general corporate overhead expenses not directly attributable to any one of the operating segments. These expenses are reported separate from the Company’s identified segments and are included in Selling, General and Administrative expenses on the Company’s condensed consolidated statements of operations. |
Schedule Of Net Sales By Product Group | Three Months Ended November 30, 2015 2014 Maintenance products $ $ Homecare and cleaning products Total $ $ |
Basis Of Presentation And Sum30
Basis Of Presentation And Summary Of Significant Accounting Policies (Narrative) (Details) $ in Millions | Nov. 30, 2015USD ($) |
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |
Foreign currency forward contracts outstanding | $ 7.3 |
Level 2 [Member] | |
Basis of Presentation and Summary of Significant Accounting Policies [Line Items] | |
Assets, Recurring | 0 |
Liabilities, Recurring | 0 |
Assets, Nonrecurring | 0 |
Liabilities, Nonrecurring | $ 0 |
Inventories (Schedule Of Invent
Inventories (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Inventories [Abstract] | ||
Product held at third-party contract manufacturers | $ 4,093 | $ 3,224 |
Raw materials and components | 3,381 | 3,597 |
Work-in-process | 221 | 141 |
Finished goods | 27,880 | 25,090 |
Total | $ 35,575 | $ 32,052 |
Property And Equipment (Schedul
Property And Equipment (Schedule Of Property And Equipment, Net) (Details) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Subtotal | $ 32,677 | $ 32,469 |
Less: accumulated depreciation and amortization | (21,833) | (21,093) |
Total | 10,844 | 11,376 |
Machinery, Equipment And Vehicles [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 15,662 | 15,585 |
Buildings And Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 4,283 | 4,264 |
Computer And Office Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 3,841 | 3,895 |
Software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 7,198 | 7,029 |
Furniture And Fixtures [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | 1,416 | 1,414 |
Land [Member] | ||
Property Plant And Equipment [Line Items] | ||
Subtotal | $ 277 | $ 282 |
Goodwill And Other Intangible33
Goodwill And Other Intangible Assets (Summary Of Changes in Carrying Amounts of Goodwill) (Details) $ in Thousands | 3 Months Ended |
Nov. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Balance, beginning | $ 96,409 |
Translation adjustments | (118) |
Balance, ending | 96,291 |
Americas [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 85,532 |
Translation adjustments | (12) |
Balance, ending | 85,520 |
EMEA [Member] | |
Goodwill [Line Items] | |
Balance, beginning | 9,667 |
Translation adjustments | (106) |
Balance, ending | 9,561 |
Asia-Pacific [Member] | |
Goodwill [Line Items] | |
Balance, beginning | $ 1,210 |
Translation adjustments | |
Balance, ending | $ 1,210 |
Goodwill And Other Intangible34
Goodwill And Other Intangible Assets (Summary Of Definite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Goodwill And Other Intangible Assets [Abstract] | ||
Gross carrying amount | $ 37,622 | $ 37,805 |
Accumulated amortization | (15,333) | (14,702) |
Translation adjustments | (214) | (142) |
Net carrying amount | $ 22,075 | $ 22,961 |
Goodwill And Other Intangible35
Goodwill And Other Intangible Assets (Summary Of Changes In Carrying Amounts Of Definite-Lived Intangible Assets By Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Beginning balance | $ 22,961 | |
Amortization expense | (755) | $ (769) |
Translation adjustments | (131) | |
Ending balance | 22,075 | |
Americas [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Beginning balance | 17,121 | |
Amortization expense | (552) | |
Ending balance | 16,569 | |
EMEA [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Beginning balance | 5,840 | |
Amortization expense | (203) | |
Translation adjustments | (131) | |
Ending balance | $ 5,506 | |
Asia-Pacific [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Beginning balance | ||
Amortization expense | ||
Translation adjustments | ||
Ending balance |
Goodwill And Other Intangible36
Goodwill And Other Intangible Assets (Schedule Of Future Estimated Amortization Expense) (Details) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Net carrying amount | $ 22,075 | $ 22,961 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of fiscal year 2016 | 1,840 | |
Fiscal year 2017 | 2,448 | |
Fiscal year 2018 | 2,448 | |
Fiscal year 2019 | 2,448 | |
Fiscal year 2020 | 2,053 | |
Thereafter | 8,431 | |
Net carrying amount | 19,668 | |
Customer-Based [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of fiscal year 2016 | 389 | |
Fiscal year 2017 | 518 | |
Fiscal year 2018 | 518 | |
Fiscal year 2019 | 300 | |
Fiscal year 2020 | 191 | |
Thereafter | 384 | |
Net carrying amount | 2,300 | |
Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remainder of fiscal year 2016 | 29 | |
Fiscal year 2017 | 39 | |
Fiscal year 2018 | 39 | |
Net carrying amount | $ 107 |
Accrued And Other Liabilities37
Accrued And Other Liabilities (Schedule Of Accrued Liabilities) (Details) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Accrued And Other Liabilities [Abstract] | ||
Accrued advertising and sales promotion expenses | $ 8,690 | $ 9,259 |
Accrued professional services fees | 1,300 | 1,207 |
Accrued sales taxes | 216 | 797 |
Accrued other taxes | 448 | 246 |
Other | 4,538 | 3,691 |
Total | $ 15,192 | $ 15,200 |
Accrued And Other Liabilities38
Accrued And Other Liabilities (Schedule Of Accrued Payroll And Related Expenses) (Details) - USD ($) $ in Thousands | Nov. 30, 2015 | Aug. 31, 2015 |
Accrued And Other Liabilities [Abstract] | ||
Accrued incentive compensation | $ 2,610 | $ 5,530 |
Accrued payroll | 4,319 | 3,644 |
Accrued profit sharing | 3,239 | 2,508 |
Accrued payroll taxes | 1,630 | 1,189 |
Other | 595 | 486 |
Total | $ 12,393 | $ 13,357 |
Debt (Details)
Debt (Details) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2015USD ($) | Nov. 16, 2015USD ($) | May. 13, 2015USD ($) | |
Debt Instrument [Line Items] | |||
Proceeds from revolving credit facility | $ 10,000 | ||
Revolving credit facility, amount outstanding | $ 118,000 | ||
Second Amended Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Share buy-back plan, amount authorized | $ 125,000 | ||
Third Amended Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Share buy-back plan, amount authorized | $ 150,000 | ||
Revolving credit facility, expiration date | May 13, 2020 | ||
Consolidated leverage ratio | 3 | ||
Consolidated interest coverage ratio | 3 | ||
Maximum [Member] | Second Amended Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility, amount | $ 150,000 | ||
Maximum [Member] | Third Amended Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Revolving credit facility, amount | $ 175,000 |
Share Repurchase Plans (Details
Share Repurchase Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2015 | Nov. 30, 2014 | Nov. 30, 2015 | Feb. 28, 2015 | |
Equity, Class of Treasury Stock [Line Items] | ||||
Total cost of repurchased shares | $ 8,075 | $ 9,863 | ||
2013 Share Repurchase Program [Member] | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Share buy-back plan, amount authorized | $ 60,000 | |||
2014 Share Repurchase Program [Member] | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Share buy-back plan, amount authorized | $ 75,000 | $ 75,000 | ||
Share buy-back plan, number of shares repurchased | 278,334 | |||
Total cost of repurchased shares | $ 23,800 |
Earnings Per Common Share (Narr
Earnings Per Common Share (Narrative) (Details) - shares | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Earnings Per Common Share [Abstract] | ||
Anti-dilutive stock options outstanding | 8,030 | 5,347 |
Earnings Per Common Share (Sche
Earnings Per Common Share (Schedule Of Reconciliation Of Net Income To Net Income Available To Common Shareholders) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Earnings Per Common Share [Abstract] | ||
Net income | $ 12,062 | $ 10,786 |
Less: Net income allocated to participating securities | (75) | (62) |
Net income available to common shareholders | $ 11,987 | $ 10,724 |
Earnings Per Common Share (Sc43
Earnings Per Common Share (Schedule Of Weighted Average Number Of Shares) (Details) - shares shares in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Earnings Per Common Share [Abstract] | ||
Weighted-average common shares outstanding, basic | 14,404 | 14,668 |
Weighted-average dilutive securities | 57 | 70 |
Weighted-average common shares outstanding, diluted | 14,461 | 14,738 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Millions | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Related Parties [Abstract] | ||
Sales to Tractor Supply | $ 0.3 | $ 0.2 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Millions | Nov. 19, 2015 | Nov. 30, 2015 |
Loss Contingencies [Line Items] | ||
Liabilities related to indemnification agreement | $ 0 | |
Attorney's fees and costs | $ 1.5 | |
Purchase Commitment [Member] | ||
Loss Contingencies [Line Items] | ||
Commitment outstanding | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Income Taxes [Abstract] | ||
Provision for income taxes | 28.50% | 30.60% |
Unrecognized tax benefits affected by the resolution of tax examinations or expiring statutes of limitation | $ 0.4 |
Business Segments and Foreign47
Business Segments and Foreign Operations (Summarized Information Of Reportable Segments) (Details) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2015USD ($)item | Nov. 30, 2014USD ($) | ||
Segment Reporting Information [Line Items] | |||
Number of reportable segments | item | 3 | ||
Net sales | $ 92,522 | $ 96,353 | |
Income from operations | 17,145 | 15,593 | |
Depreciation and amortization expense | 1,661 | 1,633 | |
Interest income | 148 | 134 | |
Interest expense | 372 | 294 | |
Unallocated Corporate [Member] | |||
Segment Reporting Information [Line Items] | |||
Income from operations | [1] | (5,553) | (5,199) |
Depreciation and amortization expense | [1] | 7 | 8 |
Americas [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 44,412 | 44,773 | |
Income from operations | 10,860 | 9,966 | |
Depreciation and amortization expense | 1,080 | 1,028 | |
Interest income | 2 | 3 | |
Interest expense | 369 | 293 | |
EMEA [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 32,086 | 34,591 | |
Income from operations | 6,715 | 6,380 | |
Depreciation and amortization expense | 510 | 542 | |
Interest income | 103 | 100 | |
Asia-Pacific [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 16,024 | 16,989 | |
Income from operations | 5,123 | 4,446 | |
Depreciation and amortization expense | 64 | 55 | |
Interest income | 43 | 31 | |
Interest expense | $ 3 | $ 1 | |
[1] | Unallocated corporate expenses are general corporate overhead expenses not directly attributable to any one of the operating segments. These expenses are reported separate from the Company's identified segments and are included in Selling, General and Administrative expenses on the Company's condensed consolidated statements of operations. |
Business Segments And Foreign48
Business Segments And Foreign Operations (Schedule Of Net Sales By Product Group) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2015 | Nov. 30, 2014 | |
Revenue from External Customer [Line Items] | ||
Net sales | $ 92,522 | $ 96,353 |
Maintenance Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | 82,241 | 84,904 |
Homecare And Cleaning Products [Member] | ||
Revenue from External Customer [Line Items] | ||
Net sales | $ 10,281 | $ 11,449 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - $ / shares | Dec. 08, 2015 | Nov. 30, 2015 | Nov. 30, 2014 |
Subsequent Events [Line Items] | |||
Percentage increase in quarterly cash dividend | 11.00% | ||
Cash dividend declared | $ 0.38 | $ 0.34 | |
Dividend payable, declared date | Dec. 8, 2015 | ||
Dividends payable, date to be paid | Jan. 29, 2016 | ||
Dividend payable, record date | Jan. 15, 2016 | ||
Subsequent Events [Member] | |||
Subsequent Events [Line Items] | |||
Cash dividend declared | $ 0.42 |