Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Aug. 19, 2022 | Dec. 31, 2021 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Jun. 30, 2022 | ||
Entity File Number | 001-36410 | ||
Entity Registrant Name | Phibro Animal Health Corporation | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 13-1840497 | ||
Entity Address, Address Line One | Glenpointe Centre East, 3rd Floor | ||
Entity Address, Address Line Two | 300 Frank W. Burr Boulevard, Suite 21 | ||
Entity Address, City or Town | Teaneck | ||
Entity Address, State or Province | NJ | ||
Entity Address, Postal Zip Code | 07666-6712 | ||
City Area Code | 201 | ||
Local Phone Number | 329-7300 | ||
Title of 12(b) Security | Class A Common Stock, $0.0001 | ||
Trading Symbol | PAHC | ||
Security Exchange Name | NASDAQ | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Interactive Data Current | Yes | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Current Fiscal Year End Date | --06-30 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001069899 | ||
Amendment Flag | false | ||
Entity Public Float | $ 414,078,679 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Auditor Name | PricewaterhouseCoopers LLP | ||
Auditor Firm ID | 238 | ||
Auditor Location | Florham Park, New Jersey | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Listing, Par Value Per Share | $ 0.0001 | ||
Entity Common Stock, Shares Outstanding | 20,337,574 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Listing, Par Value Per Share | $ 0.0001 | ||
Entity Common Stock, Shares Outstanding | 20,166,034 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | |||
Net sales | $ 942,261 | $ 833,350 | $ 800,354 |
Cost of goods sold | 656,861 | 561,973 | 543,472 |
Gross profit | 285,400 | 271,377 | 256,882 |
Selling, general and administrative expenses | 206,414 | 196,509 | 187,688 |
Operating income | 78,986 | 74,868 | 69,194 |
Interest expense, net | 11,875 | 12,880 | 12,856 |
Foreign currency (gains) losses, net | (5,216) | (4,480) | 826 |
Income before income taxes | 72,327 | 66,468 | 55,512 |
Provision for income taxes | 23,152 | 12,083 | 21,960 |
Net income | $ 49,175 | $ 54,385 | $ 33,552 |
Net income per share | |||
basic (in dollars per share) | $ 1.21 | $ 1.34 | $ 0.83 |
diluted (in dollars per share) | $ 1.21 | $ 1.34 | $ 0.83 |
Weighted average common shares outstanding | |||
basic | 40,504 | 40,473 | 40,454 |
diluted | 40,504 | 40,504 | 40,504 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
Net income | $ 49,175 | $ 54,385 | $ 33,552 |
Change in fair value of derivative instruments | 21,681 | 12,658 | (12,854) |
Foreign currency translation adjustment | (18,939) | 3,643 | (32,513) |
Unrecognized net pension gains (losses) | (4,235) | 2,598 | (2,521) |
(Provision) benefit for income taxes | (4,327) | (3,807) | 3,684 |
Other comprehensive income (loss) | (5,820) | 15,092 | (44,204) |
Comprehensive income (loss) | $ 43,355 | $ 69,477 | $ (10,652) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 74,248 | $ 50,212 |
Short-term investments | 17,000 | 43,000 |
Accounts receivable, net | 166,537 | 146,852 |
Inventories, net | 259,158 | 216,312 |
Other current assets | 49,289 | 42,533 |
Total current assets | 566,232 | 498,909 |
Property, plant and equipment, net | 165,490 | 154,706 |
Intangibles, net | 63,861 | 62,282 |
Goodwill | 53,226 | 52,679 |
Other assets | 82,890 | 72,749 |
Total assets | 931,699 | 841,325 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Current portion of long-term debt | 15,000 | 9,375 |
Accounts payable | 95,596 | 68,362 |
Accrued expenses and other current liabilities | 80,236 | 86,379 |
Total current liabilities | 190,832 | 164,116 |
Revolving credit facility | 145,000 | 95,000 |
Long-term debt | 272,925 | 287,710 |
Other liabilities | 60,500 | 55,970 |
Total liabilities | 669,257 | 602,796 |
Commitments and contingencies (Note 13) | ||
Common stock, par value $0.0001 per share; 300,000,000 Class A shares authorized, 00,000,000 shares issued and outstanding at June 30, 2022 and 20,337,574 shares issued and outstanding at June 30, 2021; 30,000,000 Class B shares authorized, 00,000,000 shares issued and outstanding at June 30, 2022 and June 30, 2021 | 4 | 4 |
Paid-in capital | 135,803 | 135,803 |
Retained earnings | 247,748 | 218,015 |
Accumulated other comprehensive loss | (121,113) | (115,293) |
Total stockholders' equity | 262,442 | 238,529 |
Total liabilities and stockholders' equity | $ 931,699 | $ 841,325 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 |
Preferred stock | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 16,000,000 | 16,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common Class A | ||
Common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 20,337,574 | 20,337,574 |
Common stock, shares outstanding (in shares) | 20,337,574 | 20,337,574 |
Common Class B | ||
Common stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, shares issued (in shares) | 20,166,034 | 20,166,034 |
Common stock, shares outstanding (in shares) | 20,166,034 | 20,166,034 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
OPERATING ACTIVITIES | |||
Net income | $ 49,175 | $ 54,385 | $ 33,552 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 32,705 | 31,885 | 32,341 |
Amortization of debt issuance costs | 590 | 833 | 882 |
Stock-based compensation | 1,129 | 2,259 | |
Acquisition-related items | 316 | (2,433) | |
Deferred income taxes | (806) | (2,183) | 8,125 |
(Gain) on sale of investment | (1,203) | ||
Foreign currency (gains), net | (4,808) | (9,718) | (2,540) |
Other | 319 | 1,844 | 818 |
Changes in operating assets and liabilities, net of business acquisition: | |||
Accounts receivable, net | (23,625) | (18,209) | 28,713 |
Inventories, net | (46,999) | (12,498) | (12,930) |
Other current assets | (1,804) | (1,631) | (11,137) |
Other assets | (1,721) | (1,898) | (2,121) |
Accounts payable | 26,358 | 3,176 | (7,672) |
Accrued expenses and other liabilities | 3,152 | 1,191 | (8,509) |
Net cash provided by operating activities | 31,649 | 48,306 | 59,348 |
INVESTING ACTIVITIES | |||
Purchases of short-term investments | (64,100) | (74,000) | (80,000) |
Maturities of short-term investments | 90,100 | 86,000 | 49,000 |
Capital expenditures | (37,044) | (29,320) | (34,045) |
Business acquisition | (13,511) | (54,549) | |
Sale of investment | 1,353 | ||
Other, net | 620 | (1,260) | (796) |
Net cash used by investing activities | (22,582) | (18,580) | (120,390) |
FINANCING ACTIVITIES | |||
Revolving credit facility borrowings | 297,000 | 317,500 | 243,000 |
Revolving credit facility repayments | (247,000) | (391,500) | (170,000) |
Proceeds from long-term debt | 300,000 | ||
Payments of long-term debt and other | (9,375) | (220,625) | (12,646) |
Payment of contingent consideration | (4,840) | ||
Debt issuance costs | (2,940) | ||
Dividends paid | (19,442) | (19,430) | (19,418) |
Net cash provided (used) by financing activities | 16,343 | (16,995) | 40,936 |
Effect of exchange rate changes on cash | (1,374) | 1,138 | (1,124) |
Net increase in cash and cash equivalents | 24,036 | 13,869 | (21,230) |
Cash and cash equivalents at beginning of period | 50,212 | 36,343 | 57,573 |
Cash and cash equivalents at end of period | 74,248 | 50,212 | 36,343 |
Supplemental cash flow information | |||
Interest paid, net | 11,159 | 10,808 | 11,577 |
Income taxes paid, net | 17,854 | 19,395 | 20,866 |
Non-cash investing and financing activities | |||
Property, plant and equipment and capital lease additions | $ 2,953 | $ 2,957 | $ 4,353 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Paid-in Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) | Total |
Balance at Jun. 30, 2019 | $ 4 | $ 133,266 | $ 168,926 | $ (86,181) | $ 216,015 |
Balance (in shares) at Jun. 30, 2019 | 40,453,608 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Comprehensive income (loss) | 33,552 | (44,204) | (10,652) | ||
Dividends declared | (19,418) | (19,418) | |||
Stock-based compensation expense | 2,259 | 2,259 | |||
Balance at Jun. 30, 2020 | $ 4 | 135,525 | 183,060 | (130,385) | 188,204 |
Balance (in shares) at Jun. 30, 2020 | 40,453,608 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Comprehensive income (loss) | 54,385 | 15,092 | 69,477 | ||
Shares issued pursuant to stock incentive plan (in shares) | 50,000 | ||||
Dividends declared | (19,430) | (19,430) | |||
Stock-based compensation expense | 1,129 | 1,129 | |||
Other | (851) | (851) | |||
Balance at Jun. 30, 2021 | $ 4 | 135,803 | 218,015 | (115,293) | 238,529 |
Balance (in shares) at Jun. 30, 2021 | 40,503,608 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Comprehensive income (loss) | 49,175 | (5,820) | 43,355 | ||
Dividends declared | (19,442) | (19,442) | |||
Balance at Jun. 30, 2022 | $ 4 | $ 135,803 | $ 247,748 | $ (121,113) | $ 262,442 |
Balance (in shares) at Jun. 30, 2022 | 40,503,608 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parentheticals) - $ / shares | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Dividends declared | |||
Dividends declared (in dollars per share) | $ 0.48 | $ 0.48 | $ 0.48 |
Description of Business
Description of Business | 12 Months Ended |
Jun. 30, 2022 | |
Description of Business | |
Description of Business | 1. Description of Business Phibro Animal Health Corporation (“Phibro” or “PAHC”) and its subsidiaries (together, the “Company”) is a diversified global developer, manufacturer and marketer of a broad range of animal health and mineral nutrition products for food and companion animals including poultry, swine, dairy and beef cattle, aquaculture and dogs. The Company is also a manufacturer and marketer of performance products for use in the personal care, industrial chemical and chemical catalyst industries. Unless otherwise indicated or the context requires otherwise, references in this report to “we,” “our,” “us,” and similar expressions refer to Phibro and its subsidiaries. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and New Accounting | 12 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies and New Accounting Standards | |
Summary of Significant Accounting Policies and New Accounting Standards | 2. Summary of Significant Accounting Policies and New Accounting Standards Principles of Consolidation and Basis of Presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and include the accounts of Phibro and its consolidated subsidiaries. Intercompany balances and transactions have been eliminated from the consolidated financial statements. The decision whether or not to consolidate an entity requires consideration of majority voting interests, as well as effective control over the entity. We present our financial statements on the basis of our fiscal year ending June 30. All references to years in these consolidated financial statements refer to the fiscal year ending or ended on June 30 of that year. Risks and Uncertainties The COVID-19 pandemic continues to directly or indirectly impact our business, results of operations and financial condition. New information may continue to emerge concerning COVID-19, and the actions required to contain or treat it may affect the duration and severity of the pandemic. The pandemic may continue to have significant economic impacts on customers, suppliers and markets. The pandemic could affect our future revenues, expenses, reserves and allowances, manufacturing operations and employee-related costs. Our financial statements include estimates of the effects of COVID-19 and there may be changes to those estimates in future periods. The issue of the potential for increased bacterial resistance to certain antibiotics used in certain food-producing animals is the subject of discussions on a worldwide basis and, in certain instances, has led to government restrictions on or banning of the use of antibiotics in food-producing animals. The sale of antibiotics and antibacterials is a material portion of our business. Should product bans or restrictions, public perception, competition or other developments result in restrictions on the sale of such products, it could have a material adverse effect on our financial position, results of operations and cash flows. An outbreak of disease carried by food animals, which could lead to the widespread death or precautionary destruction of food animals as well as reduced consumption and demand for animal protein, could adversely affect demand for our products. Such occurrences could have a material adverse effect on our financial condition, results of operations and cash flows. The testing, manufacturing, and marketing of certain of our products are subject to extensive regulation by numerous government authorities in the United States and other countries. We have significant assets in Israel, Brazil and other locations outside of the United States and a significant portion of our sales and earnings are attributable to operations conducted abroad. Our assets, results of operations and future prospects are subject to currency exchange fluctuations and restrictions, energy shortages, other economic developments, political or social instability in some countries, and uncertainty of, and governmental control over, commercial rights, which could result in a material adverse effect on our financial position, results of operations and cash flows. We are subject to environmental laws and regulations governing the use, storage, handling, generation, treatment, emission, release, discharge and disposal of certain materials and wastes, the remediation of contaminated soil and groundwater, the manufacture, sale and use of regulated materials, including pesticides, and the health and safety of employees. As such, the nature of our current and former operations and those of our subsidiaries expose Phibro and our subsidiaries to the risk of claims with respect to such matters. Our business could be impacted by economic sanctions, bans, boycotts, or broader military conflicts that result from the armed conflict between Russia and Ukraine. Other potential impacts include supply chain and logistics disruptions, macroeconomic impacts from the exclusion of Russian financial institutions from the global banking system, volatility in foreign exchange rates and interest rates, inflationary pressures on raw materials and energy, as well as heightened cybersecurity threats. Use of Estimates The Company’s consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP). Preparation of these financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. Actual results could differ from these estimates. Estimates are used when accounting for the valuation of intangible assets, depreciation and amortization periods of long-lived and intangible assets, recoverability of long-lived and intangible assets and goodwill, realizability of deferred income tax assets, sales discounts, rebates, allowances and incentives, contingencies, employee compensation and actuarial assumptions related to our pension plans. We regularly evaluate our estimates and assumptions using historical experience and other factors. Our estimates are based on complex judgments, probabilities and assumptions that we believe to be reasonable. Revenue Recognition We recognize revenue from product sales when obligations under the terms of a contract with the customer are satisfied; generally, this occurs with the transfer of control of the goods to the customers. Certain of our businesses have terms where control of the underlying product transfers to the customer on shipment, while others have terms where control transfers to the customer on delivery. Revenue reflects the total consideration to which we expect to be entitled in exchange for delivery of products or services, net of variable consideration. Variable consideration includes customer programs and incentive offerings, including pricing arrangements, rebates and other volume-based incentives. We record reductions to revenue for estimated variable consideration at the time we record the sale. Our estimates for variable consideration reflect the amount by which we expect variable consideration to affect the revenue recognized. Such estimates are generally based on contractual terms and historical experience, and are adjusted to reflect future expectations as new information becomes available. Historically, we have not had significant adjustments to our estimates of variable compensation. Sales returns and product recalls have been insignificant and infrequent due to the nature of the products we sell. Net sales include shipping and handling fees billed to customers. The associated costs are considered fulfillment activities and are included in costs of goods sold in the consolidated statements of operations when the related revenue is recognized. Net sales exclude value-added and other taxes based on sales. Cash and Cash Equivalents Cash equivalents include highly liquid investments with maturities of three months or less when purchased. Cash and cash equivalents held at financial institutions may at times exceed insured amounts. We believe we mitigate such risk by investing in or through major financial institutions. Short-term Investments Short-term investments include highly liquid investments with maturities greater than three months and less than one year at the time of purchase. We classify these investments as held to maturity and we record the related interest income as earned. We determine the appropriate balance sheet classification at the time of purchase and at each balance sheet date. Investments held at financial institutions may at times exceed insured amounts. We believe we mitigate such risk by investing in or through major financial institutions. Accounts Receivable and Reserve for Credit Losses Trade accounts receivable are recorded at the invoiced amount and do not bear interest. We grant credit terms in the normal course of business and generally do not require collateral or other security to support credit sales. Our ten largest customers represented, in aggregate, approximately 16% of accounts receivable at June 30, 2022 and 2021. The reserve for credit losses is our best estimate of the credit losses in existing accounts receivable. We monitor the financial performance, historical and expected collection patterns, and creditworthiness of our customers so that we can properly assess and respond to changes in their credit profile. We also monitor domestic and international economic conditions for the potential future effect on our customers. Past due balances are reviewed individually for collectability. Account balances are charged against the reserve when we determine it is probable the receivable will not be recovered. Inventories Inventories are valued at the lower of cost or net realizable value. Cost is determined principally under weighted average and standard cost methods, which approximate first-in, first-out (FIFO) cost. Obsolete and unsalable inventories, if any, are reflected at estimated net realizable value. Inventory costs include materials, direct labor and manufacturing overhead. Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is charged to results of operations using the straight-line method two three Leases We determine at the inception of an arrangement whether the arrangement contains a lease. If an arrangement contains a lease, we assess the lease term when the underlying asset is available for use (“lease commencement”). Individual lease terms reflect the non-cancellable period of the lease, reasonably certain renewal periods and consideration of termination options. We determine the lease classification as either operating or financing at lease commencement, which governs the pattern of expense recognition and presentation in our consolidated financial statements. Our current lease portfolio only includes operating leases. We recognize a right-of-use (“ROU”) asset and a corresponding lease liability at lease commencement for leases with terms exceeding twelve months. Short-term leases with terms of twelve months or less are not recognized on the consolidated balance sheet and lease payments are recognized on a straight-line basis over the term. The values of the ROU assets and lease liabilities are calculated based on the present value of the fixed payment obligations over the lease term, using our incremental borrowing rate (“IBR”), determined at lease commencement. The IBR reflects the rate of interest we would expect to pay on a secured basis to borrow an amount equal to the lease payments under similar terms. The IBR incorporates the term and economic environment of the respective lease arrangements. We have elected to account for lease and non-lease components together as a single lease component and include fixed payment obligations related to such non-lease components in the measurement of ROU assets and lease liabilities. Fixed lease payments are recognized on a straight-line basis over the lease term. Variable lease payments can include index-based lease payments, real estate taxes, maintenance costs, utilization charges and other non-lease services paid to lessors and are not determinable at lease commencement. Variable lease payments are not included in the measurement of ROU assets and lease liabilities and are recognized in the period incurred. Capitalized Software Costs We capitalize costs to obtain, develop and implement software for internal use. Amounts paid to third parties and costs of internal employees who are directly associated with the software project are also capitalized, depending on the stage of development. We expense software costs that do not meet the capitalization criteria. Capitalized software costs are included in property, plant and equipment on the consolidated balance sheets and are amortized on a straight-line basis over three Debt Issuance Costs Costs and original issue discounts or premiums related to issuance or modification of our debt are deferred on the consolidated balance sheet and amortized over the lives of the respective debt instruments. Amortization of debt issuance costs is included in interest expense in the consolidated statements of operations. Business Combinations Our consolidated financial statements reflect the operations of an acquired business beginning as of the date of acquisition. Assets acquired and liabilities assumed are recorded at their fair values at the date of acquisition; goodwill is recorded for any excess of the purchase price over the fair values of the net assets acquired. Significant judgment may be required to determine the fair values of certain tangible and intangible assets and in assigning their respective useful lives. Significant judgment also may be required to determine the fair values of contingent consideration, if any. We typically utilize third-party valuation specialists to assist us in determining fair values of significant tangible and intangible assets and contingent consideration. The fair values are based on available historical information and on future expectations and assumptions deemed reasonable by management, but are inherently uncertain. We typically use an income method to measure the fair value of intangible assets, based on forecasts of the expected future cash flows attributable to the respective assets. Significant estimates and assumptions inherent in the valuations reflect consideration of other marketplace participants and include the amount and timing of future cash flows, specifically the expected revenue growth rate applied to the cash flows. Unanticipated market or macroeconomic events and circumstances could affect the accuracy or validity of the estimates and assumptions. Determining the useful life of an intangible asset also requires judgment. Our estimates of the useful lives of intangible assets primarily are based on a number of factors including the competitive environment, underlying product life cycles, operating plans and the macroeconomic environment of the countries in which the products are sold. Intangible assets are amortized over their estimated lives. Intangible assets associated with acquired in-process research and development activities (“IPR&D”) are not amortized until a product is available for sale and regulatory approval is obtained. Long-Lived Assets and Goodwill We periodically review our long-lived and amortizable intangible assets for impairment and assess whether significant events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. Such circumstances may include a significant decrease in the market price of an asset, a significant adverse change in the manner in which the asset is being used or in its physical condition or a history of operating or cash flow losses associated with the use of an asset. We recognize an impairment loss when the carrying amount of an asset exceeds the anticipated future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. The amount of the impairment loss is the excess of the asset’s carrying value over its fair value. In addition, we periodically reassess the estimated remaining useful lives of our long-lived and amortizable intangible assets. Changes to estimated useful lives would affect the amount of depreciation and amortization recorded in the consolidated statements of operations. We periodically review our indefinite-lived intangible assets for impairment and assess whether significant events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. We recognize an impairment loss when the carrying amount of an asset exceeds the anticipated future discounted cash flows expected to result from the use of the asset and its eventual disposition. The amount of the impairment loss is the excess of the asset’s carrying value over its fair value. We assess indefinite-lived intangibles for impairment annually during our fourth quarter, or more frequently if impairment indicators exist. Goodwill represents the excess of the purchase price over the fair value of the identifiable net assets acquired in a business combination. We assess goodwill for impairment annually during our fourth quarter, or more frequently if impairment indicators exist. Impairment exists when the carrying amount of goodwill exceeds its implied fair value. We may elect to assess our goodwill for impairment using a qualitative or a quantitative approach, to determine whether it is more likely than not that the fair value of goodwill is greater than its carrying value. During the three months ended June 30, 2022, we tested goodwill using the quantitative approach and determined goodwill was not impaired. We have not recorded any goodwill impairment charges in the periods included in the consolidated financial statements. Foreign Currency Translation We generally use local currency as the functional currency to measure the financial position and results of operations of each of our international subsidiaries. We translate assets and liabilities of these operations at the exchange rates in effect at the balance sheet date. We translate income statement accounts at the average rates of exchange prevailing during the period. Translation adjustments that arise from the use of differing exchange rates from period to period are included as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Certain of our Israeli operations have designated the U.S. dollar as their functional currency. Gains and losses arising from re-measurement of local currency accounts into U.S. dollars are included in determining net income. Comprehensive Income Comprehensive income consists of net income and the changes in: (i) the fair value of derivative instruments that qualify for hedge accounting; (ii) foreign currency translation adjustments; (iii) unrecognized net pension gains (losses); and (iv) the related (provision) benefit for income taxes. Derivative Financial Instruments We record all derivative financial instruments on the consolidated balance sheets at fair value. Changes in the fair value of derivatives are recorded in results of operations or other comprehensive income (loss), depending on whether a derivative is designated and effective as part of a hedge transaction and, if so, the type of hedge transaction. Gains and losses on derivative instruments designated and effective as part of a hedge transaction are included in the results of operations in the periods in which operations are affected by the underlying hedged item. From time to time, we use certain derivative instruments to mitigate the risk associated with certain economic factors, such as exchange rates and interest rates, which may potentially affect our future cash flows. As of June 30, 2022, we used (i) foreign currency option contracts to mitigate certain exposures related to changes in foreign currency exchange rates on forecasted inventory purchases, and (ii) interest rate swaps on $300,000 of notional principal to manage future cash flow exposure resulting from variable interest rates on that amount of debt. To qualify a derivative as a hedge, we document the nature and relationships between hedging instruments and hedged items, the prospective effectiveness of the hedging instrument as well as the ultimate effectiveness, the risk-management objectives, the strategies for undertaking the various hedge transactions and the methods of assessing hedge effectiveness. We do not engage in trading or other speculative uses of financial instruments. Environmental Liabilities Expenditures for ongoing compliance with environmental regulations are expensed or capitalized as appropriate. We capitalize expenditures made to extend the useful life or productive capacity of an asset, including expenditures that prevent future environmental contamination. Other expenditures are expensed as incurred and are recorded in selling, general and administrative expenses in the consolidated statements of operations. We record the expense and related liability in the period an environmental assessment indicates remedial efforts are probable and the costs can be reasonably estimated. Estimates of the liability are based upon currently available facts, existing technology and presently enacted laws and regulations taking into consideration the likely effects of inflation and other societal and economic factors. All available evidence is considered, including prior experience in remediation of contaminated sites, other companies’ experiences and data released by the U.S. Environmental Protection Agency and other organizations. The estimated liabilities are not discounted. We record anticipated recoveries under existing insurance contracts if probable. Income Taxes The provision for income taxes includes U.S. federal, state, and foreign income taxes and foreign withholding taxes. Our annual effective income tax rate is determined based on our income, statutory tax rates and tax planning opportunities available in the various jurisdictions in which we operate and the tax effects of items treated differently for tax purposes than for financial reporting purposes. Tax law requires certain items be included in the tax return at different times than the items are reflected in the financial statements. Some of these differences are permanent, such as expenses that are not deductible in our tax return, and some differences are temporary, reversing over time, such as depreciation expense. These temporary differences give rise to deferred tax assets and liabilities. Deferred tax assets generally represent the tax effect of items that can be used as a tax deduction or credit in future years for which we have already recorded the tax benefit in our income statement. Deferred tax liabilities generally represent the tax effect of items recorded as tax expense in our income statement for which payment has been deferred, the tax effect of expenditures for which a deduction has already been taken in our tax return but has not yet been recognized in our income statement, and the tax effect of assets recorded at fair value in business combinations for which there was no corresponding tax basis adjustment. The recognition and measurement of a tax position is based on management’s best judgment given the facts, circumstances and information available at the reporting date. Inherent in determining our annual effective income tax rate are judgments regarding business plans, planning opportunities and expectations about future outcomes. Realization of certain deferred tax assets, primarily net operating loss carryforwards, is dependent upon generating sufficient future taxable income in the appropriate jurisdiction prior to the expiration of the carryforward periods. We establish valuation allowances for deferred tax assets when the amount of expected future taxable income is not likely to support the use of the deduction or credit. We may take tax positions that management believes are supportable, but are potentially subject to successful challenge by the applicable taxing authority in the jurisdictions where we operate. We evaluate our tax positions and establish liabilities in accordance with the applicable accounting guidance on uncertainty in income taxes. We review these tax uncertainties in light of changing facts and circumstances, such as the progress of tax audits, and adjust them accordingly. Because there are a number of estimates and assumptions inherent in calculating the various components of our income tax provision, future events such as changes in tax legislation, the geographic mix of earnings, completion of tax audits or earnings repatriation plans could have an effect on those estimates and our effective income tax rate. Advertising Advertising and marketing costs are expensed as incurred and are reflected in selling, general and administrative expenses. Research and Development Expenditures Research and development expenditures are expensed as incurred and are recorded in selling, general and administrative expenses in the consolidated statements of operations. Most of our manufacturing facilities have scientists and technicians on staff involved in product development, quality assurance and providing technical services to customers. Research, development and technical service efforts are conducted at various facilities. Our animal health research and development activities relate to: fermentation development and microbiological strain improvement; vaccine development; chemical synthesis and formulation development; nutritional specialties development; and ethanol-related products. Stock-Based Compensation We recognize expense for stock-based compensation to employees, including grants of restricted stock units, over the requisite service period based on the grant date fair value of the awards. We determine the fair value of restricted stock units using the Monte Carlo simulation model. The model uses historical and current market data to estimate the fair value. The model incorporates various assumptions such as the risk-free interest rate, expected volatility, expected dividend yield and expected life of the awards. Net Income per Share and Weighted Average Shares Basic net income per share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period. Diluted net income per share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period after giving effect to potential dilutive common shares resulting from the assumed vesting of restricted stock units. All common share equivalents were included in the calculation of diluted net income per share in the periods included in the consolidated financial statements. For the Year Ended June 30 2022 2021 2020 Net income $ 49,175 $ 54,385 $ 33,552 Weighted average number of shares – basic 40,504 40,473 40,454 Dilutive effect of restricted stock units — 31 50 Weighted average number of shares – diluted 40,504 40,504 40,504 Net income per share basic $ 1.21 $ 1.34 $ 0.83 diluted $ 1.21 $ 1.34 $ 0.83 New Accounting Standards Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2021-10, Government Assistance (Topic 832), Disclosures by Business Entities about Government Assistance ASU 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ASU 2020-04 and 2021-01, Reference Rate Reform (Topic 848) ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes |
Acquisition
Acquisition | 12 Months Ended |
Jun. 30, 2022 | |
Acquisition | |
Acquisition | 3. Acquisition In February 2022, we acquired a business in Brazil, which develops, manufactures and markets processing aids used in the ethanol fermentation industry, for an aggregate cash payment of $13,511. We accounted for the acquisition as a business combination in accordance with ASC 805, Business Combinations. Pro forma information giving effect to the acquisition has not been provided because the results are not material to the consolidated financial statements. Definite-lived intangible assets of $10,833 were recognized at acquisition and included developed products, tradename, and non-compete agreements. The definite-lived intangible assets will be amortized over periods ranging from 4 to 13 years . The remaining net assets acquired included accounts receivable, inventories, prepaid and other assets, goodwill, accounts payable and accrued expenses. Goodwill is deductible for income tax purposes. The business is included in the MFAs and other product category within the Animal Health segment. In August 2019, we acquired the business and assets of Osprey Biotechnics, Inc. (“Osprey”). We acquired assets used in Osprey’s business, including intellectual property, working capital and property, plant and equipment, for an aggregate cash payment of $54,549. The acquisition agreement included contingent consideration. Total consideration recognized included a $7,533 liability for the estimated contingent consideration |
Statements of Operations-Additi
Statements of Operations-Additional Information | 12 Months Ended |
Jun. 30, 2022 | |
Statements of Operations-Additional Information | |
Disaggregated Revenue, Deferred Revenue and Customer Payment Terms | Disaggregated revenue, deferred revenue and customer payment terms We develop, manufacture and market a broad range of products for food and companion animals including poultry, swine, beef and dairy cattle, aquaculture, and dogs. The products help prevent, control and treat diseases, enhance nutrition to help improve animal health and well-being, and contribute to balanced mineral nutrition. The animal health and mineral nutrition products are sold directly to integrated poultry, swine and cattle integrators and through animal feed manufacturers, wholesalers and distributors. The animal health industry and demand for many of the animal health products in a particular region are affected by changing disease pressures and by weather conditions, as product usage follows varying weather patterns and seasons. Our operations are primarily focused in regions where the majority of livestock production is consolidated in large commercial farms. We have a diversified portfolio of products that are classified within our three business segments — Animal Health, Mineral Nutrition and Performance Products. Each segment has its own dedicated management and sales team. Animal Health The Animal Health business develops, manufactures and markets products in three main categories: ● MFAs and Other: MFAs and other products primarily consist of concentrated medicated products that are administered through animal feeds, commonly referred to as Medicated Feed Additives (“MFAs”). Specific product classifications include antibacterials, which inhibit the growth of pathogenic bacteria that cause bacterial infections in animals; anticoccidials, which inhibit the growth of coccidia (parasites) that damage the intestinal tract of animals; and other related products. ● Nutritional Specialties: Nutritional specialty products enhance nutrition to help improve health and performance in areas such as immune system function and digestive health. We are also a developer, manufacturer and marketer of microbial products and bioproducts for a variety of applications serving animal health and nutrition, environmental, industrial and agricultural customers. ● Vaccines: Our vaccines are primarily focused on preventing diseases in poultry and swine. They protect animals from either viral or bacterial disease challenges. We develop, manufacture and market conventionally licensed and autogenous vaccine products and produce and market adjuvants to vaccine manufacturers. We have developed and market an innovative and proprietary delivery platform for vaccines. Mineral Nutrition The Mineral Nutrition business is comprised of formulations and concentrations of trace minerals such as zinc, manganese, copper, iron and other compounds, with a focus on customers in North America. Our customers use these products to fortify the daily feed requirements of their animals’ diets and maintain an optimal balance of trace elements in each animal. We manufacture and market a broad range of mineral nutrition products for food animals including poultry, swine and beef and dairy cattle. Performance Products The Performance Products business manufactures and markets specialty ingredients for use in the personal care, industrial chemical and chemical catalyst industries, predominantly in the United States. The following tables present our revenues disaggregated by major product category and geographic region: Net Sales by Product Type For the Year Ended June 30 2022 2021 2020 Animal Health MFAs and other $ 361,538 $ 330,017 $ 322,300 Nutritional specialties 157,196 142,760 129,264 Vaccines 88,321 72,939 75,340 Total Animal Health $ 607,055 $ 545,716 $ 526,904 Mineral Nutrition 259,512 220,560 214,412 Performance Products 75,694 67,074 59,038 Total $ 942,261 $ 833,350 $ 800,354 Net Sales by Region For the Year Ended June 30 2022 2021 2020 United States $ 561,803 $ 494,889 $ 471,938 Latin America and Canada 191,047 166,325 158,939 Europe, Middle East and Africa 122,480 114,131 112,179 Asia Pacific 66,931 58,005 57,298 Total $ 942,261 $ 833,350 $ 800,354 Net sales by region are based on country of destination. Deferred revenue was $2,051 and $3,674 as of June 30, 2022 and June 30, 2021, respectively. Accrued expenses and other current liabilities included $822 and $1,560 of the total deferred revenue as of June 30, 2022 and 2021, respectively. The deferred revenue resulted primarily from certain customer arrangements, including technology licensing fees and discounts on future product sales. The transaction price associated with our deferred revenue arrangements is generally based on the stand-alone sales prices of the individual products or services. Our customer payment terms generally range from 30 to 120 days globally and do not include any significant financing components. Payment terms vary based on industry and business practices within the regions in which we operate. Our average worldwide collection period for accounts receivable is approximately 60 days after the revenue is recognized. |
Additional Information | Additional Information For the Year Ended June 30 2022 2021 2020 Interest expense, net Term loan $ 8,962 $ 7,951 $ 7,751 Revolving credit facility 2,956 3,649 5,317 Amortization of debt issuance costs 590 833 882 Refinancing expense — 1,020 — Other 183 265 663 Interest expense 12,691 13,718 14,613 Interest income (816) (838) (1,757) $ 11,875 $ 12,880 $ 12,856 For the Year Ended June 30 2022 2021 2020 Depreciation and amortization Depreciation of property, plant and equipment $ 23,781 $ 23,165 $ 23,250 Amortization of intangible assets 8,924 8,715 8,869 Amortization of other assets — 5 222 $ 32,705 $ 31,885 $ 32,341 Depreciation of property, plant and equipment includes amortization of capitalized software costs of $1,047, $1,254 and $1,038 during 2022, 2021 and 2020, respectively. Future amortization of intangible assets as of June 30, 2022, is expected to be: For the Year Ended June 30 2023 $ 9,614 2024 9,375 2025 7,769 2026 6,805 2027 6,556 Thereafter 23,742 Total $ 63,861 For the Year Ended June 30 2022 2021 2020 Research and development expense $ 20,832 $ 17,759 $ 13,738 |
Balance Sheets-Additional Infor
Balance Sheets-Additional Information | 12 Months Ended |
Jun. 30, 2022 | |
Balance Sheets-Additional Information | |
Balance Sheets-Additional Information | 5. Balance Sheets—Additional Information . As of June 30 2022 2021 Accounts receivable, net Trade accounts receivable $ 170,047 $ 150,659 Reserve for credit losses (3,510) (3,807) $ 166,537 $ 146,852 As of June 30 2022 2021 Reserve for credit losses Balance at beginning of period $ 3,807 $ 3,940 Provision for estimated credit losses 255 105 Effect of changes in exchange rates (372) 26 Actual credit losses realized (180) (264) Balance at end of period $ 3,510 $ 3,807 As of June 30 2022 2021 Inventories Raw materials $ 87,030 $ 59,775 Work-in-process 15,468 12,738 Finished goods 156,660 143,799 $ 259,158 $ 216,312 As of June 30 2022 2021 Property, plant and equipment, net Land $ 11,927 $ 9,994 Buildings and improvements 89,582 80,408 Machinery and equipment 274,298 263,696 Construction in progress 30,648 23,659 406,455 377,757 Accumulated depreciation (240,965) (223,051) $ 165,490 $ 154,706 Certain facilities in Israel are on leased land. The leases expire in 2023, 2045 and 2062. Property, plant and equipment, net includes internal-use software costs, net of accumulated depreciation, of $4,320 and $4,236 at June 30, 2022 and 2021, respectively. Weighted- Average Useful Life As of June 30 (Years) 2022 2021 Intangibles, net Cost Technology 12 $ 94,880 $ 85,016 Product registrations, marketing and distribution rights 9 17,583 17,882 Customer relationships 12 30,246 31,115 Trade names, trademarks and other 5 5,480 3,857 148,189 137,870 Accumulated amortization Technology (48,723) (42,083) Product registrations, marketing and distribution rights (17,324) (17,862) Customer relationships (15,285) (12,588) Trade names, trademarks and other (2,996) (3,055) (84,328) (75,588) $ 63,861 $ 62,282 As of June 30 2022 2021 Goodwill Balance at beginning of period $ 52,679 $ 52,679 Acquisition 561 — Effect of changes in exchange rates (14) — Balance at end of period $ 53,226 $ 52,679 As of June 30 2022 2021 Other assets ROU operating lease assets $ 37,680 $ 32,962 Deferred income taxes 5,849 9,861 Deposits 5,905 5,663 Insurance investments 5,984 5,964 Equity method investments 4,362 4,141 Derivative instruments 12,976 2,696 U.S. pension plan — 1,184 Debt issuance costs 1,436 1,811 Other 8,698 8,467 $ 82,890 $ 72,749 We evaluate our investments in equity method investees for impairment if circumstances indicate that the fair value of the investment may be impaired. The assets underlying a $2,735 equity investment are currently idle. We have concluded the investment is not impaired based on expected future operating cash flows and/or disposal value. As of June 30 2022 2021 Accrued expenses and other current liabilities Employee related $ 34,278 $ 35,375 Current operating lease liabilities 6,051 6,618 Commissions and rebates 7,125 6,312 Professional fees 5,493 4,380 Income and other taxes 7,211 6,107 Derivative instruments — 3,486 Contingent consideration — 4,840 Restructuring costs — 735 Insurance-related 1,174 1,176 Other 18,904 17,350 $ 80,236 $ 86,379 As of June 30 2022 2021 Other liabilities Long-term operating lease liabilities $ 31,508 $ 28,003 Long-term and deferred income taxes 9,264 6,646 Supplemental retirement benefits, deferred compensation and other 7,368 8,382 U.S. pension plan 1,793 — International retirement plans 4,620 5,345 Other long-term liabilities 5,947 7,594 $ 60,500 $ 55,970 As of June 30 2022 2021 Accumulated other comprehensive loss Derivative instruments $ 20,891 $ (790) Foreign currency translation adjustment (119,034) (100,095) Unrecognized net pension losses (24,208) (19,973) (Provision) benefit for income taxes on derivative instruments (5,281) 97 Benefit for income taxes on long-term intercompany investments 8,166 8,166 Provision for income taxes on net pension losses (1,647) (2,698) $ (121,113) $ (115,293) |
Debt
Debt | 12 Months Ended |
Jun. 30, 2022 | |
Debt | |
Debt | 6. Debt Term Loans and Revolving Credit Facilities In April 2021, we entered into an amended and restated credit agreement (the “2021 Credit Agreement”) under which we had a term A loan in an aggregate initial principal amount of $300,000 (the “2021 Term A Loan”) and a revolving credit facility under which we can borrow up to $250,000, subject to the terms of the agreement (the “2021 Revolver” and together with the 2021 Term A Loan, the “2021 Credit Facilities”). The 2021 Credit Agreement amends and restates the credit agreement entered into in June 2017 (the “2017 Credit Agreement”). The 2021 Credit Facilities were used to refinance all of the Term A loans and revolving credit facility amounts outstanding under the 2017 Credit Agreement and to pay fees and expenses of the transaction. The 2021 Revolver contains a letter of credit facility. Borrowings under the 2021 Credit Facilities bear interest at rates based on the ratio of the Company and its subsidiaries’ net consolidated first lien indebtedness to the Company and its subsidiaries’ consolidated EBITDA (the “First Lien Net Leverage Ratio”). The interest rate per annum applicable to the loans under the 2021 Credit Facilities is based on a fluctuating rate of interest equal to the sum of an applicable rate and, at the Company’s election from time to time, either (1) a Eurodollar rate determined by reference to LIBOR with a term as selected by the Company, or (2) a base rate determined by reference to the highest of (a) the rate as publicly announced from time to time by Bank of America as its “prime rate,” (b) the federal funds effective rate plus 0.50% and (c) the LIBOR daily floating rate plus 1.00%. In the case of LIBOR and Eurodollar rate loans, if the First Lien Net Leverage Ratio is (i) equal to or greater than 3.50: 1.00 3.50 2.25 Pursuant to the terms of the 2021 Credit Agreement, the 2021 Credit Facilities are subject to various covenants that, among other things and subject to the permitted exceptions described therein, restrict us and our subsidiaries with respect to: (i) incurring additional debt; (ii) making certain restricted payments or making optional redemptions of other indebtedness; (iii) making investments or acquiring assets; (iv) disposing of assets (other than in the ordinary course of business); (v) creating any liens on our assets; (vi) entering into transactions with affiliates; (vii) entering into merger or consolidation transactions; and (viii) creating guarantee obligations; provided, however, that we are permitted to pay distributions to stockholders out of available cash subject to certain annual limitations and so long as no default or event of default under the 2021 Credit Facilities shall have occurred and be continuing at the time such distribution is declared. Indebtedness under the 2021 Credit Facilities is collateralized by a first priority lien on substantially all assets of Phibro and certain of our domestic subsidiaries. The 2021 Credit Agreement contains an acceleration clause should an event of default (as defined in the agreement) occur. The 2021 Credit Facilities mature in April 2026 The 2021 Credit Agreement requires, among other things, compliance with financial covenants that permitted: (i) a maximum First Lien Net Leverage Ratio of 4.00:1.00 and (ii) a minimum interest coverage ratio of 3.00:1.00, each calculated on a trailing four-quarter basis. The 2021 Credit Agreement contains an acceleration clause should an event of default (as defined in the 2021 Credit Agreement) occur. As of June 30, 2022, we were in compliance with the financial covenants. As of June 30, 2022, we had $145,000 in borrowings under the 2021 Revolver and had outstanding letters of credit of $2,479, leaving $102,521 available for borrowings and letters of credit under the 2021 Revolver, subject to restrictions in our 2021 Credit Facilities. We obtain letters of credit in connection with certain regulatory and insurance obligations, inventory purchases and other contractual obligations. The terms of these letters of credit are all less than one year. In July 2017, we entered into an interest rate swap agreement on $150,000 of notional principal that effectively converts the floating LIBOR portion of our interest obligation on that amount of debt to a fixed interest rate of 1.8325%. The agreement matured in June 2022 In March 2020, we entered into an interest rate swap agreement on an additional $150,000 of notional principal that effectively converts the floating LIBOR portion of our interest obligation on that amount of debt to a fixed rate of 0.62%. In July 2022, this agreement increased to a notional principal amount of $300,000 through June 2025 As of June 30, 2022, the interest rates for the 2021 Revolver and the Term A Loan were 3.20% and 2.37%, respectively. The weighted-average interest rates for the 2021 Revolver were 2.08% and 2.21% for the years ended June 30, 2022 and 2021, respectively. The weighted-average interest rates for the Term A Loan were 2.99% and 3.27% for the years ended June 30, 2022 and 2021, respectively. Long-Term Debt As of June 30 2022 2021 2021 Term A Loan due April 2026 $ 288,750 $ 298,125 Unamortized debt issuance costs (825) (1,040) 287,925 297,085 Less: current maturities (15,000) (9,375) $ 272,925 $ 287,710 Aggregate Maturities of Long-Term Debt and Revolver For the Years Ending June 30 Annual Maturities Interest Payments 2023 $ 15,000 $ 11,806 2024 16,875 11,287 2025 24,375 10,605 2026 377,500 10,844 Total $ 433,750 $ 44,542 For purposes of estimating future interest payments until the maturity of the 2021 Credit Facilities, we assumed the 2021 Term A Loan will decrease in accordance with the scheduled debt amortization and the 2021 Revolver continues unchanged at the June 30, 2022, balance. We assumed the March 2020 interest rate swap agreement remains in place through its June 2025 maturity and future interest rates and applicable rates are the same as the rates at June 30, 2022. |
Leases
Leases | 12 Months Ended |
Jun. 30, 2022 | |
Leases | |
Leases | 7. Leases Our lease portfolio consists of real estate, vehicles and equipment ROU assets, classified as operating leases. The remaining non-cancelable lease terms, inclusive of renewal options reasonably certain of exercise, range from one The following table summarizes the ROU assets and the related lease liabilities recorded on the consolidated balance sheet: As of June 30, 2022 2021 Balance Sheet Classification Assets: Operating lease ROU assets $ 37,680 $ 32,962 Other Assets Liabilities: Current portion 6,051 6,618 Accrued expenses and other current liabilities Non-current portion 31,508 28,003 Other liabilities Total operating lease liabilities $ 37,559 $ 34,621 The following table summarizes the composition of net lease expense: For the Year Ended June 30 2022 2021 Operating lease expense $ 8,461 $ 7,989 Variable lease expense 1,376 1,176 Short-term lease expense 1,214 873 Total lease expense $ 11,051 $ 10,038 The following tables include other supplemental information: For the Year Ended June 30 2022 2021 Operating cash flows used for ROU operating leases $ 8,642 $ 8,292 Non-cash changes to ROU operating assets and lease liabilities $ 11,930 $ 16,665 As of June 30 2022 2021 Weighted average remaining lease term (in years) - operating leases 11.46 % 8.42 % Weighted average discount rate - operating leases 3.66 % 4.04 % At June 30, 2022, maturities of future lease liabilities were: For the Years Ending June 30, 2023 $ 7,169 2024 5,895 2025 4,556 2026 3,413 2027 2,981 2028 and thereafter 22,129 Total lease payments 46,143 Less: interest 8,584 Total operating lease liabilities $ 37,559 There were no significant future payment obligations related to executed lease agreements for which the related lease had not yet commenced as of June 30, 2022. Our lease agreements do not contain any material restrictive covenants or residual value guarantee provisions. |
Common Stock, Preferred Stock a
Common Stock, Preferred Stock and Dividends | 12 Months Ended |
Jun. 30, 2022 | |
Common Stock, Preferred Stock and Dividends | |
Common Stock, Preferred Stock and Dividends | 8. Common Stock, Preferred Stock and Dividends Preferred stock and common stock at June 30, 2022 and 2021 were: As of June 30 2022 2021 2022 2021 Authorized Shares Par value Issued and outstanding shares Preferred stock 16,000,000 16,000,000 $ 0.0001 — — Common stock – Class A 300,000,000 300,000,000 $ 0.0001 20,337,574 20,337,574 Common stock – Class B 30,000,000 30,000,000 $ 0.0001 20,166,034 20,166,034 Holders of our Class B common stock converted zero shares of Class B common stock to Class A common stock in 2022 and 2021. Common Stock General Except as otherwise provided by our amended and restated certificate of incorporation or applicable law, the holders of our Class A common stock and Class B common stock shall vote together as a single class. There are no cumulative voting rights. Holders of our Class A common stock and Class B common stock are entitled to receive dividends when and if declared by our Board of Directors out of funds legally available therefor, subject to any statutory or contractual restrictions on the payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock. Upon our dissolution or liquidation or the sale of all or substantially all of our assets, after payment in full of all amounts required to be paid to creditors and to the holders of preferred stock having liquidation preferences, if any, the holders of our Class A common stock and Class B common stock will be entitled to receive our remaining assets available for distribution. Class A Common Stock Holders of our Class A common stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. Holders of our Class A common stock do not have preemptive, subscription or conversion rights. Our Class A common stock is not convertible and there are no redemption or sinking fund provisions applicable to our Class A common stock. Unless our Board of Directors determines otherwise, we will issue all of our capital stock in uncertificated form. Class B Common Stock Holders of our Class B common stock are entitled to 10 votes for each share held of record on all matters submitted to a vote of stockholders. BFI holds all of our outstanding Class B common stock. Holders of our Class B common stock do not have preemptive or subscription rights. There are no redemption or sinking fund provisions applicable to our Class B common stock. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. In addition, each share of Class B common stock will convert automatically into one share of Class A common stock upon any transfer, whether or not for value, except for certain transfers by and among BFI, its affiliates and certain Bendheim family members, as described in the amended and restated certificate of incorporation. Once transferred and converted into Class A common stock, the Class B common stock will not be reissued. In addition, all shares of Class B common stock will automatically convert to shares of Class A common stock when the outstanding shares of Class B common stock and Class A common stock held by BFI, its affiliates and certain Bendheim family members, together, is less than 15% of the total outstanding shares of Class A common stock and Class B common stock, taken as a single class. Holders of our Class B common stock have the right to require us to register the sales of their shares under the Securities Act, under the terms of an agreement between us and the holders. Preferred Stock We do not have any preferred stock outstanding. Our Board of Directors has the authority to issue shares of preferred stock from time to time on terms it may determine, to divide shares of preferred stock into one or more series and to fix the designations, preferences, privileges, and restrictions of preferred stock, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preference, sinking fund terms, and the number of shares constituting any series or the designation of any series to the fullest extent permitted by the General Corporation Law of the State of Delaware. Dividends We declared and paid quarterly cash dividends totaling $19,442 for the year ended June 30, 2022, to holders of our Class A common stock and Class B common stock. |
Stock Incentive Plan
Stock Incentive Plan | 12 Months Ended |
Jun. 30, 2022 | |
Stock Incentive Plan | |
Stock Incentive Plan | 9. Stock Incentive Plan In March 2008, our Board of Directors and stockholders adopted the 2008 Incentive Plan (the “Incentive Plan”). The Incentive Plan provides directors, officers, employees and consultants to the Company with opportunities to purchase common stock pursuant to options that may be granted, and receive grants of restricted stock and other stock-based awards granted, from time to time by the Board of Directors or a committee approved by the Board. The Incentive Plan provides for grants of stock options, stock awards and other incentives for up to 6,630,000 shares. There were 5,081,620 Class A shares available for grant pursuant to the Incentive Plan as of June 30, 2022. There are no outstanding awards Restricted Stock Units In May 2018, PAHC’s Compensation Committee approved the grant of 250,000 restricted stock units (“RSUs”) to an officer of the Company, pursuant to the Incentive Plan, of which 50,000 were subject to time-based vesting and fully vested We recognized the total grant date fair value of the RSUs as stock-based compensation expense on a straight-line basis over the vesting period. Stock-based compensation expense related to RSUs for the years ended June 30, 2022, 2021 and 2020 was $0, $1,129 and $2,259, respectively. Stock Options There was no stock-based compensation expense related to employee stock options in the periods included in the consolidated financial statements and there was no stock option activity during 2022. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions | |
Related Party Transactions | 10. Related Party Transactions Certain relatives of Jack C. Bendheim, our Chairman, President and Chief Executive Officer, provided services to the Company as employees or consultants and received aggregate compensation and benefits of approximately $2,203, $1,660 and $1,553 during 2022, 2021 and 2020, respectively. Mr. Bendheim has sole authority to vote shares of our stock owned by BFI Co., LLC, an investment vehicle of the Bendheim family. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jun. 30, 2022 | |
Employee Benefit Plans | |
Employee Benefit Plans | 11. Employee Benefit Plans Domestic Pension Plan We maintain a noncontributory defined benefit pension plan for all domestic nonunion employees employed on or prior to December 31, 2013, who meet certain requirements of age, length of service and hours worked per year. We amended the plan to eliminate credit for future service and compensation increases, effective September 2016. Plan benefits are based upon years of service and average compensation, as defined. The measurement dates for the plan were as of June 30, 2022 and 2021. Changes in the projected benefit obligation, plan assets and funded status of the plan were: For the Year Ended June 30 2022 2021 Change in projected benefit obligation Projected benefit obligation at beginning of year $ 77,915 $ 79,353 Interest cost 1,675 1,682 Benefits paid (2,426) (2,260) Actuarial gain (14,085) (860) Projected benefit obligation at end of year $ 63,079 $ 77,915 For the Year Ended June 30 2022 2021 Change in plan assets Fair value of plan assets at beginning of year $ 79,099 $ 75,791 Actual return on plan assets (15,387) 4,838 Employer contributions — 730 Benefits paid (2,426) (2,260) Fair value of plan assets at end of year $ 61,286 $ 79,099 Asset (Liability) funded status at end of year $ (1,793) $ 1,184 The projected benefit obligation for the year ended June 30, 2022, decreased due to a gain from the use of a higher discount rate, partially offset by losses derived from other actuarial assumptions. The projected benefit obligation for the year ended June 30, 2021, decreased due to a net overall gain from the use of a higher discount rate and mortality assumption update, partially offset by a loss from demographic experience. The discount rate used each period is determined with reference to the current long-term bond market rates. The projected benefit obligation also increased each year by the interest cost due to the passage of time and decreased each year by the benefits paid to plan participants. The actual return on plan assets for the year ended June 30, 2022, was attributable to losses incurred on fixed income securities as domestic interest rates increased during the year. Our investment strategy is to hold a significant portion of our plan assets in fixed income securities with maturities and amounts approximately matching projected future benefit payments. The funded status is included in other liabilities and other assets in the consolidated balance sheets at June 30, 2022 and 2021, respectively. The Company does not expect to contribute to the plan during 2023. We seek to maintain an asset balance that meets the long-term funding requirements identified by actuarial projections while also satisfying ERISA fiduciary responsibilities. Accumulated other comprehensive income (loss) related to the plan was: For the Year Ended June 30 2022 2021 Accumulated other comprehensive income (loss) related to pension plan Balance at beginning of period $ (19,973) $ (22,571) Amortization of net actuarial loss and prior service costs 480 560 Current period net actuarial gain (loss) (4,715) 2,038 Net change (4,235) 2,598 Balance at end of period $ (24,208) $ (19,973) Net periodic pension expense was: For the Year Ended June 30 2022 2021 2020 Interest cost on benefit obligation $ 1,675 $ 1,682 $ 2,112 Expected return on plan assets (3,413) (3,660) (3,144) Amortization of net actuarial loss and prior service costs 480 560 515 Net periodic pension income $ (1,258) $ (1,418) $ (517) Significant actuarial assumptions for the plan were: For the Year Ended June 30 2022 2021 2020 Discount rate for interest cost 2.2 % 2.2 % 2.2 % Expected rate of return on plan assets 4.4 % 4.4 % 4.9 % Discount rate for year-end benefit obligation 4.6 % 2.9 % 2.8 % The plan used the Aon AA Bond Universe as a benchmark for its discount rate as of June 30, 2022, 2021 and 2020. The discount rate is determined by matching the plan’s timing and amount of expected cash outflows to a bond yield curve constructed from a population of AA-rated corporate bond issues that are generally non-callable and have at least $250 million par value outstanding. From this, the discount rate that results in the same present value is calculated. Estimated future benefit payments are: For the Year Ended June 30 2023 $ 3,398 2024 3,606 2025 3,758 2026 3,883 2027 4,022 2028 – 2032 21,002 The plan’s target asset allocation for 2023 and the weighted-average asset allocation of plan assets as of June 30, 2022 and 2021 are: Target Allocation Percentage of Plan Assets For the Year Ended June 30 2023 2022 2021 Debt securities 65% - 85% 77% 71% Equity securities 10% - 30% 17% 21% Global asset allocation/risk parity(1) 0% - 15% 5% 7% Other 0% - 10% 1% 1% (1) The global asset allocation/risk parity category consists of a variety of asset classes including, but not limited to, global bonds, global equities, real estate and commodities. The expected long-term rate of return for the plan’s total assets is generally based on the plan’s asset mix. In determining the rate to use, we consider the expected long-term real returns on asset categories, expectations for inflation, estimates of the effect of active management and actual historical returns. The investment policy and strategy is to earn a long-term investment return sufficient to meet the obligations of the plan, while assuming a moderate amount of risk in order to maximize investment return. In order to achieve this goal, assets are invested in a diversified portfolio consisting of debt securities, equity securities and other investments in a manner consistent with ERISA’s fiduciary requirements. The fair values of the plan assets by asset category were: Fair Value Measurements Using As of June 30, 2022 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 362 $ — $ — $ 362 Common-collective funds Global large cap equities — 8,783 1,952 10,735 Fixed income securities 665 46,491 — 47,156 Mutual funds Global asset allocations/risk parity 3,023 — — 3,023 Other Other — — 10 10 $ 4,050 $ 55,274 $ 1,962 $ 61,286 Fair Value Measurements Using As of June 30, 2021 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 386 $ — $ — $ 386 Common-collective funds Global large cap equities — 13,201 3,816 17,017 Fixed income securities — 56,414 — 56,414 Global asset allocations/risk parity — 2,016 — 2,016 Mutual funds Global asset allocations/risk parity 3,206 — — 3,206 Other Other — — 60 60 $ 3,592 $ 71,631 $ 3,876 $ 79,099 The table below provides a summary of the changes in the fair value of Level 3 assets: Change in Fair Value Level 3 assets 2022 2021 Balance at beginning of period $ 3,876 $ 5,732 Redemptions (1,199) (3,236) Purchases — 300 Change in fair value (715) 1,080 Balance at end of period $ 1,962 $ 3,876 The following outlines the valuation methodologies used to estimate the fair value of plan assets: ● Cash and cash equivalents are valued at $1 per unit; ● Common-collective funds are determined based on current market values of the underlying assets of the fund; ● Mutual funds and foreign currency deposits are valued using quoted market prices in active markets; and ● For Level 3 managed assets, business appraisers use a combination of valuations and appraisal methodologies, as well as a number of assumptions to create a price that brokers evaluate. For Level 3 non-managed assets, pricing is provided by various sources, such as issuer or investment manager. Other employee benefit plans We provide a 401(k) retirement savings plan, under which United States employees may make pre-tax and post-tax contributions. The Company contributes: (i) a matching contribution equal to 100% of the first 6.0% of an employee’s contribution; and, (ii) an additional discretionary contribution of up to 4.5% of compensation, depending on the employee’s age and years of service, provided that such contributions comply with ERISA non-discrimination requirements. Employee and Company contributions are subject to certain ERISA limitations. Employees are immediately vested in Company contributions. Our contribution expense was $6,341, $5,803, and $5,566, in 2022, 2021 and 2020, respectively. Our consolidated balance sheets include other employee-related liabilities of $12,088 and $13,827 as of June 30, 2022 and 2021, respectively, including international retirement plans, supplemental retirement benefits and long-term incentive arrangements. Expense under these plans was $3,788, $5,095, and $5,725 in 2022, 2021 and 2020, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2022 | |
Income Taxes | |
Income Taxes | 12. Income Taxes The components of income before income taxes consisted of the following: For the Year Ended June 30 2022 2021 2020 Domestic $ 27,695 $ 12,684 $ (3,142) Foreign 44,632 53,784 58,654 Income before income taxes $ 72,327 $ 66,468 $ 55,512 Components of the provision for income taxes were: For the Year Ended June 30 2022 2021 2020 Current provision (benefit): Federal $ 4,874 $ 99 $ (1,271) State and local 1,468 887 401 Foreign 17,613 13,280 14,705 Total current provision 23,955 14,266 13,835 Deferred provision (benefit): Federal (75) 291 5,226 State and local 251 (110) 696 Foreign 23 (2,663) 218 Change in valuation allowance–foreign (1,002) 299 1,985 Total deferred provision (benefit) (803) (2,183) 8,125 Provision for income taxes $ 23,152 $ 12,083 $ 21,960 Reconciliations of the federal statutory rate to the Company’s effective tax rate were: For the Year Ended June 30 2022 2021 2020 Federal income tax rate 21.0 % 21.0 % 21.0 % State and local taxes, net of federal benefit 2.0 0.8 1.7 Foreign income tax rates 4.9 4.2 3.6 Changes in uncertain tax positions 4.4 (6.8) 5.2 Global Intangible Low-Taxed Income 0.3 1.3 6.2 Recognition of federal and foreign tax credits (0.9) (2.1) (0.9) Change in valuation allowance (1.4) 0.5 3.6 Foreign derived intangible income (2.1) — — Other 3.8 (0.7) (0.8) Effective tax rate 32.0 % 18.2 % 39.6 % We record the Global Intangible Low-Taxed Income (GILTI) aspects of comprehensive U.S. income tax legislation as a period expense. The tax effects of significant temporary differences that comprise deferred tax assets and liabilities were: As of June 30 2022 2021 Deferred tax assets: Employee-related accruals $ 6,879 $ 6,337 Inventory 2,288 2,094 Environmental remediation 751 765 Net operating loss carry forwards–domestic 1,323 1,522 Net operating loss carry forwards–foreign 4,348 5,517 Operating lease liabilities 7,639 8,312 Other (1,066) 4,672 22,162 29,219 Valuation allowance (2,618) (3,709) 19,544 25,510 Deferred tax liabilities: Property, plant and equipment and intangible assets (7,187) (7,550) Operating lease ROU assets (7,489) (8,251) Other (24) (793) (14,700) (16,594) Net deferred tax asset $ 4,844 $ 8,916 Deferred taxes are included in the consolidated balance sheets as follows: As of June 30 2022 2021 Other assets $ 5,849 $ 9,861 Other liabilities (1,005) (945) $ 4,844 $ 8,916 The valuation allowance established against deferred tax assets was: As of June 30 2022 2021 2020 Balance at beginning of period $ 3,709 $ 3,403 $ 808 (Benefit) provision for income taxes (1,091) 306 2,595 Balance at end of period $ 2,618 $ 3,709 $ 3,403 The Company records valuation allowances against certain foreign and state deferred tax assets when, after considering all of the available evidence, it is more likely than not that these assets will not be realized. The Company has $26,526 of state net operating loss carry forwards. $14,308 that will expire in 2023 through 2042, and $12,218 that do not expire, and $17,844 of foreign net operating loss carry forwards of which most are in jurisdictions that have no expiration. If amounts are repatriated from certain of our foreign subsidiaries, we could be subject to additional non-U.S. income and withholding taxes. We consider undistributed earnings of such foreign subsidiaries to be indefinitely reinvested. At June 30, 2022, our cash and cash equivalents and short-term investments included $88,463 held by our international subsidiaries. We do not provide income taxes for foreign currency translation adjustments relating to investments in international subsidiaries that will be held indefinitely. As tax law is complex and often subject to varied interpretations, it is uncertain whether some of our tax positions will be sustained upon examination. Tax liabilities associated with uncertain tax positions represent unrecognized tax benefits, which arise when the estimated benefit recorded in our financial statements differs from the amounts taken or expected to be taken in a tax return because of the uncertainties described above. Substantially all of these unrecognized tax benefits, if recognized, would reduce our effective income tax rate. Reconciliations of the beginning and ending amounts of gross unrecognized tax benefits are as follows: As of June 30 2022 2021 2020 Unrecognized tax benefits–beginning of period $ 5,311 $ 9,507 $ 6,343 Tax position changes–current period 5,333 1,873 2,850 Tax position changes–prior periods, including settlements with tax authorities (1,175) (5,354) 108 Lapse of statute of limitations (1,071) (1,109) — Effect of changes in exchange rates (566) 394 206 Unrecognized tax benefits–end of period 7,832 5,311 9,507 Interest and penalties–end of period 427 391 969 Total liabilities related to uncertain tax positions $ 8,259 $ 5,702 $ 10,476 We recognize interest and penalties associated with uncertain tax positions as a component of the provision for income taxes. We recognized and recorded interest and penalties expense of $74, $69, and $214 for 2022, 2021 and 2020, respectively. Income tax returns for the following periods are no longer subject to examination by the relevant tax authorities: ● U.S. federal and significant states, through June 30, 2019; ● Brazil, through December 31, 2016; ● Israel, through June 30, 2017, for certain subsidiaries and through June 30, 2019, for certain subsidiaries. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies | |
Commitments and Contingencies | 13. Commitments and Contingencies Environmental Our operations and properties are subject to extensive federal, state, local and foreign laws and regulations, including those governing pollution; protection of the environment; the use, management, and release of hazardous materials, substances and wastes; air emissions; greenhouse gas emissions; water use, supply and discharges; the investigation and remediation of contamination; the manufacture, distribution, and sale of regulated materials, including pesticides; the importing, exporting and transportation of products; and the health and safety of our employees (collectively, “Environmental Laws”). As such, the nature of our current and former operations exposes us to the risk of claims with respect to such matters, including fines, penalties, and remediation obligations that may be imposed by regulatory authorities. Under certain circumstances, we might be required to curtail operations until a particular problem is remedied. Known costs and expenses under Environmental Laws incidental to ongoing operations, including the cost of litigation proceedings relating to environmental matters, are included within operating results. Potential costs and expenses may also be incurred in connection with the repair or upgrade of facilities to meet existing or new requirements under Environmental Laws or to investigate or remediate potential or actual contamination, and from time to time we establish reserves for such contemplated investigation and remediation costs. In many instances, the ultimate costs under Environmental Laws and the period during which such costs are likely to be incurred are difficult to predict. While we believe that our operations are currently in material compliance with Environmental Laws, we have, from time to time, received notices of violation from governmental authorities, and have been involved in civil or criminal action for such violations. Additionally, at various sites, our subsidiaries are engaged in continuing investigation, remediation and/or monitoring efforts to address contamination associated with historic operations of the sites. We devote considerable resources to complying with Environmental Laws and managing environmental liabilities. We have developed programs to identify requirements under, and maintain compliance with Environmental Laws; however, we cannot predict with certainty the effect of increased and more stringent regulation on our operations, future capital expenditure requirements, or the cost of compliance. The nature of our current and former operations exposes us to the risk of claims with respect to environmental matters and we cannot assure we will not incur material costs and liabilities in connection with such claims. Based on our experience, we believe that the future cost of compliance with existing Environmental Laws, and liabilities for known environmental claims pursuant to such Environmental Laws, will not have a material adverse effect on our financial position, results of operations, cash flows or liquidity. The United States Environmental Protection Agency (the “EPA”) is investigating and planning for the remediation of offsite contaminated groundwater that has migrated from the Omega Chemical Corporation Superfund Site (“Omega Chemical Site”), which is upgradient of the Santa Fe Springs, California facility of our subsidiary, Phibro-Tech, Inc. (“Phibro-Tech”). The EPA has entered into a settlement agreement with a group of companies that sent chemicals to the Omega Chemical Site for processing and recycling (“OPOG”) to remediate the contaminated groundwater that has migrated from the Omega Chemical Site in accordance with a general remedy selected by EPA. The EPA has named Phibro-Tech and certain other subsidiaries of PAHC as potentially responsible parties (“PRPs”) due to groundwater contamination from Phibro-Tech’s Santa Fe Springs facility that has allegedly commingled with contaminated groundwater from the Omega Chemical Site. In September 2012, the EPA notified approximately 140 PRPs, including Phibro-Tech and the other subsidiaries, that they have been identified as potentially responsible for remedial action for the groundwater plume affected by the Omega Chemical Site and for EPA oversight and response costs. Phibro-Tech contends that any groundwater contamination at its site is localized and due to historical operations that pre-date Phibro-Tech and/or contaminated groundwater that has migrated from upgradient properties. In addition, a successor to a prior owner of the Phibro-Tech site has asserted that PAHC and Phibro-Tech are obligated to provide indemnification for its potential liability and defense costs relating to the groundwater plume affected by the Omega Chemical Site. PAHC and Phibro-Tech have vigorously contested this position and have asserted that the successor to the prior owner is required to indemnify Phibro-Tech for its potential liability and defense costs. Furthermore, several members of OPOG filed a complaint under the Comprehensive Environmental Response, Compensation, and Liability Act (“CERCLA”) and the Resource Conservation and Recovery Act in the United States District Court for the Central District of California against many of the PRPs allegedly associated with the groundwater plume affected by the Omega Chemical Site (including Phibro-Tech) for contribution toward past and future costs associated with the investigation and remediation of the groundwater plume affected by the Omega Chemical Site, and the United States Department of Justice, on behalf of the EPA, sent Phibro-Tech and certain other PRPs a pre-litigation notice letter in August 2022 regarding potential CERCLA Sec. 107 cost recovery claims seeking unrecovered past costs related to the groundwater plume affected by the Omega Chemical Site, along with a declaration allocating liability for future costs. Due to the ongoing nature of the EPA’s investigation, the preliminary stage of the ongoing litigation and Phibro-Tech’s dispute with the prior owner’s successor, at this time we cannot predict with any degree of certainty what, if any, liability Phibro-Tech or the other subsidiaries may ultimately have for investigation, remediation and the EPA oversight and response costs associated with the affected groundwater plume. Based upon information available, to the extent such costs can be estimated with reasonable certainty, we estimated the cost for further investigation and remediation of identified soil and groundwater problems at operating sites, closed sites and third-party sites, and closure costs for closed sites, to be approximately $4,287 and $4,293 at June 30, 2022 and 2021, respectively, which is included in current and long-term liabilities on the consolidated balance sheets. However, future events, such as new information, changes in existing Environmental Laws or their interpretation, and more vigorous enforcement policies of regulatory agencies, may give rise to additional expenditures or liabilities that could be material. For all purposes of the discussion under this caption and elsewhere in this report, it should be noted that we take and have taken the position that neither PAHC nor any of our subsidiaries are liable for environmental or other claims made against one or more of our other subsidiaries or for which any of such other subsidiaries may ultimately be responsible. Claims and Litigation PAHC and its subsidiaries are party to various claims and lawsuits arising out of the normal course of business including product liabilities, payment disputes and governmental regulation. Certain of these actions seek damages in various amounts. In many cases, such claims are covered by insurance. We believe that none of the claims or pending lawsuits, either individually or in the aggregate, will have a material adverse effect on our financial position, results of operations, cash flows or liquidity. Employment and Severance Agreements We have entered into employment agreements with certain executive management and other employees that specify severance benefits of up to 15 months of the employee’s compensation. Purchase Commitments As of June 30, 2022, we have agreements totaling |
Derivatives
Derivatives | 12 Months Ended |
Jun. 30, 2022 | |
Derivatives | |
Derivatives | 14. Derivatives We monitor our exposure to foreign currency exchange rates and interest rates and from time-to-time use derivatives to manage certain of these risks. We designate derivatives as a hedge of a forecasted transaction or of the variability of the cash flows to be received or paid in the future related to a recognized asset or liability (cash flow hedge). All changes in the fair value of a highly effective cash flow hedge are recorded in accumulated other comprehensive income (loss). We routinely assess whether the derivatives used to hedge transactions are effective. If we determine a derivative cease to be an effective hedge, we discontinue hedge accounting in the period of the assessment for that derivative, and immediately recognize any unrealized gains or losses related to the fair value of that derivative in the consolidated statements of operations. We record derivatives at fair value in the consolidated balance sheets. For additional details regarding fair value, see “Note 15— Fair Value Measurements.” In July 2017, we entered into an interest rate swap agreement on the first $150,000 of notional principal that effectively converted the floating LIBOR portion of our interest obligation on that amount of debt to a fixed interest rate of 1.8325%. The agreement matured in June 2022 June 2025 We entered into foreign currency option contracts to hedge cash flows related to monthly inventory purchases. The individual option contracts mature monthly through August 2023 The consolidated balance sheet includes the net fair values of our outstanding foreign currency option contracts within the respective line items, based on the net financial position and maturity date of the individual contracts. The consolidated balance sheet includes the net fair values of our outstanding interest rate swaps within the respective balance sheet line items, based on the expected timing of the cash flows. The consolidated balance sheet includes assets and liabilities for the fair values of outstanding derivatives that are designated and effective as cash flow hedges as follows: As of June 30 2022 2021 Other current assets Brazil Real options, net $ 498 $ — Interest rate swaps 7,417 — Other assets Brazil Real options, net 104 355 Interest rate swaps 12,871 2,341 Accrued expense and other current liabilities Brazil Real options, net — (150) Interest rate swaps — (3,336) Total Fair Value Brazil Real options, net 602 205 Interest rate swaps 20,288 (995) Notional amounts of the derivatives as of the balance sheet date were: As of June 30 2022 Brazil Real call options R$ 76,000 Brazil Real put options R$ (76,000) Interest rate swaps $ 300,000 The consolidated statements of operations and statements of other comprehensive income (“OCI”) for the years ended June 30, 2022 and 2021 included the effects of derivatives as follows: For the Year Ended June 30 2022 2021 Brazil Real options, net Expense recorded in consolidated statement of operations $ 1,124 $ 1,093 Consolidated statement of operations - total cost of goods sold $ 656,861 $ 561,973 (Income) recorded in OCI $ (398) $ (3,979) Interest rate swaps Expense recorded in consolidated statements of operations $ 2,905 $ 3,317 Consolidated statement of operations - total interest expense, net $ 11,875 $ 12,880 (Income) recorded in OCI $ (21,283) $ (8,679) We recognize gains and losses related to foreign currency derivatives as a component of cost of goods sold at the time the hedged item is sold. Inventory as of June 30, 2022, included realized net losses of $1,000 related to matured contracts. We anticipate the net losses included in inventory will be recognized in cost of goods sold within the next twelve to eighteen months. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jun. 30, 2022 | |
Fair Value Measurements | |
Fair Value Measurements | 15. Fair Value Measurements Fair value is defined as the exit price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. Financial assets and liabilities are measured at fair value using the three-level valuation hierarchy for disclosure of fair value measurements. The determination of the applicable level within the hierarchy of a particular asset or liability depends on the inputs used in the valuation as of the measurement date, notably the extent to which the inputs are market-based (observable) or internally derived (unobservable). Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from independent sources. Unobservable inputs are inputs based on a company’s own assumptions about market participant assumptions developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the reliability of inputs as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Significant observable inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly through corroboration with observable market data. Level 3 — Unobservable inputs for which there is little or no market data available, and that are significant to the overall fair value measurement, are employed that require the reporting entity to develop its own assumptions. In assessing the fair value of financial instruments at June 30, 2022 and 2021, we used a variety of methods and assumptions that were based on estimates of market conditions and risks existing at the time. Short-term investments Our short-term investments consist of cash deposits held at financial institutions. We consider the carrying amounts of these short-term investments to be representative of their fair value. Current Assets and Liabilities We consider the carrying amounts of current assets and current liabilities to be representative of their fair value because of the current nature of these items. Contingent Consideration on Acquisitions We determine the fair value of contingent consideration on acquisitions based on contractual terms, our current forecast of performance factors related to the acquired business and an applicable discount rate. Debt We record debt, including term loans and revolver balances, at amortized cost in our consolidated financial statements. We believe the carrying value of the debt is approximately equal to its fair value, due to the variable nature of the instruments and our evaluation of estimated market prices. Derivatives We determine the fair value of derivative instruments based upon pricing models using observable market inputs for these types of financial instruments, such as spot and forward currency translation rates. Non-financial assets Our non-financial assets, which primarily consist of goodwill, other intangible assets, property and equipment, and lease-related ROU assets, are not required to be measured at fair value on a recurring basis, and instead are reported at carrying value in the consolidated balance sheet. Assets and liabilities may be required to be measured at fair value on a non-recurring basis, either upon initial recognition or for subsequent accounting or reporting, including the initial recognition of net assets acquired in a business combination. These fair value measurements involve unobservable inputs that reflect estimates and assumptions that represent Level 3 inputs. Fair Value of Assets (Liabilities) As of June 30, 2022 June 30, 2021 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Short-term investments $ 17,000 $ — $ — $ 43,000 $ — $ — Foreign currency derivatives $ — $ 602 $ — $ — $ 205 $ — Interest rate swaps $ — $ 20,288 $ — $ — $ (995) $ — Contingent consideration on acquisitions $ — $ — $ — $ — $ — $ (4,840) There were no transfers between levels during the periods presented. There were no changes in the fair value of the Level 3 liabilities. For a detailed discussion on the fair value of our pension plan assets, see “— Employee Benefit Plans.” The contingent consideration on acquisitions is the minimum amount payable in accordance with the acquisition agreement for Osprey. The contingent consideration of $4,840 was paid in October 2021. |
Business Segments
Business Segments | 12 Months Ended |
Jun. 30, 2022 | |
Business Segments | |
Business Segments | 16. Business Segments We evaluate performance and allocate resources based on the Animal Health, Mineral Nutrition and Performance Products segments. Certain of our costs and assets are not directly attributable to a segment or segments and we refer to these items as Corporate. We do not allocate Corporate costs or assets to the other segments because they are not used to evaluate the segments’ operating results or financial position. Corporate costs include certain costs related to executive management, information technology, legal, finance, human resources and business development. We evaluate performance of our segments based on Adjusted EBITDA. We define Adjusted EBITDA as income before income taxes plus (a) interest expense, net, (b) depreciation and amortization, (c) (income) loss from, and disposal of, discontinued operations, (d) other expense or less other income, as separately reported on our consolidated statements of operations, including foreign currency gains and losses and (e) certain items that we consider to be unusual, non-operational or non-recurring. The accounting policies of our segments are the same as those described in the summary of significant accounting policies included herein. For the Year Ended June 30 2022 2021 2020 Net sales Animal Health $ 607,055 $ 545,716 $ 526,904 Mineral Nutrition 259,512 220,560 214,412 Performance Products 75,694 67,074 59,038 Total segments $ 942,261 $ 833,350 $ 800,354 Depreciation and amortization Animal Health $ 26,759 $ 25,839 $ 26,287 Mineral Nutrition 2,616 2,690 2,522 Performance Products 1,717 1,702 1,860 Total segments $ 31,092 $ 30,231 $ 30,669 Adjusted EBITDA Animal Health $ 124,106 $ 123,953 $ 123,106 Mineral Nutrition 24,038 17,116 14,678 Performance Products 8,706 9,437 4,534 Total segments $ 156,850 $ 150,506 $ 142,318 Reconciliation of income before income taxes to Adjusted EBITDA Income before income taxes $ 72,327 $ 66,468 $ 55,512 Interest expense, net 11,875 12,880 12,856 Depreciation and amortization – Total segments 31,092 30,231 30,669 Depreciation and amortization – Corporate 1,613 1,654 1,672 Corporate costs 45,767 42,624 40,178 Gain on sale of investment (1,203) — — Acquisition-related cost of goods sold 316 — 280 Acquisition-related transaction costs 279 — 462 Acquisition-related other — — (2,821) Restructuring costs — — 425 Stock-based compensation — 1,129 2,259 Foreign currency (gains) losses, net (5,216) (4,480) 826 Adjusted EBITDA – Total segments $ 156,850 $ 150,506 $ 142,318 As of June 30 2022 2021 Identifiable assets Animal Health $ 654,862 $ 595,315 Mineral Nutrition 87,379 67,338 Performance Products 39,490 36,847 Total segments 781,731 699,500 Corporate 149,968 141,825 Total $ 931,699 $ 841,325 The Animal Health segment includes all goodwill of the Company. Corporate assets include cash and cash equivalents, short-term investments, debt issuance costs, income tax related assets and certain other assets. The geographic location of property, plant and equipment, net was: As of June 30 2022 2021 Property, plant and equipment, net United States $ 57,605 $ 57,892 Israel 63,971 58,648 Brazil 22,981 16,114 Ireland 15,596 17,315 Other 5,337 4,737 $ 165,490 $ 154,706 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and New Accounting Standards (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies and New Accounting Standards | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and include the accounts of Phibro and its consolidated subsidiaries. Intercompany balances and transactions have been eliminated from the consolidated financial statements. The decision whether or not to consolidate an entity requires consideration of majority voting interests, as well as effective control over the entity. We present our financial statements on the basis of our fiscal year ending June 30. All references to years in these consolidated financial statements refer to the fiscal year ending or ended on June 30 of that year. |
Risks and Uncertainties | Risks and Uncertainties The COVID-19 pandemic continues to directly or indirectly impact our business, results of operations and financial condition. New information may continue to emerge concerning COVID-19, and the actions required to contain or treat it may affect the duration and severity of the pandemic. The pandemic may continue to have significant economic impacts on customers, suppliers and markets. The pandemic could affect our future revenues, expenses, reserves and allowances, manufacturing operations and employee-related costs. Our financial statements include estimates of the effects of COVID-19 and there may be changes to those estimates in future periods. The issue of the potential for increased bacterial resistance to certain antibiotics used in certain food-producing animals is the subject of discussions on a worldwide basis and, in certain instances, has led to government restrictions on or banning of the use of antibiotics in food-producing animals. The sale of antibiotics and antibacterials is a material portion of our business. Should product bans or restrictions, public perception, competition or other developments result in restrictions on the sale of such products, it could have a material adverse effect on our financial position, results of operations and cash flows. An outbreak of disease carried by food animals, which could lead to the widespread death or precautionary destruction of food animals as well as reduced consumption and demand for animal protein, could adversely affect demand for our products. Such occurrences could have a material adverse effect on our financial condition, results of operations and cash flows. The testing, manufacturing, and marketing of certain of our products are subject to extensive regulation by numerous government authorities in the United States and other countries. We have significant assets in Israel, Brazil and other locations outside of the United States and a significant portion of our sales and earnings are attributable to operations conducted abroad. Our assets, results of operations and future prospects are subject to currency exchange fluctuations and restrictions, energy shortages, other economic developments, political or social instability in some countries, and uncertainty of, and governmental control over, commercial rights, which could result in a material adverse effect on our financial position, results of operations and cash flows. We are subject to environmental laws and regulations governing the use, storage, handling, generation, treatment, emission, release, discharge and disposal of certain materials and wastes, the remediation of contaminated soil and groundwater, the manufacture, sale and use of regulated materials, including pesticides, and the health and safety of employees. As such, the nature of our current and former operations and those of our subsidiaries expose Phibro and our subsidiaries to the risk of claims with respect to such matters. Our business could be impacted by economic sanctions, bans, boycotts, or broader military conflicts that result from the armed conflict between Russia and Ukraine. Other potential impacts include supply chain and logistics disruptions, macroeconomic impacts from the exclusion of Russian financial institutions from the global banking system, volatility in foreign exchange rates and interest rates, inflationary pressures on raw materials and energy, as well as heightened cybersecurity threats. |
Use of Estimates | Use of Estimates The Company’s consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (GAAP). Preparation of these financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. Actual results could differ from these estimates. Estimates are used when accounting for the valuation of intangible assets, depreciation and amortization periods of long-lived and intangible assets, recoverability of long-lived and intangible assets and goodwill, realizability of deferred income tax assets, sales discounts, rebates, allowances and incentives, contingencies, employee compensation and actuarial assumptions related to our pension plans. We regularly evaluate our estimates and assumptions using historical experience and other factors. Our estimates are based on complex judgments, probabilities and assumptions that we believe to be reasonable. |
Revenue Recognition | Revenue Recognition We recognize revenue from product sales when obligations under the terms of a contract with the customer are satisfied; generally, this occurs with the transfer of control of the goods to the customers. Certain of our businesses have terms where control of the underlying product transfers to the customer on shipment, while others have terms where control transfers to the customer on delivery. Revenue reflects the total consideration to which we expect to be entitled in exchange for delivery of products or services, net of variable consideration. Variable consideration includes customer programs and incentive offerings, including pricing arrangements, rebates and other volume-based incentives. We record reductions to revenue for estimated variable consideration at the time we record the sale. Our estimates for variable consideration reflect the amount by which we expect variable consideration to affect the revenue recognized. Such estimates are generally based on contractual terms and historical experience, and are adjusted to reflect future expectations as new information becomes available. Historically, we have not had significant adjustments to our estimates of variable compensation. Sales returns and product recalls have been insignificant and infrequent due to the nature of the products we sell. Net sales include shipping and handling fees billed to customers. The associated costs are considered fulfillment activities and are included in costs of goods sold in the consolidated statements of operations when the related revenue is recognized. Net sales exclude value-added and other taxes based on sales. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents include highly liquid investments with maturities of three months or less when purchased. Cash and cash equivalents held at financial institutions may at times exceed insured amounts. We believe we mitigate such risk by investing in or through major financial institutions. |
Short-term Investments | Short-term Investments Short-term investments include highly liquid investments with maturities greater than three months and less than one year at the time of purchase. We classify these investments as held to maturity and we record the related interest income as earned. We determine the appropriate balance sheet classification at the time of purchase and at each balance sheet date. Investments held at financial institutions may at times exceed insured amounts. We believe we mitigate such risk by investing in or through major financial institutions. |
Accounts Receivable | Trade accounts receivable are recorded at the invoiced amount and do not bear interest. We grant credit terms in the normal course of business and generally do not require collateral or other security to support credit sales. Our ten largest customers represented, in aggregate, approximately 16% of accounts receivable at June 30, 2022 and 2021. |
Reserve for Credit Losses | The reserve for credit losses is our best estimate of the credit losses in existing accounts receivable. We monitor the financial performance, historical and expected collection patterns, and creditworthiness of our customers so that we can properly assess and respond to changes in their credit profile. We also monitor domestic and international economic conditions for the potential future effect on our customers. Past due balances are reviewed individually for collectability. Account balances are charged against the reserve when we determine it is probable the receivable will not be recovered. |
Inventories | Inventories Inventories are valued at the lower of cost or net realizable value. Cost is determined principally under weighted average and standard cost methods, which approximate first-in, first-out (FIFO) cost. Obsolete and unsalable inventories, if any, are reflected at estimated net realizable value. Inventory costs include materials, direct labor and manufacturing overhead. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation is charged to results of operations using the straight-line method two three |
Leases | Leases We determine at the inception of an arrangement whether the arrangement contains a lease. If an arrangement contains a lease, we assess the lease term when the underlying asset is available for use (“lease commencement”). Individual lease terms reflect the non-cancellable period of the lease, reasonably certain renewal periods and consideration of termination options. We determine the lease classification as either operating or financing at lease commencement, which governs the pattern of expense recognition and presentation in our consolidated financial statements. Our current lease portfolio only includes operating leases. We recognize a right-of-use (“ROU”) asset and a corresponding lease liability at lease commencement for leases with terms exceeding twelve months. Short-term leases with terms of twelve months or less are not recognized on the consolidated balance sheet and lease payments are recognized on a straight-line basis over the term. The values of the ROU assets and lease liabilities are calculated based on the present value of the fixed payment obligations over the lease term, using our incremental borrowing rate (“IBR”), determined at lease commencement. The IBR reflects the rate of interest we would expect to pay on a secured basis to borrow an amount equal to the lease payments under similar terms. The IBR incorporates the term and economic environment of the respective lease arrangements. We have elected to account for lease and non-lease components together as a single lease component and include fixed payment obligations related to such non-lease components in the measurement of ROU assets and lease liabilities. Fixed lease payments are recognized on a straight-line basis over the lease term. Variable lease payments can include index-based lease payments, real estate taxes, maintenance costs, utilization charges and other non-lease services paid to lessors and are not determinable at lease commencement. Variable lease payments are not included in the measurement of ROU assets and lease liabilities and are recognized in the period incurred. |
Capitalized Software Costs | Capitalized Software Costs We capitalize costs to obtain, develop and implement software for internal use. Amounts paid to third parties and costs of internal employees who are directly associated with the software project are also capitalized, depending on the stage of development. We expense software costs that do not meet the capitalization criteria. Capitalized software costs are included in property, plant and equipment on the consolidated balance sheets and are amortized on a straight-line basis over three |
Debt Issuance Costs | Debt Issuance Costs Costs and original issue discounts or premiums related to issuance or modification of our debt are deferred on the consolidated balance sheet and amortized over the lives of the respective debt instruments. Amortization of debt issuance costs is included in interest expense in the consolidated statements of operations. |
Business Combinations | Business Combinations Our consolidated financial statements reflect the operations of an acquired business beginning as of the date of acquisition. Assets acquired and liabilities assumed are recorded at their fair values at the date of acquisition; goodwill is recorded for any excess of the purchase price over the fair values of the net assets acquired. Significant judgment may be required to determine the fair values of certain tangible and intangible assets and in assigning their respective useful lives. Significant judgment also may be required to determine the fair values of contingent consideration, if any. We typically utilize third-party valuation specialists to assist us in determining fair values of significant tangible and intangible assets and contingent consideration. The fair values are based on available historical information and on future expectations and assumptions deemed reasonable by management, but are inherently uncertain. We typically use an income method to measure the fair value of intangible assets, based on forecasts of the expected future cash flows attributable to the respective assets. Significant estimates and assumptions inherent in the valuations reflect consideration of other marketplace participants and include the amount and timing of future cash flows, specifically the expected revenue growth rate applied to the cash flows. Unanticipated market or macroeconomic events and circumstances could affect the accuracy or validity of the estimates and assumptions. Determining the useful life of an intangible asset also requires judgment. Our estimates of the useful lives of intangible assets primarily are based on a number of factors including the competitive environment, underlying product life cycles, operating plans and the macroeconomic environment of the countries in which the products are sold. Intangible assets are amortized over their estimated lives. Intangible assets associated with acquired in-process research and development activities (“IPR&D”) are not amortized until a product is available for sale and regulatory approval is obtained. |
Long-Lived Assets and Goodwill | Long-Lived Assets and Goodwill We periodically review our long-lived and amortizable intangible assets for impairment and assess whether significant events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. Such circumstances may include a significant decrease in the market price of an asset, a significant adverse change in the manner in which the asset is being used or in its physical condition or a history of operating or cash flow losses associated with the use of an asset. We recognize an impairment loss when the carrying amount of an asset exceeds the anticipated future undiscounted cash flows expected to result from the use of the asset and its eventual disposition. The amount of the impairment loss is the excess of the asset’s carrying value over its fair value. In addition, we periodically reassess the estimated remaining useful lives of our long-lived and amortizable intangible assets. Changes to estimated useful lives would affect the amount of depreciation and amortization recorded in the consolidated statements of operations. We periodically review our indefinite-lived intangible assets for impairment and assess whether significant events or changes in business circumstances indicate that the carrying value of the assets may not be recoverable. We recognize an impairment loss when the carrying amount of an asset exceeds the anticipated future discounted cash flows expected to result from the use of the asset and its eventual disposition. The amount of the impairment loss is the excess of the asset’s carrying value over its fair value. We assess indefinite-lived intangibles for impairment annually during our fourth quarter, or more frequently if impairment indicators exist. Goodwill represents the excess of the purchase price over the fair value of the identifiable net assets acquired in a business combination. We assess goodwill for impairment annually during our fourth quarter, or more frequently if impairment indicators exist. Impairment exists when the carrying amount of goodwill exceeds its implied fair value. We may elect to assess our goodwill for impairment using a qualitative or a quantitative approach, to determine whether it is more likely than not that the fair value of goodwill is greater than its carrying value. During the three months ended June 30, 2022, we tested goodwill using the quantitative approach and determined goodwill was not impaired. We have not recorded any goodwill impairment charges in the periods included in the consolidated financial statements. |
Foreign Currency Translation | Foreign Currency Translation We generally use local currency as the functional currency to measure the financial position and results of operations of each of our international subsidiaries. We translate assets and liabilities of these operations at the exchange rates in effect at the balance sheet date. We translate income statement accounts at the average rates of exchange prevailing during the period. Translation adjustments that arise from the use of differing exchange rates from period to period are included as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Certain of our Israeli operations have designated the U.S. dollar as their functional currency. Gains and losses arising from re-measurement of local currency accounts into U.S. dollars are included in determining net income. |
Comprehensive Income | Comprehensive Income Comprehensive income consists of net income and the changes in: (i) the fair value of derivative instruments that qualify for hedge accounting; (ii) foreign currency translation adjustments; (iii) unrecognized net pension gains (losses); and (iv) the related (provision) benefit for income taxes. |
Derivative Financial Instruments | Derivative Financial Instruments We record all derivative financial instruments on the consolidated balance sheets at fair value. Changes in the fair value of derivatives are recorded in results of operations or other comprehensive income (loss), depending on whether a derivative is designated and effective as part of a hedge transaction and, if so, the type of hedge transaction. Gains and losses on derivative instruments designated and effective as part of a hedge transaction are included in the results of operations in the periods in which operations are affected by the underlying hedged item. From time to time, we use certain derivative instruments to mitigate the risk associated with certain economic factors, such as exchange rates and interest rates, which may potentially affect our future cash flows. As of June 30, 2022, we used (i) foreign currency option contracts to mitigate certain exposures related to changes in foreign currency exchange rates on forecasted inventory purchases, and (ii) interest rate swaps on $300,000 of notional principal to manage future cash flow exposure resulting from variable interest rates on that amount of debt. To qualify a derivative as a hedge, we document the nature and relationships between hedging instruments and hedged items, the prospective effectiveness of the hedging instrument as well as the ultimate effectiveness, the risk-management objectives, the strategies for undertaking the various hedge transactions and the methods of assessing hedge effectiveness. We do not engage in trading or other speculative uses of financial instruments. |
Environmental Liabilities | Environmental Liabilities Expenditures for ongoing compliance with environmental regulations are expensed or capitalized as appropriate. We capitalize expenditures made to extend the useful life or productive capacity of an asset, including expenditures that prevent future environmental contamination. Other expenditures are expensed as incurred and are recorded in selling, general and administrative expenses in the consolidated statements of operations. We record the expense and related liability in the period an environmental assessment indicates remedial efforts are probable and the costs can be reasonably estimated. Estimates of the liability are based upon currently available facts, existing technology and presently enacted laws and regulations taking into consideration the likely effects of inflation and other societal and economic factors. All available evidence is considered, including prior experience in remediation of contaminated sites, other companies’ experiences and data released by the U.S. Environmental Protection Agency and other organizations. The estimated liabilities are not discounted. We record anticipated recoveries under existing insurance contracts if probable. |
Income Taxes | Income Taxes The provision for income taxes includes U.S. federal, state, and foreign income taxes and foreign withholding taxes. Our annual effective income tax rate is determined based on our income, statutory tax rates and tax planning opportunities available in the various jurisdictions in which we operate and the tax effects of items treated differently for tax purposes than for financial reporting purposes. Tax law requires certain items be included in the tax return at different times than the items are reflected in the financial statements. Some of these differences are permanent, such as expenses that are not deductible in our tax return, and some differences are temporary, reversing over time, such as depreciation expense. These temporary differences give rise to deferred tax assets and liabilities. Deferred tax assets generally represent the tax effect of items that can be used as a tax deduction or credit in future years for which we have already recorded the tax benefit in our income statement. Deferred tax liabilities generally represent the tax effect of items recorded as tax expense in our income statement for which payment has been deferred, the tax effect of expenditures for which a deduction has already been taken in our tax return but has not yet been recognized in our income statement, and the tax effect of assets recorded at fair value in business combinations for which there was no corresponding tax basis adjustment. The recognition and measurement of a tax position is based on management’s best judgment given the facts, circumstances and information available at the reporting date. Inherent in determining our annual effective income tax rate are judgments regarding business plans, planning opportunities and expectations about future outcomes. Realization of certain deferred tax assets, primarily net operating loss carryforwards, is dependent upon generating sufficient future taxable income in the appropriate jurisdiction prior to the expiration of the carryforward periods. We establish valuation allowances for deferred tax assets when the amount of expected future taxable income is not likely to support the use of the deduction or credit. We may take tax positions that management believes are supportable, but are potentially subject to successful challenge by the applicable taxing authority in the jurisdictions where we operate. We evaluate our tax positions and establish liabilities in accordance with the applicable accounting guidance on uncertainty in income taxes. We review these tax uncertainties in light of changing facts and circumstances, such as the progress of tax audits, and adjust them accordingly. Because there are a number of estimates and assumptions inherent in calculating the various components of our income tax provision, future events such as changes in tax legislation, the geographic mix of earnings, completion of tax audits or earnings repatriation plans could have an effect on those estimates and our effective income tax rate. |
Advertising | Advertising Advertising and marketing costs are expensed as incurred and are reflected in selling, general and administrative expenses. |
Research and Development Expenditures | Research and Development Expenditures Research and development expenditures are expensed as incurred and are recorded in selling, general and administrative expenses in the consolidated statements of operations. Most of our manufacturing facilities have scientists and technicians on staff involved in product development, quality assurance and providing technical services to customers. Research, development and technical service efforts are conducted at various facilities. Our animal health research and development activities relate to: fermentation development and microbiological strain improvement; vaccine development; chemical synthesis and formulation development; nutritional specialties development; and ethanol-related products. |
Stock-Based Compensation | Stock-Based Compensation We recognize expense for stock-based compensation to employees, including grants of restricted stock units, over the requisite service period based on the grant date fair value of the awards. We determine the fair value of restricted stock units using the Monte Carlo simulation model. The model uses historical and current market data to estimate the fair value. The model incorporates various assumptions such as the risk-free interest rate, expected volatility, expected dividend yield and expected life of the awards. |
Net Income per Share and Weighted Average Shares | Net Income per Share and Weighted Average Shares Basic net income per share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period. Diluted net income per share is calculated by dividing net income by the weighted average number of common shares outstanding during the reporting period after giving effect to potential dilutive common shares resulting from the assumed vesting of restricted stock units. All common share equivalents were included in the calculation of diluted net income per share in the periods included in the consolidated financial statements. For the Year Ended June 30 2022 2021 2020 Net income $ 49,175 $ 54,385 $ 33,552 Weighted average number of shares – basic 40,504 40,473 40,454 Dilutive effect of restricted stock units — 31 50 Weighted average number of shares – diluted 40,504 40,504 40,504 Net income per share basic $ 1.21 $ 1.34 $ 0.83 diluted $ 1.21 $ 1.34 $ 0.83 |
New Accounting Standards | New Accounting Standards Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2021-10, Government Assistance (Topic 832), Disclosures by Business Entities about Government Assistance ASU 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ASU 2020-04 and 2021-01, Reference Rate Reform (Topic 848) ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and New Accounting Standards (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies and New Accounting Standards | |
Schedule of net income per share and weighted average shares | For the Year Ended June 30 2022 2021 2020 Net income $ 49,175 $ 54,385 $ 33,552 Weighted average number of shares – basic 40,504 40,473 40,454 Dilutive effect of restricted stock units — 31 50 Weighted average number of shares – diluted 40,504 40,504 40,504 Net income per share basic $ 1.21 $ 1.34 $ 0.83 diluted $ 1.21 $ 1.34 $ 0.83 |
Statements of Operations-Addi_2
Statements of Operations-Additional Information (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Statements of Operations-Additional Information | |
Schedule of revenues disaggregated by major product category and geographic region | Net Sales by Product Type For the Year Ended June 30 2022 2021 2020 Animal Health MFAs and other $ 361,538 $ 330,017 $ 322,300 Nutritional specialties 157,196 142,760 129,264 Vaccines 88,321 72,939 75,340 Total Animal Health $ 607,055 $ 545,716 $ 526,904 Mineral Nutrition 259,512 220,560 214,412 Performance Products 75,694 67,074 59,038 Total $ 942,261 $ 833,350 $ 800,354 Net Sales by Region For the Year Ended June 30 2022 2021 2020 United States $ 561,803 $ 494,889 $ 471,938 Latin America and Canada 191,047 166,325 158,939 Europe, Middle East and Africa 122,480 114,131 112,179 Asia Pacific 66,931 58,005 57,298 Total $ 942,261 $ 833,350 $ 800,354 |
Schedule of interest expense, net | For the Year Ended June 30 2022 2021 2020 Interest expense, net Term loan $ 8,962 $ 7,951 $ 7,751 Revolving credit facility 2,956 3,649 5,317 Amortization of debt issuance costs 590 833 882 Refinancing expense — 1,020 — Other 183 265 663 Interest expense 12,691 13,718 14,613 Interest income (816) (838) (1,757) $ 11,875 $ 12,880 $ 12,856 |
Schedule of depreciation and amortization | For the Year Ended June 30 2022 2021 2020 Depreciation and amortization Depreciation of property, plant and equipment $ 23,781 $ 23,165 $ 23,250 Amortization of intangible assets 8,924 8,715 8,869 Amortization of other assets — 5 222 $ 32,705 $ 31,885 $ 32,341 |
Schedule of amortization of intangible assets | For the Year Ended June 30 2023 $ 9,614 2024 9,375 2025 7,769 2026 6,805 2027 6,556 Thereafter 23,742 Total $ 63,861 |
Schedule of research and development expense | For the Year Ended June 30 2022 2021 2020 Research and development expense $ 20,832 $ 17,759 $ 13,738 |
Balance Sheets-Additional Inf_2
Balance Sheets-Additional Information (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Balance Sheets-Additional Information | |
Schedule of accounts receivable, net | . As of June 30 2022 2021 Accounts receivable, net Trade accounts receivable $ 170,047 $ 150,659 Reserve for credit losses (3,510) (3,807) $ 166,537 $ 146,852 |
Schedule of reserve for credit losses | As of June 30 2022 2021 Reserve for credit losses Balance at beginning of period $ 3,807 $ 3,940 Provision for estimated credit losses 255 105 Effect of changes in exchange rates (372) 26 Actual credit losses realized (180) (264) Balance at end of period $ 3,510 $ 3,807 |
Schedule of inventories | As of June 30 2022 2021 Inventories Raw materials $ 87,030 $ 59,775 Work-in-process 15,468 12,738 Finished goods 156,660 143,799 $ 259,158 $ 216,312 |
Schedule of property, plant and equipment, net | As of June 30 2022 2021 Property, plant and equipment, net Land $ 11,927 $ 9,994 Buildings and improvements 89,582 80,408 Machinery and equipment 274,298 263,696 Construction in progress 30,648 23,659 406,455 377,757 Accumulated depreciation (240,965) (223,051) $ 165,490 $ 154,706 |
Schedule of intangibles, net | Weighted- Average Useful Life As of June 30 (Years) 2022 2021 Intangibles, net Cost Technology 12 $ 94,880 $ 85,016 Product registrations, marketing and distribution rights 9 17,583 17,882 Customer relationships 12 30,246 31,115 Trade names, trademarks and other 5 5,480 3,857 148,189 137,870 Accumulated amortization Technology (48,723) (42,083) Product registrations, marketing and distribution rights (17,324) (17,862) Customer relationships (15,285) (12,588) Trade names, trademarks and other (2,996) (3,055) (84,328) (75,588) $ 63,861 $ 62,282 |
Schedule of goodwill | As of June 30 2022 2021 Goodwill Balance at beginning of period $ 52,679 $ 52,679 Acquisition 561 — Effect of changes in exchange rates (14) — Balance at end of period $ 53,226 $ 52,679 |
Schedule of other assets | As of June 30 2022 2021 Other assets ROU operating lease assets $ 37,680 $ 32,962 Deferred income taxes 5,849 9,861 Deposits 5,905 5,663 Insurance investments 5,984 5,964 Equity method investments 4,362 4,141 Derivative instruments 12,976 2,696 U.S. pension plan — 1,184 Debt issuance costs 1,436 1,811 Other 8,698 8,467 $ 82,890 $ 72,749 |
Schedule of accrued expenses and other current liabilities | As of June 30 2022 2021 Accrued expenses and other current liabilities Employee related $ 34,278 $ 35,375 Current operating lease liabilities 6,051 6,618 Commissions and rebates 7,125 6,312 Professional fees 5,493 4,380 Income and other taxes 7,211 6,107 Derivative instruments — 3,486 Contingent consideration — 4,840 Restructuring costs — 735 Insurance-related 1,174 1,176 Other 18,904 17,350 $ 80,236 $ 86,379 |
Schedule of other liabilities | As of June 30 2022 2021 Other liabilities Long-term operating lease liabilities $ 31,508 $ 28,003 Long-term and deferred income taxes 9,264 6,646 Supplemental retirement benefits, deferred compensation and other 7,368 8,382 U.S. pension plan 1,793 — International retirement plans 4,620 5,345 Other long-term liabilities 5,947 7,594 $ 60,500 $ 55,970 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Debt | |
Schedule of long term debt | As of June 30 2022 2021 2021 Term A Loan due April 2026 $ 288,750 $ 298,125 Unamortized debt issuance costs (825) (1,040) 287,925 297,085 Less: current maturities (15,000) (9,375) $ 272,925 $ 287,710 |
Schedule of aggregate maturities of long term debt | For the Years Ending June 30 Annual Maturities Interest Payments 2023 $ 15,000 $ 11,806 2024 16,875 11,287 2025 24,375 10,605 2026 377,500 10,844 Total $ 433,750 $ 44,542 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Leases | |
Summary of operating lease information | The following table summarizes the ROU assets and the related lease liabilities recorded on the consolidated balance sheet: As of June 30, 2022 2021 Balance Sheet Classification Assets: Operating lease ROU assets $ 37,680 $ 32,962 Other Assets Liabilities: Current portion 6,051 6,618 Accrued expenses and other current liabilities Non-current portion 31,508 28,003 Other liabilities Total operating lease liabilities $ 37,559 $ 34,621 The following table summarizes the composition of net lease expense: For the Year Ended June 30 2022 2021 Operating lease expense $ 8,461 $ 7,989 Variable lease expense 1,376 1,176 Short-term lease expense 1,214 873 Total lease expense $ 11,051 $ 10,038 The following tables include other supplemental information: For the Year Ended June 30 2022 2021 Operating cash flows used for ROU operating leases $ 8,642 $ 8,292 Non-cash changes to ROU operating assets and lease liabilities $ 11,930 $ 16,665 As of June 30 2022 2021 Weighted average remaining lease term (in years) - operating leases 11.46 % 8.42 % Weighted average discount rate - operating leases 3.66 % 4.04 % |
Summary of maturities of future lease liabilities | For the Years Ending June 30, 2023 $ 7,169 2024 5,895 2025 4,556 2026 3,413 2027 2,981 2028 and thereafter 22,129 Total lease payments 46,143 Less: interest 8,584 Total operating lease liabilities $ 37,559 |
Common Stock, Preferred Stock_2
Common Stock, Preferred Stock and Dividends (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Common Stock, Preferred Stock and Dividends | |
Schedule of preferred shares and common shares | As of June 30 2022 2021 2022 2021 Authorized Shares Par value Issued and outstanding shares Preferred stock 16,000,000 16,000,000 $ 0.0001 — — Common stock – Class A 300,000,000 300,000,000 $ 0.0001 20,337,574 20,337,574 Common stock – Class B 30,000,000 30,000,000 $ 0.0001 20,166,034 20,166,034 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Employee Benefit Plans | |
Schedule of changes in projected benefit obligation, plan assets and the funded status | For the Year Ended June 30 2022 2021 Change in projected benefit obligation Projected benefit obligation at beginning of year $ 77,915 $ 79,353 Interest cost 1,675 1,682 Benefits paid (2,426) (2,260) Actuarial gain (14,085) (860) Projected benefit obligation at end of year $ 63,079 $ 77,915 For the Year Ended June 30 2022 2021 Change in plan assets Fair value of plan assets at beginning of year $ 79,099 $ 75,791 Actual return on plan assets (15,387) 4,838 Employer contributions — 730 Benefits paid (2,426) (2,260) Fair value of plan assets at end of year $ 61,286 $ 79,099 Asset (Liability) funded status at end of year $ (1,793) $ 1,184 |
Schedule of accumulated other comprehensive (income) loss related to the pension plan | For the Year Ended June 30 2022 2021 Accumulated other comprehensive income (loss) related to pension plan Balance at beginning of period $ (19,973) $ (22,571) Amortization of net actuarial loss and prior service costs 480 560 Current period net actuarial gain (loss) (4,715) 2,038 Net change (4,235) 2,598 Balance at end of period $ (24,208) $ (19,973) |
Schedule of net periodic pension expense | For the Year Ended June 30 2022 2021 2020 Interest cost on benefit obligation $ 1,675 $ 1,682 $ 2,112 Expected return on plan assets (3,413) (3,660) (3,144) Amortization of net actuarial loss and prior service costs 480 560 515 Net periodic pension income $ (1,258) $ (1,418) $ (517) |
Schedule of significant actuarial assumptions | For the Year Ended June 30 2022 2021 2020 Discount rate for interest cost 2.2 % 2.2 % 2.2 % Expected rate of return on plan assets 4.4 % 4.4 % 4.9 % Discount rate for year-end benefit obligation 4.6 % 2.9 % 2.8 % |
Schedule of estimated future benefit payments, including benefits attributable to future service | For the Year Ended June 30 2023 $ 3,398 2024 3,606 2025 3,758 2026 3,883 2027 4,022 2028 – 2032 21,002 |
Schedule of weighted-average asset allocation of plan assets | Target Allocation Percentage of Plan Assets For the Year Ended June 30 2023 2022 2021 Debt securities 65% - 85% 77% 71% Equity securities 10% - 30% 17% 21% Global asset allocation/risk parity(1) 0% - 15% 5% 7% Other 0% - 10% 1% 1% (1) The global asset allocation/risk parity category consists of a variety of asset classes including, but not limited to, global bonds, global equities, real estate and commodities. |
Schedule of fair values of the company's plan assets by asset category | Fair Value Measurements Using As of June 30, 2022 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 362 $ — $ — $ 362 Common-collective funds Global large cap equities — 8,783 1,952 10,735 Fixed income securities 665 46,491 — 47,156 Mutual funds Global asset allocations/risk parity 3,023 — — 3,023 Other Other — — 10 10 $ 4,050 $ 55,274 $ 1,962 $ 61,286 Fair Value Measurements Using As of June 30, 2021 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 386 $ — $ — $ 386 Common-collective funds Global large cap equities — 13,201 3,816 17,017 Fixed income securities — 56,414 — 56,414 Global asset allocations/risk parity — 2,016 — 2,016 Mutual funds Global asset allocations/risk parity 3,206 — — 3,206 Other Other — — 60 60 $ 3,592 $ 71,631 $ 3,876 $ 79,099 |
Schedule of summary of the changes in the fair value of level 3 assets | Change in Fair Value Level 3 assets 2022 2021 Balance at beginning of period $ 3,876 $ 5,732 Redemptions (1,199) (3,236) Purchases — 300 Change in fair value (715) 1,080 Balance at end of period $ 1,962 $ 3,876 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Income Taxes | |
Schedule of income (loss) before income taxes | For the Year Ended June 30 2022 2021 2020 Domestic $ 27,695 $ 12,684 $ (3,142) Foreign 44,632 53,784 58,654 Income before income taxes $ 72,327 $ 66,468 $ 55,512 |
Schedule of components of the provision for income taxes | For the Year Ended June 30 2022 2021 2020 Current provision (benefit): Federal $ 4,874 $ 99 $ (1,271) State and local 1,468 887 401 Foreign 17,613 13,280 14,705 Total current provision 23,955 14,266 13,835 Deferred provision (benefit): Federal (75) 291 5,226 State and local 251 (110) 696 Foreign 23 (2,663) 218 Change in valuation allowance–foreign (1,002) 299 1,985 Total deferred provision (benefit) (803) (2,183) 8,125 Provision for income taxes $ 23,152 $ 12,083 $ 21,960 |
Schedule of reconciliations of the Federal statutory rate to the Company's effective tax rate | For the Year Ended June 30 2022 2021 2020 Federal income tax rate 21.0 % 21.0 % 21.0 % State and local taxes, net of federal benefit 2.0 0.8 1.7 Foreign income tax rates 4.9 4.2 3.6 Changes in uncertain tax positions 4.4 (6.8) 5.2 Global Intangible Low-Taxed Income 0.3 1.3 6.2 Recognition of federal and foreign tax credits (0.9) (2.1) (0.9) Change in valuation allowance (1.4) 0.5 3.6 Foreign derived intangible income (2.1) — — Other 3.8 (0.7) (0.8) Effective tax rate 32.0 % 18.2 % 39.6 % |
Schedule of the tax effects of significant temporary differences that comprise deferred tax assets and liabilities | As of June 30 2022 2021 Deferred tax assets: Employee-related accruals $ 6,879 $ 6,337 Inventory 2,288 2,094 Environmental remediation 751 765 Net operating loss carry forwards–domestic 1,323 1,522 Net operating loss carry forwards–foreign 4,348 5,517 Operating lease liabilities 7,639 8,312 Other (1,066) 4,672 22,162 29,219 Valuation allowance (2,618) (3,709) 19,544 25,510 Deferred tax liabilities: Property, plant and equipment and intangible assets (7,187) (7,550) Operating lease ROU assets (7,489) (8,251) Other (24) (793) (14,700) (16,594) Net deferred tax asset $ 4,844 $ 8,916 |
Schedule of deferred taxes included in the line items of the consolidated balance sheets | As of June 30 2022 2021 Other assets $ 5,849 $ 9,861 Other liabilities (1,005) (945) $ 4,844 $ 8,916 |
Schedule of the valuation allowance for deferred tax assets | As of June 30 2022 2021 2020 Balance at beginning of period $ 3,709 $ 3,403 $ 808 (Benefit) provision for income taxes (1,091) 306 2,595 Balance at end of period $ 2,618 $ 3,709 $ 3,403 |
Schedule of the reconciliation of the beginning and ending amount of unrecognized tax benefits | As of June 30 2022 2021 2020 Unrecognized tax benefits–beginning of period $ 5,311 $ 9,507 $ 6,343 Tax position changes–current period 5,333 1,873 2,850 Tax position changes–prior periods, including settlements with tax authorities (1,175) (5,354) 108 Lapse of statute of limitations (1,071) (1,109) — Effect of changes in exchange rates (566) 394 206 Unrecognized tax benefits–end of period 7,832 5,311 9,507 Interest and penalties–end of period 427 391 969 Total liabilities related to uncertain tax positions $ 8,259 $ 5,702 $ 10,476 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Derivatives | |
Schedule of significant outstanding derivatives employed to manage market risk and designated as cash flow hedges | As of June 30 2022 2021 Other current assets Brazil Real options, net $ 498 $ — Interest rate swaps 7,417 — Other assets Brazil Real options, net 104 355 Interest rate swaps 12,871 2,341 Accrued expense and other current liabilities Brazil Real options, net — (150) Interest rate swaps — (3,336) Total Fair Value Brazil Real options, net 602 205 Interest rate swaps 20,288 (995) Notional amounts of the derivatives as of the balance sheet date were: As of June 30 2022 Brazil Real call options R$ 76,000 Brazil Real put options R$ (76,000) Interest rate swaps $ 300,000 |
Schedule of effects of derivatives | For the Year Ended June 30 2022 2021 Brazil Real options, net Expense recorded in consolidated statement of operations $ 1,124 $ 1,093 Consolidated statement of operations - total cost of goods sold $ 656,861 $ 561,973 (Income) recorded in OCI $ (398) $ (3,979) Interest rate swaps Expense recorded in consolidated statements of operations $ 2,905 $ 3,317 Consolidated statement of operations - total interest expense, net $ 11,875 $ 12,880 (Income) recorded in OCI $ (21,283) $ (8,679) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Fair Value Measurements | |
Schedule of fair value of assets and liabilities measured on a recurring basis | As of June 30, 2022 June 30, 2021 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Short-term investments $ 17,000 $ — $ — $ 43,000 $ — $ — Foreign currency derivatives $ — $ 602 $ — $ — $ 205 $ — Interest rate swaps $ — $ 20,288 $ — $ — $ (995) $ — Contingent consideration on acquisitions $ — $ — $ — $ — $ — $ (4,840) |
Business Segments (Tables)
Business Segments (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Business Segments | |
Schedule of information regarding reportable segments | For the Year Ended June 30 2022 2021 2020 Net sales Animal Health $ 607,055 $ 545,716 $ 526,904 Mineral Nutrition 259,512 220,560 214,412 Performance Products 75,694 67,074 59,038 Total segments $ 942,261 $ 833,350 $ 800,354 Depreciation and amortization Animal Health $ 26,759 $ 25,839 $ 26,287 Mineral Nutrition 2,616 2,690 2,522 Performance Products 1,717 1,702 1,860 Total segments $ 31,092 $ 30,231 $ 30,669 Adjusted EBITDA Animal Health $ 124,106 $ 123,953 $ 123,106 Mineral Nutrition 24,038 17,116 14,678 Performance Products 8,706 9,437 4,534 Total segments $ 156,850 $ 150,506 $ 142,318 Reconciliation of income before income taxes to Adjusted EBITDA Income before income taxes $ 72,327 $ 66,468 $ 55,512 Interest expense, net 11,875 12,880 12,856 Depreciation and amortization – Total segments 31,092 30,231 30,669 Depreciation and amortization – Corporate 1,613 1,654 1,672 Corporate costs 45,767 42,624 40,178 Gain on sale of investment (1,203) — — Acquisition-related cost of goods sold 316 — 280 Acquisition-related transaction costs 279 — 462 Acquisition-related other — — (2,821) Restructuring costs — — 425 Stock-based compensation — 1,129 2,259 Foreign currency (gains) losses, net (5,216) (4,480) 826 Adjusted EBITDA – Total segments $ 156,850 $ 150,506 $ 142,318 |
Schedule of identifiable assets | As of June 30 2022 2021 Identifiable assets Animal Health $ 654,862 $ 595,315 Mineral Nutrition 87,379 67,338 Performance Products 39,490 36,847 Total segments 781,731 699,500 Corporate 149,968 141,825 Total $ 931,699 $ 841,325 |
Schedule of geographic information regarding property, plant and equipment, net | As of June 30 2022 2021 Property, plant and equipment, net United States $ 57,605 $ 57,892 Israel 63,971 58,648 Brazil 22,981 16,114 Ireland 15,596 17,315 Other 5,337 4,737 $ 165,490 $ 154,706 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and New Accounting Standards - Accounts Receivable and Allowance for Doubtful Accounts (Details) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Accounts Receivable | Customer Concentration Risk | Ten Largest Customers | ||
Concentration risk | ||
Concentration risk (as a percent) | 16% | 16% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and New Accounting Standards - Property, Plant and Equipment and Capitalized Software (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Building and Building Improvements | |
Property, Plant and Equipment | |
Depreciation methods | straight-line basis |
Building and Building Improvements | Minimum | |
Property, Plant and Equipment | |
Estimated useful lives | 2 years |
Building and Building Improvements | Maximum | |
Property, Plant and Equipment | |
Estimated useful lives | 30 years |
Machinery and Equipment | |
Property, Plant and Equipment | |
Depreciation methods | straight-line basis |
Machinery and Equipment | Minimum | |
Property, Plant and Equipment | |
Estimated useful lives | 3 years |
Machinery and Equipment | Maximum | |
Property, Plant and Equipment | |
Estimated useful lives | 10 years |
Software and Software Development Costs | |
Property, Plant and Equipment | |
Depreciation methods | straight-line basis |
Software and Software Development Costs | Minimum | |
Property, Plant and Equipment | |
Estimated useful lives | 3 years |
Software and Software Development Costs | Maximum | |
Property, Plant and Equipment | |
Estimated useful lives | 7 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies and New Accounting Standards - Derivative Financial Instruments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Interest Rate Swap | Cash Flow Hedging | |
Derivatives | |
Derivative, notional amount | $ 300,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies and New Accounting Standards - Net Income per Share and Weighted Average Shares (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Net Income per Share and Weighted Average Shares | |||
Net income | $ 49,175 | $ 54,385 | $ 33,552 |
Net income - basic | 49,175 | 54,385 | 33,552 |
Net income - diluted | $ 49,175 | $ 54,385 | $ 33,552 |
Weighted average number of shares | |||
Weighted average number of shares - basic (in shares) | 40,504 | 40,473 | 40,454 |
Dilutive effect of stock options and restricted stock units (in shares) | 31 | 50 | |
Weighted average number of shares - diluted (in shares) | 40,504 | 40,504 | 40,504 |
Net income per share | |||
basic (in dollars per share) | $ 1.21 | $ 1.34 | $ 0.83 |
diluted (in dollars per share) | $ 1.21 | $ 1.34 | $ 0.83 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies and New Accounting Standards - New Accounting Standards (Details) | Jun. 30, 2022 |
Accounting Standards Update 2021-10 | |
New Accounting Standards | |
Change in Accounting Principle, Accounting Standards Update, Adopted | false |
Accounting Standards Update 2021-08 | |
New Accounting Standards | |
Change in Accounting Principle, Accounting Standards Update, Adopted | true |
Change in Accounting Principle, Accounting Standards Update, Early Adoption | true |
Accounting Standards Update 2020-04 | |
New Accounting Standards | |
Change in Accounting Principle, Accounting Standards Update, Adopted | true |
Accounting Standards Update 2021-01 | |
New Accounting Standards | |
Change in Accounting Principle, Accounting Standards Update, Adopted | true |
Accounting Standards Update 2019-12 | |
New Accounting Standards | |
Change in Accounting Principle, Accounting Standards Update, Adopted | true |
Acquisition - Consideration Tra
Acquisition - Consideration Transferred (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Feb. 28, 2022 | Oct. 31, 2021 | Aug. 31, 2019 | Jun. 30, 2022 | Jun. 30, 2020 | |
Consideration | |||||
Aggregate cash payment | $ 13,511 | $ 54,549 | |||
Payment of contingent consideration | $ 4,840 | ||||
Osprey Biotechnics, Inc. | |||||
Consideration | |||||
Aggregate cash payment | $ 54,549 | ||||
Liability for the estimated contingent consideration | $ 7,533 | ||||
Payment of contingent consideration | $ 4,840 | ||||
Business Acquired, February 2022 | |||||
Consideration | |||||
Aggregate cash payment | $ 13,511 |
Acquisition - Contingent Consid
Acquisition - Contingent Consideration Liability (Details) - Osprey Biotechnics, Inc. - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020 | Aug. 31, 2019 | |
Contingent consideration, liability | ||
Liability for the estimated contingent consideration | $ 4,840 | $ 7,553 |
Change in amount of contingent consideration | ||
Adjustment, increase (reduction) in liability | $ (2,988) |
Acquisition - Definite-lived In
Acquisition - Definite-lived Intangible Assets (Details) - Business Acquired, February 2022 $ in Thousands | 1 Months Ended |
Feb. 28, 2022 USD ($) | |
Definite-lived intangible assets | |
Definite-lived intangible assets recognized at acquisition | $ 10,833 |
Minimum | |
Definite-lived intangible assets | |
Amortization periods | 4 years |
Maximum | |
Definite-lived intangible assets | |
Amortization periods | 13 years |
Statements of Operations-Addi_3
Statements of Operations-Additional Information - Segments (Details) - segment | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Business Segments | |||
Number of reportable segments | 3 | 3 | 3 |
Statements of Operations-Addi_4
Statements of Operations-Additional Information - Net Sales by Product Type (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Net sales | |||
Net sales | $ 942,261 | $ 833,350 | $ 800,354 |
Animal Health | |||
Net sales | |||
Net sales | 607,055 | 545,716 | 526,904 |
Mineral Nutrition | |||
Net sales | |||
Net sales | 259,512 | 220,560 | 214,412 |
Performance Products | |||
Net sales | |||
Net sales | 75,694 | 67,074 | 59,038 |
MFAs and other | |||
Net sales | |||
Net sales | $ 361,538 | $ 330,017 | $ 322,300 |
Segment | Animal Health | Animal Health | Animal Health |
Nutritional Specialties | |||
Net sales | |||
Net sales | $ 157,196 | $ 142,760 | $ 129,264 |
Segment | Animal Health | Animal Health | Animal Health |
Vaccines | |||
Net sales | |||
Net sales | $ 88,321 | $ 72,939 | $ 75,340 |
Segment | Animal Health | Animal Health | Animal Health |
Statements of Operations-Addi_5
Statements of Operations-Additional Information - Net Sales by Region (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Net sales | |||
Net sales | $ 942,261 | $ 833,350 | $ 800,354 |
United States | |||
Net sales | |||
Net sales | 561,803 | 494,889 | 471,938 |
Latin America and Canada | |||
Net sales | |||
Net sales | 191,047 | 166,325 | 158,939 |
Europe, Middle East and Africa | |||
Net sales | |||
Net sales | 122,480 | 114,131 | 112,179 |
Asia Pacific | |||
Net sales | |||
Net sales | $ 66,931 | $ 58,005 | $ 57,298 |
Statements of Operations-Addi_6
Statements of Operations-Additional Information - Deferred Revenue (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Deferred revenue | ||
Deferred revenue | $ 2,051 | $ 3,674 |
Deferred revenue, current | $ 822 | $ 1,560 |
Statements of Operations-Addi_7
Statements of Operations-Additional Information - General Information (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Statements of Operations-Additional Information | |
Payment term, minimum | 30 days |
Payment term, maximum | 120 days |
Average worldwide collection period for accounts receivable, minimum | 6 days |
Average worldwide collection period for accounts receivable, maximum | 60 days |
Statements of Operations-Addi_8
Statements of Operations-Additional Information - Interest Expense, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Interest expense, net | |||
Amortization of debt issuance costs | $ 590 | $ 833 | $ 882 |
Refinancing costs | 1,020 | ||
Other | 183 | 265 | 663 |
Interest expense | 12,691 | 13,718 | 14,613 |
Interest income | (816) | (838) | (1,757) |
Interest expense, net | 11,875 | 12,880 | 12,856 |
Term A Loan | |||
Interest expense, net | |||
Interest expense, excluding amortization | 8,962 | 7,951 | 7,751 |
Revolver | |||
Interest expense, net | |||
Interest expense, excluding amortization | $ 2,956 | $ 3,649 | $ 5,317 |
Statements of Operations-Addi_9
Statements of Operations-Additional Information - Depreciation and Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Depreciation and amortization | |||
Depreciation of property, plant and equipment | $ 23,781 | $ 23,165 | $ 23,250 |
Amortization of intangible assets | 8,924 | 8,715 | 8,869 |
Amortization of other assets | 5 | 222 | |
Depreciation and amortization | $ 32,705 | $ 31,885 | $ 32,341 |
Statements of Operations-Add_10
Statements of Operations-Additional Information - Capitalized Software (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statements of Operations-Additional Information | |||
Amortization of capitalized software costs | $ 1,047 | $ 1,254 | $ 1,038 |
Statements of Operations-Add_11
Statements of Operations-Additional Information - Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Amortization of intangible assets | ||
2023 | $ 9,614 | |
2024 | 9,375 | |
2025 | 7,769 | |
2026 | 6,805 | |
2027 | 6,556 | |
Thereafter | 23,742 | |
Total | $ 63,861 | $ 62,282 |
Statements of Operations-Add_12
Statements of Operations-Additional Information - Research and Development Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Research and development expense | |||
Research and development expense | $ 20,832 | $ 17,759 | $ 13,738 |
Balance Sheets-Additional Inf_3
Balance Sheets-Additional Information - Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 |
Accounts receivable, net | |||
Trade accounts receivable | $ 170,047 | $ 150,659 | |
Reserve for credit losses | (3,510) | (3,807) | $ (3,940) |
Trade accounts receivable, net | $ 166,537 | $ 146,852 |
Balance Sheets-Additional Inf_4
Balance Sheets-Additional Information - Reserve for Credit Losses (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Reserve for credit losses | ||
Balance at beginning of period | $ 3,807 | $ 3,940 |
Provision for estimated credit losses | 255 | 105 |
Effect of changes in exchange rates | (372) | 26 |
Actual credit losses realized | (180) | (264) |
Balance at end of period | $ 3,510 | $ 3,807 |
Balance Sheets-Additional Inf_5
Balance Sheets-Additional Information - Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Inventories | ||
Raw materials | $ 87,030 | $ 59,775 |
Work-in-process | 15,468 | 12,738 |
Finished goods | 156,660 | 143,799 |
Inventory, net | $ 259,158 | $ 216,312 |
Balance Sheets-Additional Inf_6
Balance Sheets-Additional Information - Property, Plant and Equipment, Net - Tabular Disclosure (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Property, plant and equipment, net | ||
Property, plant and equipment, gross | $ 406,455 | $ 377,757 |
Accumulated depreciation | (240,965) | (223,051) |
Property, plant and equipment, net | 165,490 | 154,706 |
Land | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | 11,927 | 9,994 |
Building and Building Improvements | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | 89,582 | 80,408 |
Machinery and Equipment | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | 274,298 | 263,696 |
Construction in Progress | ||
Property, plant and equipment, net | ||
Property, plant and equipment, gross | $ 30,648 | $ 23,659 |
Balance Sheets-Additional Inf_7
Balance Sheets-Additional Information - Property, Plant and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Internal-use software costs, net of accumulated depreciation | ||
Internal-use software costs, net of accumulated depreciation | $ 4,320 | $ 4,236 |
Balance Sheets-Additional Inf_8
Balance Sheets-Additional Information - Intangibles, Net - Weighted-Average Useful Life (Details) - Weighted Average | 12 Months Ended |
Jun. 30, 2022 | |
Technology-Based Intangible Assets | |
Intangibles, net | |
Estimated useful life of definite-lived intangible assets | 12 years |
Product Registrations, Marketing and Distribution Rights | |
Intangibles, net | |
Estimated useful life of definite-lived intangible assets | 9 years |
Customer Relationships | |
Intangibles, net | |
Estimated useful life of definite-lived intangible assets | 12 years |
Trademarks and Trade Names and Other | |
Intangibles, net | |
Estimated useful life of definite-lived intangible assets | 5 years |
Balance Sheets-Additional Inf_9
Balance Sheets-Additional Information - Intangibles, Net - Total (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Intangibles, net | ||
Intangibles | $ 148,189 | $ 137,870 |
Accumulated amortization | (84,328) | (75,588) |
Total | 63,861 | 62,282 |
Technology-Based Intangible Assets | ||
Intangibles, net | ||
Intangibles | 94,880 | 85,016 |
Accumulated amortization | (48,723) | (42,083) |
Product Registrations, Marketing and Distribution Rights | ||
Intangibles, net | ||
Intangibles | 17,583 | 17,882 |
Accumulated amortization | (17,324) | (17,862) |
Customer Relationships | ||
Intangibles, net | ||
Intangibles | 30,246 | 31,115 |
Accumulated amortization | (15,285) | (12,588) |
Trademarks and Trade Names and Other | ||
Intangibles, net | ||
Intangibles | 5,480 | 3,857 |
Accumulated amortization | $ (2,996) | $ (3,055) |
Balance Sheets-Additional In_10
Balance Sheets-Additional Information - Goodwill (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Goodwill | |
Balance at beginning of period | $ 52,679 |
Acquisition | 561 |
Effect of changes in exchange rates | (14) |
Balance at end of period | $ 53,226 |
Balance Sheets-Additional In_11
Balance Sheets-Additional Information - Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Other assets | ||
Operating lease ROU assets | $ 37,680 | $ 32,962 |
Deferred income taxes | 5,849 | 9,861 |
Deposits | 5,905 | 5,663 |
Insurance investments | 5,984 | 5,964 |
Equity method investments | 4,362 | 4,141 |
Derivative instruments | 12,976 | 2,696 |
U.S. pension plan | 1,184 | |
Debt issuance costs | 1,436 | 1,811 |
Other | 8,698 | 8,467 |
Other assets, total | $ 82,890 | $ 72,749 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position | Other assets, total | Other assets, total |
Derivative Asset, Noncurrent, Statement of Financial Position | Other assets, total | Other assets, total |
Balance Sheets-Additional In_12
Balance Sheets-Additional Information - Equity Method Investments (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Assets | ||
Assets | $ 931,699 | $ 841,325 |
Equity Method Investment | ||
Assets | ||
Assets | $ 2,735 |
Balance Sheets-Additional In_13
Balance Sheets-Additional Information - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Accrued expenses and other current liabilities | ||
Employee related | $ 34,278 | $ 35,375 |
Current operating lease liabilities | 6,051 | 6,618 |
Commissions and rebates | 7,125 | 6,312 |
Professional fees | 5,493 | 4,380 |
Income and other taxes | 7,211 | 6,107 |
Derivative instruments | 3,486 | |
Contingent consideration | 4,840 | |
Restructuring costs | 735 | |
Insurance-related | 1,174 | 1,176 |
Other | 18,904 | 17,350 |
Accrued expenses and other current liabilities, total | $ 80,236 | $ 86,379 |
Operating Lease, Liability, Current, Statement of Financial Position | Accrued expenses and other current liabilities, total | Accrued expenses and other current liabilities, total |
Derivative Liability, Current, Statement of Financial Position | Accrued expenses and other current liabilities, total | Accrued expenses and other current liabilities, total |
Balance Sheets-Additional In_14
Balance Sheets-Additional Information - Other Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Other liabilities | ||
Long-term operating lease liabilities | $ 31,508 | $ 28,003 |
Long term and deferred income taxes | 9,264 | 6,646 |
Supplemental retirement benefits, deferred compensation and other | 7,368 | 8,382 |
U.S. pension plan | 1,793 | |
International retirement plans | 4,620 | 5,345 |
Other long-term liabilities | 5,947 | 7,594 |
Other liabilities, total | $ 60,500 | $ 55,970 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position | Other liabilities, total | Other liabilities, total |
Balance Sheets-Additional In_15
Balance Sheets-Additional Information - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss | $ (121,113) | $ (115,293) |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | ||
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss, before tax | 20,891 | (790) |
Accumulated other comprehensive loss, tax | (5,281) | 97 |
Accumulated Foreign Currency Adjustment Attributable to Parent | ||
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss, before tax | (119,034) | (100,095) |
Accumulated Other Comprehensive Income, Long-term Intercompany | ||
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss, tax | 8,166 | 8,166 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | ||
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss, before tax | 24,208 | 19,973 |
Accumulated other comprehensive loss, tax | $ (1,647) | $ (2,698) |
Debt - General Information (Det
Debt - General Information (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 | Apr. 30, 2021 USD ($) | |
Line of Credit | Credit Facilities | |||
Debt | |||
Line of credit facility, expiration date | Apr. 30, 2026 | ||
Maximum First Lien Net Leverage Ratio | 4 | ||
Minimum interest coverage ratio | 3 | ||
Line of Credit | Credit Facilities | Fed Funds Effective Rate Overnight Index Swap Rate | |||
Debt | |||
Basis spread on variable rate (as a percent) | 0.50% | ||
Line of Credit | Credit Facilities | London Interbank Offered Rate (LIBOR) | |||
Debt | |||
Basis spread on variable rate (as a percent) | 1% | ||
Line of Credit | Credit Facilities | London Interbank Offered Rate (LIBOR) | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Greater than 3.50 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 2% | ||
Line of Credit | Credit Facilities | London Interbank Offered Rate (LIBOR) | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Less than 3.50 to 1.00 but Greater than or Equal to 2.25 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 1.75% | ||
Line of Credit | Credit Facilities | London Interbank Offered Rate (LIBOR) | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Less than 2.25 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 1.50% | ||
Line of Credit | Credit Facilities | Eurodollar | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Greater than 3.50 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 2% | ||
Line of Credit | Credit Facilities | Eurodollar | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Less than 3.50 to 1.00 but Greater than or Equal to 2.25 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 1.75% | ||
Line of Credit | Credit Facilities | Eurodollar | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Less than 2.25 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 1.50% | ||
Line of Credit | Credit Facilities | Base Rate | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Greater than 3.50 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 1% | ||
Line of Credit | Credit Facilities | Base Rate | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Less than 3.50 to 1.00 but Greater than or Equal to 2.25 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 0.75% | ||
Line of Credit | Credit Facilities | Base Rate | Debt Instrument, Covenants, First Lien Net Leverage Ratio, Less than 2.25 to 1.00 | |||
Debt | |||
Basis spread on variable rate (as a percent) | 0.50% | ||
Loans Payable | Term A Loan | |||
Debt | |||
Aggregate principal amount | $ 300,000 | ||
Interest rate (as a percent) | 2.37% | ||
Weighted-average interest rate (as a percent) | 2.99% | 3.27% | |
Revolving Credit Facility | Revolver | |||
Debt | |||
Maximum borrowing capacity | $ 250,000 | ||
Interest rate (as a percent) | 3.20% | ||
Weighted-average interest rate (as a percent) | 2.08% | 2.21% | |
Aggregate available credit facilities | $ 102,521 | ||
Outstanding borrowings | 145,000 | ||
Letter of Credit | |||
Debt | |||
Letters of credit outstanding | $ 2,479 | ||
Letter of Credit | Maximum | |||
Debt | |||
Debt instrument, term | 1 year |
Debt - Derivatives (Details)
Debt - Derivatives (Details) - Cash Flow Hedging - USD ($) $ in Thousands | 1 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2017 | Jun. 30, 2022 | Mar. 31, 2020 | |
Interest Rate Swap | ||||
Derivatives | ||||
Derivative, notional amount | $ 300,000 | |||
Interest Rate Swap, July 2017 | ||||
Derivatives | ||||
Derivative, notional amount | $ 150,000 | |||
Derivative, fixed interest rate (as a percent) | 1.8325% | |||
Derivative, maturity date | Jun. 30, 2022 | |||
Interest Rate Swap, March 2020 | ||||
Derivatives | ||||
Derivative, notional amount | $ 150,000 | |||
Derivative, fixed interest rate (as a percent) | 0.62% | |||
Interest Rate Swap, July 2022 | ||||
Derivatives | ||||
Derivative, notional amount | $ 300,000 | |||
Derivative, fixed interest rate (as a percent) | 0.62% | |||
Derivative, maturity date | Jun. 30, 2025 |
Debt - Reconciliation (Details)
Debt - Reconciliation (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Long-Term Debt | ||
Long-term debt, gross | $ 433,750 | |
Unamortized debt issuance costs | (1,436) | $ (1,811) |
Loans Payable | Term A Loan | ||
Long-Term Debt | ||
Long-term debt, gross | 288,750 | 298,125 |
Unamortized debt issuance costs | (825) | (1,040) |
Total | $ 287,925 | $ 297,085 |
Debt - Classification (Details)
Debt - Classification (Details) - Loans Payable - Term A Loan - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Long-term debt | ||
Total | $ 287,925 | $ 297,085 |
Less: current maturities | (15,000) | (9,375) |
Long-term debt, non-current | $ 272,925 | $ 287,710 |
Debt - Aggregate Maturities of
Debt - Aggregate Maturities of Long-Term Debt and Revolver (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Debt | |
Debt payments, 2023 | $ 15,000 |
Debt payments, 2024 | 16,875 |
Debt payments, 2025 | 24,375 |
Debt payments, 2026 | 377,500 |
Debt payments, total | 433,750 |
Interest payments, 2023 | 11,806 |
Interest payments, 2024 | 11,287 |
Interest payments, 2025 | 10,605 |
Interest payments, 2026 | 10,844 |
Interest payments, total | $ 44,542 |
Leases - General Information (D
Leases - General Information (Details) | Jun. 30, 2022 |
Minimum | |
Leases | |
Remaining term | 1 year |
Maximum | |
Leases | |
Remaining term | 24 years |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Assets: | ||
Operating lease ROU assets | $ 37,680 | $ 32,962 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position | Other assets | Other assets |
Liabilities: | ||
Operating lease liabilities, current portion | $ 6,051 | $ 6,618 |
Operating Lease, Liability, Current, Statement of Financial Position | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities |
Operating lease liabilities, non-current portion | $ 31,508 | $ 28,003 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position | Other liabilities | Other liabilities |
Total operating lease liabilities | $ 37,559 | $ 34,621 |
Leases - Composition of Net Lea
Leases - Composition of Net Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Composition of net lease expense | ||
Operating lease expense | $ 8,461 | $ 7,989 |
Variable lease expense | 1,376 | 1,176 |
Short-term lease expense | 1,214 | 873 |
Total lease expense | $ 11,051 | $ 10,038 |
Leases - Other Supplemental Inf
Leases - Other Supplemental Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Leases | ||
Operating cash flows used for ROU operating leases | $ 8,642 | $ 8,292 |
Non-cash changes to ROU operating assets and lease liabilities | $ 11,930 | $ 16,665 |
Weighted average remaining lease term - operating leases | 11 years 5 months 15 days | 8 years 5 months 1 day |
Weighted average discount rate - operating leases (as a percent) | 3.66% | 4.04% |
Leases - Maturities of Future L
Leases - Maturities of Future Lease Liabilities (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Leases | |
2023 | $ 7,169 |
2024 | 5,895 |
2025 | 4,556 |
2026 | 3,413 |
2027 | 2,981 |
2028 and thereafter | 22,129 |
Total lease payments | $ 46,143 |
Leases - Gross Difference (Deta
Leases - Gross Difference (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Leases | ||
Total lease payments | $ 46,143 | |
Less: interest | 8,584 | |
Lease liabilities | $ 37,559 | $ 34,621 |
Common Stock, Preferred Stock_3
Common Stock, Preferred Stock and Dividends - Preferred Stock and Common Stock - Tabular Disclosure (Details) - $ / shares | Jun. 30, 2022 | Jun. 30, 2021 |
Preferred stock | ||
Preferred stock, shares authorized (in shares) | 16,000,000 | 16,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common Class A | ||
Common stock | ||
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares issued (in shares) | 20,337,574 | 20,337,574 |
Common stock, shares outstanding (in shares) | 20,337,574 | 20,337,574 |
Common Class B | ||
Common stock | ||
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares issued (in shares) | 20,166,034 | 20,166,034 |
Common stock, shares outstanding (in shares) | 20,166,034 | 20,166,034 |
Common Stock, Preferred Stock_4
Common Stock, Preferred Stock and Dividends - Preferred Stock and Common Stock - Additional Information (Details) - shares | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Common Stock, Preferred Stock and Dividends | ||
Class B common stock converted into Class A common shares | 0 | 0 |
Common Stock, Preferred Stock_5
Common Stock, Preferred Stock and Dividends - Common Stock (Details) | 12 Months Ended |
Jun. 30, 2022 Vote | |
Common stock | |
BFI ownership percentage at which the remaining Class B shares would convert to Class A | 15% |
Common Class A | |
Common stock | |
Common stock, voting rights | Holders of our Class A common stock are entitled to one vote for each share held of record on all matters submitted to a vote of stockholders. |
Common stock, voting rights, votes per share | 1 |
Common Class B | |
Common stock | |
Common stock, voting rights | Holders of our Class B common stock are entitled to 10 votes for each share held of record on all matters submitted to a vote of stockholders. |
Common stock, voting rights, votes per share | 10 |
Common Stock, Preferred Stock_6
Common Stock, Preferred Stock and Dividends - Dividends (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Dividends | |||
Dividends declared and paid | $ 19,442 | $ 19,430 | $ 19,418 |
Stock Incentive Plan - General
Stock Incentive Plan - General Information (Details) - shares | Jun. 30, 2022 | Mar. 31, 2008 |
Stock Incentive Plan | ||
Shares authorized (in shares) | 6,630,000 | |
Shares available for grant (in shares) | 5,081,620 | |
Options outstanding (in shares) | 0 | |
Other than options outstanding (in shares) | 0 |
Stock Incentive Plan - Restrict
Stock Incentive Plan - Restricted Stock Units (Details) - shares | 1 Months Ended | |
May 31, 2018 | Dec. 31, 2020 | |
Restricted Stock Units (RSUs) | ||
Stock Incentive Plan | ||
Granted (in shares) | 250,000 | |
Time-based Restricted Stock Units | ||
Stock Incentive Plan | ||
Granted (in shares) | 50,000 | |
Fully vested (in shares) | 50,000 |
Stock Incentive Plan - Stock-Ba
Stock Incentive Plan - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restricted Stock Units (RSUs) | |||
Share-based Payment Arrangement, Additional Disclosure [Abstract] | |||
Stock-based compensation expense | $ 0 | $ 1,129 | $ 2,259 |
Share-Based Payment Arrangement, Option | |||
Share-based Payment Arrangement, Additional Disclosure [Abstract] | |||
Stock-based compensation expense | $ 0 | $ 0 | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Immediate Family Member of Management or Principal Owner | Compensation and Benefit for Services | |||
Related Party Transactions | |||
Aggregate compensation and benefits | $ 2,203 | $ 1,660 | $ 1,553 |
Employee Benefit Plans - Genera
Employee Benefit Plans - General Information (Details) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Employee Benefit Plans | |||
Defined Benefit Plan, Type | us-gaap:PensionPlansDefinedBenefitMember | us-gaap:PensionPlansDefinedBenefitMember | us-gaap:PensionPlansDefinedBenefitMember |
Defined Benefit Plan, Sponsor Location | United States | United States | United States |
Defined Benefit Plan, Funding Status | us-gaap:FundedPlanMember | us-gaap:FundedPlanMember | us-gaap:FundedPlanMember |
Employee Benefit Plans - Change
Employee Benefit Plans - Change in Projected Benefit Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Change in projected benefit obligation | |||
Projected benefit obligation at beginning of year | $ 77,915 | $ 79,353 | |
Interest cost | 1,675 | 1,682 | $ 2,112 |
Benefits paid | (2,426) | (2,260) | |
Actuarial gain | (14,085) | (860) | |
Projected benefit obligation at end of year | $ 63,079 | $ 77,915 | $ 79,353 |
Employee Benefit Plans - Chan_2
Employee Benefit Plans - Change in Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Change in plan assets | ||
Fair value of plan assets at beginning of year | $ 79,099 | $ 75,791 |
Actual return on plan assets | (15,387) | 4,838 |
Employer contributions | 730 | |
Benefits paid | (2,426) | (2,260) |
Fair value of plan assets at end of year | $ 61,286 | $ 79,099 |
Employee Benefit Plans - Funded
Employee Benefit Plans - Funded Status (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 |
Funded status | |||
Projected benefit obligation | $ 63,079 | $ 77,915 | $ 79,353 |
Fair value of plan assets | 61,286 | 79,099 | $ 75,791 |
Asset (Liability) Funded status at end of year | $ (1,793) | $ 1,184 |
Employee Benefit Plans - Accumu
Employee Benefit Plans - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Accumulated other comprehensive income (loss) related to pension plan | |||
Balance at beginning of period | $ (19,973) | $ (22,571) | |
Amortization of net actuarial loss and prior service costs | 480 | 560 | |
Current period net actuarial gain (loss) | (4,715) | 2,038 | |
Net change | (4,235) | 2,598 | $ (2,521) |
Balance at end of period | $ (24,208) | $ (19,973) | $ (22,571) |
Employee Benefit Plans - Net Pe
Employee Benefit Plans - Net Periodic Pension Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Net periodic pension expense | |||
Interest cost on benefit obligation | $ 1,675 | $ 1,682 | $ 2,112 |
Expected return on plan assets | (3,413) | (3,660) | (3,144) |
Amortization of net actuarial loss and prior service costs | 480 | 560 | 515 |
Net periodic pension income | $ (1,258) | $ (1,418) | $ (517) |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income | Selling, General and Administrative Expense | Selling, General and Administrative Expense | Selling, General and Administrative Expense |
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Selling, General and Administrative Expense | Selling, General and Administrative Expense | Selling, General and Administrative Expense |
Employee Benefit Plans - Actuar
Employee Benefit Plans - Actuarial Assumptions - Tabular Disclosure (Details) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Significant actuarial assumptions | |||
Discount rate for interest cost (as a percent) | 2.20% | 2.20% | 2.20% |
Expected rate of return on plan assets (as a percent) | 4.40% | 4.40% | 4.90% |
Discount rate for year-end benefit obligation (as a percent) | 4.60% | 2.90% | 2.80% |
Employee Benefit Plans - Actu_2
Employee Benefit Plans - Actuarial Assumptions - Additional Information (Details) $ in Millions | 12 Months Ended |
Jun. 30, 2022 USD ($) | |
Employee Benefit Plans | |
Minimum par value required for corporate bond to determine discount rate | $ 250 |
Employee Benefit Plans - Estima
Employee Benefit Plans - Estimated Future Benefit Payments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Estimated future benefit payments | |
2023 | $ 3,398 |
2024 | 3,606 |
2025 | 3,758 |
2026 | 3,883 |
2027 | 4,022 |
2028-2032 | $ 21,002 |
Employee Benefit Plans - Asset
Employee Benefit Plans - Asset Allocation (Details) | Jun. 30, 2022 | Jun. 30, 2021 |
Defined Benefit Plan, Debt Security | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Percentage of plan assets (as a percent) | 77% | 71% |
Defined Benefit Plan, Debt Security | Minimum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 65% | |
Defined Benefit Plan, Debt Security | Maximum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 85% | |
Defined Benefit Plan, Equity Securities | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Percentage of plan assets (as a percent) | 17% | 21% |
Defined Benefit Plan, Equity Securities | Minimum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 10% | |
Defined Benefit Plan, Equity Securities | Maximum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 30% | |
Global Asset Allocations/Risk Parity | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Percentage of plan assets (as a percent) | 5% | 7% |
Global Asset Allocations/Risk Parity | Minimum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 0% | |
Global Asset Allocations/Risk Parity | Maximum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 15% | |
Defined Benefit Plan, Plan Assets, Other | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Percentage of plan assets (as a percent) | 1% | 1% |
Defined Benefit Plan, Plan Assets, Other | Minimum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 0% | |
Defined Benefit Plan, Plan Assets, Other | Maximum | ||
Target asset allocations and weighted-average asset allocation of plan assets | ||
Target allocation (as a percent) | 10% |
Employee Benefit Plans - Fair V
Employee Benefit Plans - Fair Values of Plan Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 |
Fair values of the plan assets by asset category | |||
Fair value of plan assets | $ 61,286 | $ 79,099 | $ 75,791 |
Level 1 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 3,592 | ||
Level 2 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 71,631 | ||
Level 3 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | $ 1,962 | 3,876 | $ 5,732 |
Defined Benefit Plan, Cash and Cash Equivalents | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 386 | ||
Defined Benefit Plan, Cash and Cash Equivalents | Level 1 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 386 | ||
Defined Benefit Plan, Common Collective Trust, Global Large Cap Equities | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 17,017 | ||
Defined Benefit Plan, Common Collective Trust, Global Large Cap Equities | Level 2 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 13,201 | ||
Defined Benefit Plan, Common Collective Trust, Global Large Cap Equities | Level 3 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 3,816 | ||
Defined Benefit Plan, Common Collective Trust, Fixed Income Securities | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 56,414 | ||
Defined Benefit Plan, Common Collective Trust, Fixed Income Securities | Level 2 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 56,414 | ||
Defined Benefit Plan, Common Collective Trust, Global Asset Allocations/Risk Parity | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 2,016 | ||
Defined Benefit Plan, Common Collective Trust, Global Asset Allocations/Risk Parity | Level 2 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 2,016 | ||
Mutual Fund | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 3,206 | ||
Mutual Fund | Level 1 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 3,206 | ||
Defined Benefit Plan, Plan Assets, Other | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | 60 | ||
Defined Benefit Plan, Plan Assets, Other | Level 3 | |||
Fair values of the plan assets by asset category | |||
Fair value of plan assets | $ 60 |
Employee Benefit Plans - Chan_3
Employee Benefit Plans - Change in Fair Value of Level 3 Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Change in Fair Value Level 3 assets | ||
Fair value of plan assets at beginning of year | $ 79,099 | $ 75,791 |
Fair value of plan assets at end of year | 61,286 | 79,099 |
Level 3 | ||
Change in Fair Value Level 3 assets | ||
Fair value of plan assets at beginning of year | 3,876 | 5,732 |
Redemptions | (1,199) | (3,236) |
Purchases | 300 | |
Change in fair value | (715) | 1,080 |
Fair value of plan assets at end of year | $ 1,962 | $ 3,876 |
Employee Benefit Plans - Fair_2
Employee Benefit Plans - Fair Value Assumptions (Details) | Jun. 30, 2022 $ / shares |
Employee Benefit Plans | |
Cash and cash equivalents, measurement input, price per unit (in dollars per share) | $ 1 |
Employee Benefit Plans - 401(k)
Employee Benefit Plans - 401(k) Retirement Savings Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Employee Benefit Plans | |||
Employer matching contribution, percent of match (as a percent) | 100% | ||
Employer matching contribution, percent of employees' gross pay (as a percent) | 6% | ||
Employer discretionary contribution (as a percent) | 4.50% | ||
Contribution expense | $ 6,341 | $ 5,803 | $ 5,566 |
Defined Contribution Plan, Sponsor Location | United States | United States | United States |
Employee Benefit Plans - Other
Employee Benefit Plans - Other Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Other employee benefit plans | |||
Other employee-related liabilities | $ 12,088 | $ 13,827 | |
Other employee benefit plans expense | $ 3,788 | $ 5,095 | $ 5,725 |
Income Taxes - Income (Loss) be
Income Taxes - Income (Loss) before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | |||
Domestic | $ 27,695 | $ 12,684 | $ (3,142) |
Foreign | 44,632 | 53,784 | 58,654 |
Income before income taxes | $ 72,327 | $ 66,468 | $ 55,512 |
Income Taxes - Components of Pr
Income Taxes - Components of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Current provision (benefit): | |||
Federal | $ 4,874 | $ 99 | $ (1,271) |
State and local | 1,468 | 887 | 401 |
Foreign | 17,613 | 13,280 | 14,705 |
Total current provision | 23,955 | 14,266 | 13,835 |
Deferred provision (benefit): | |||
Federal | (75) | 291 | 5,226 |
State and local | 251 | (110) | 696 |
Foreign | 23 | (2,663) | 218 |
Change in valuation allowance-foreign | (1,002) | 299 | 1,985 |
Total deferred provision (benefit) | (803) | (2,183) | 8,125 |
Provision for income taxes | $ 23,152 | $ 12,083 | $ 21,960 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Federal Statutory Rate to Effective Tax Rate (Details) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Reconciliation of the federal statutory rate to the Company's effective tax rate | |||
Federal income tax rate (as a percent) | 21% | 21% | 21% |
State and local taxes, net of federal benefit (as a percent) | 2% | 0.80% | 1.70% |
Foreign income tax rates (as a percent) | 4.90% | 4.20% | 3.60% |
Changes in uncertain tax positions (as a percent) | 4.40% | (6.80%) | 5.20% |
Global Intangible Low-Taxed Income (as a percent) | 0.30% | 1.30% | 6.20% |
Recognition of federal and foreign tax credits (as a percent) | (0.90%) | (2.10%) | (0.90%) |
Change in valuation allowance (as a percent) | (1.40%) | 0.50% | 3.60% |
Foreign derived intangible income (as a percent) | (2.10%) | ||
Other (as a percent) | 3.80% | (0.70%) | (0.80%) |
Effective tax rate (as a percent) | 32% | 18.20% | 39.60% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Deferred tax assets: | ||||
Employee related accruals | $ 6,879 | $ 6,337 | ||
Inventory | 2,288 | 2,094 | ||
Environmental remediation | 751 | 765 | ||
Net operating loss carry forwards-domestic | 1,323 | 1,522 | ||
Net operating loss carry forwards-foreign | 4,348 | 5,517 | ||
Operating lease liabilities | 7,639 | 8,312 | ||
Other | (1,066) | 4,672 | ||
Deferred tax assets, gross | 22,162 | 29,219 | ||
Valuation allowance | (2,618) | (3,709) | $ (3,403) | $ (808) |
Deferred tax assets, net of valuation allowance | 19,544 | 25,510 | ||
Deferred tax liabilities: | ||||
Property, plant and equipment and intangible assets | (7,187) | (7,550) | ||
Operating lease ROU assets | (7,489) | (8,251) | ||
Other | (24) | (793) | ||
Total | (14,700) | (16,594) | ||
Net deferred tax asset | $ 4,844 | $ 8,916 |
Income Taxes - Deferred Taxes I
Income Taxes - Deferred Taxes Included in Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Income Taxes | ||
Other assets | $ 5,849 | $ 9,861 |
Other liabilities | (1,005) | (945) |
Net deferred tax asset | $ 4,844 | $ 8,916 |
Income Taxes - Valuation Allowa
Income Taxes - Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Valuation allowance | |||
Balance at beginning of period | $ 3,709 | $ 3,403 | $ 808 |
(Benefit) provision for income taxes | (1,091) | 306 | 2,595 |
Balance at end of period | $ 2,618 | $ 3,709 | $ 3,403 |
Income Taxes - Net Operating Lo
Income Taxes - Net Operating Loss Carry Forwards (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
State and Local Jurisdiction | |
Income Taxes | |
Net operating loss carry forwards | $ 26,526 |
Net operating loss carry forwards, subject to expiration | 14,308 |
Net operating loss carry forwards, not subject to expiration | 12,218 |
Foreign Tax Authority | |
Income Taxes | |
Net operating loss carry forwards | $ 17,844 |
Income Taxes - Repatriation (De
Income Taxes - Repatriation (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Foreign Subsidiaries | |
Cash and cash equivalents and short-term investments | |
Cash and cash equivalents and short-term investments | $ 88,463 |
Income Taxes - Gross Unrecogniz
Income Taxes - Gross Unrecognized Tax Benefits Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Reconciliations of the beginning and ending amounts of gross unrecognized tax benefits | |||
Unrecognized tax benefits-beginning of period | $ 5,311 | $ 9,507 | $ 6,343 |
Tax position changes-current period | 5,333 | 1,873 | 2,850 |
Tax position changes-prior periods, including settlements with tax authorities | (1,175) | (5,354) | 108 |
Lapse of statute of limitations | (1,071) | (1,109) | |
Translation | (566) | 394 | 206 |
Unrecognized tax benefits-end of period | $ 7,832 | $ 5,311 | $ 9,507 |
Income Taxes - Liabilities Rela
Income Taxes - Liabilities Related To Uncertain Tax Positions (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Income Taxes | ||||
Unrecognized tax benefits | $ 7,832 | $ 5,311 | $ 9,507 | $ 6,343 |
Interest and penalties | 427 | 391 | 969 | |
Total liabilities related to uncertain tax positions | $ 8,259 | $ 5,702 | $ 10,476 |
Income Taxes - Uncertain Tax Po
Income Taxes - Uncertain Tax Positions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Interest and penalties expense | |||
Recognized interest and penalties expense (income) | $ 74 | $ 69 | $ 214 |
Commitments and Contingencies -
Commitments and Contingencies - Environmental (Details) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 USD ($) item | Jun. 30, 2021 USD ($) | |
Environmental | ||
Number of potentially responsible parties | item | 140 | |
Accrual for environmental loss contingencies | $ | $ 4,287 | $ 4,293 |
Environmental Loss Contingency, Statement of Financial Position | Other liabilities, Accrued expenses and other current liabilities | Other liabilities, Accrued expenses and other current liabilities |
Commitments and Contingencies_2
Commitments and Contingencies - Employment and Severance Agreements (Details) | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies | |
Severance benefits, term | 15 months |
Commitments and Contingencies_3
Commitments and Contingencies - Purchase Commitments (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Purchase Commitments | |
Total purchase obligations | $ 7.9 |
2023 | 3.8 |
2024 | 2.2 |
Thereafter | $ 1.9 |
Derivatives - General Informati
Derivatives - General Information (Details) - Cash Flow Hedging - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2017 | Jun. 30, 2022 | Mar. 31, 2020 | |
Interest Rate Swap | ||||
Derivatives | ||||
Derivative, notional amount | $ 300,000 | |||
Interest Rate Swap, July 2017 | ||||
Derivatives | ||||
Derivative, notional amount | $ 150,000 | |||
Derivative, fixed interest rate (as a percent) | 1.8325% | |||
Derivative, maturity date | Jun. 30, 2022 | |||
Interest Rate Swap, March 2020 | ||||
Derivatives | ||||
Derivative, notional amount | $ 150,000 | |||
Derivative, fixed interest rate (as a percent) | 0.62% | |||
Interest Rate Swap, July 2022 | ||||
Derivatives | ||||
Derivative, notional amount | $ 300,000 | |||
Derivative, fixed interest rate (as a percent) | 0.62% | |||
Derivative, maturity date | Jun. 30, 2025 | |||
Foreign Exchange Option | ||||
Derivatives | ||||
Derivative, maturity date | Feb. 28, 2023 |
Derivatives - Balance Sheet Loc
Derivatives - Balance Sheet Location (Details) - Cash Flow Hedging - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Foreign Exchange Option | ||
Accrued expense and other current liabilities | ||
Accrued expense and other current liabilities | $ (150) | |
Total Fair Value | $ 602 | 205 |
Foreign Exchange Option | Other Current Assets | ||
Other assets | ||
Other assets | 498 | |
Foreign Exchange Option | Other Noncurrent Assets | ||
Other assets | ||
Other assets | 104 | 355 |
Interest Rate Swap | ||
Accrued expense and other current liabilities | ||
Accrued expense and other current liabilities | (3,336) | |
Total Fair Value | 20,288 | (995) |
Interest Rate Swap | Other Current Assets | ||
Other assets | ||
Other assets | 7,417 | |
Interest Rate Swap | Other Noncurrent Assets | ||
Other assets | ||
Other assets | $ 12,871 | $ 2,341 |
Derivatives - Notional Amounts
Derivatives - Notional Amounts (Details) - Jun. 30, 2022 - Cash Flow Hedging R$ in Thousands, $ in Thousands | USD ($) | BRL (R$) |
Foreign Exchange Option | Long | ||
Derivatives | ||
Derivative, notional amount | R$ 76000 | |
Foreign Exchange Option | Short | ||
Derivatives | ||
Derivative, notional amount | R$ 76000 | |
Interest Rate Swap | ||
Derivatives | ||
Derivative, notional amount | $ | $ 300,000 |
Derivatives - Effects of Deriva
Derivatives - Effects of Derivatives (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Derivatives | |||
Consolidated statement of operations - total cost of goods sold | $ 656,861 | $ 561,973 | $ 543,472 |
Interest expense, net | 11,875 | 12,880 | 12,856 |
Derivatives | |||
(Income) recorded in OCI | (21,681) | (12,658) | $ 12,854 |
Foreign Exchange Option | |||
Derivatives | |||
(Income) recorded in OCI | (398) | (3,979) | |
Foreign Exchange Option | Cash Flow Hedging | |||
Derivatives | |||
Expense recorded in consolidated statement of operations | $ 1,124 | $ 1,093 | |
Derivative, Gain (Loss), Statement of Income or Comprehensive Income | Consolidated statement of operations - total cost of goods sold | Consolidated statement of operations - total cost of goods sold | |
Interest Rate Swap | |||
Derivatives | |||
(Income) recorded in OCI | $ (21,283) | $ (8,679) | |
Interest Rate Swap | Cash Flow Hedging | |||
Derivatives | |||
Expense recorded in consolidated statement of operations | $ 2,905 | $ 3,317 | |
Derivative, Gain (Loss), Statement of Income or Comprehensive Income | Interest expense, net | Interest expense, net |
Derivatives - Additional Inform
Derivatives - Additional Information (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Foreign Exchange Option | Cash Flow Hedging | |
Derivatives | |
Realized gains (losses) related to matured contracts recorded as a component of inventory | $ (1,000) |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets (Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Fair Value of Assets (Liabilities) | ||
Short-term investments | $ 17,000 | $ 43,000 |
Level 1 | ||
Fair Value of Assets (Liabilities) | ||
Short-term investments | 17,000 | 43,000 |
Level 2 | Foreign Exchange Option | ||
Fair Value of Assets (Liabilities) | ||
Foreign currency derivatives and interest rate swap | 602 | 205 |
Level 2 | Interest Rate Swap | ||
Fair Value of Assets (Liabilities) | ||
Foreign currency derivatives and interest rate swap | $ 20,288 | (995) |
Level 3 | ||
Fair Value of Assets (Liabilities) | ||
Contingent consideration on acquisitions | $ (4,840) |
Fair Value Measurements - Liabi
Fair Value Measurements - Liabilities Measured on Recurring Basis, Unobservable Inputs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Changes in the fair value of the Level 3 liabilities | ||
Transfers between levels | $ 0 | $ 0 |
Changes in the fair value of the Level 3 liabilities | $ 0 | $ 0 |
Fair Value Measurements - Conti
Fair Value Measurements - Contingent Consideration (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended |
Oct. 31, 2021 | Jun. 30, 2022 | |
Payment of contingent consideration | ||
Payment of contingent consideration | $ 4,840 | |
Osprey Biotechnics, Inc. | ||
Payment of contingent consideration | ||
Payment of contingent consideration | $ 4,840 |
Business Segments - General Inf
Business Segments - General Information (Details) - segment | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Business Segments | |||
Number of reportable segments | 3 | 3 | 3 |
Business Segments - Net Sales (
Business Segments - Net Sales (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Net sales | |||
Net sales | $ 942,261 | $ 833,350 | $ 800,354 |
Animal Health | |||
Net sales | |||
Net sales | 607,055 | 545,716 | 526,904 |
Mineral Nutrition | |||
Net sales | |||
Net sales | 259,512 | 220,560 | 214,412 |
Performance Products | |||
Net sales | |||
Net sales | $ 75,694 | $ 67,074 | $ 59,038 |
Business Segments - Depreciatio
Business Segments - Depreciation and Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Depreciation and amortization | |||
Depreciation and amortization | $ 32,705 | $ 31,885 | $ 32,341 |
Operating Segments | |||
Depreciation and amortization | |||
Depreciation and amortization | 31,092 | 30,231 | 30,669 |
Operating Segments | Animal Health | |||
Depreciation and amortization | |||
Depreciation and amortization | 26,759 | 25,839 | 26,287 |
Operating Segments | Mineral Nutrition | |||
Depreciation and amortization | |||
Depreciation and amortization | 2,616 | 2,690 | 2,522 |
Operating Segments | Performance Products | |||
Depreciation and amortization | |||
Depreciation and amortization | $ 1,717 | $ 1,702 | $ 1,860 |
Business Segments - Adjusted EB
Business Segments - Adjusted EBITDA (Details) - Operating Segments - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Adjusted EBITDA | |||
Adjusted EBITDA | $ 156,850 | $ 150,506 | $ 142,318 |
Animal Health | |||
Adjusted EBITDA | |||
Adjusted EBITDA | 124,106 | 123,953 | 123,106 |
Mineral Nutrition | |||
Adjusted EBITDA | |||
Adjusted EBITDA | 24,038 | 17,116 | 14,678 |
Performance Products | |||
Adjusted EBITDA | |||
Adjusted EBITDA | $ 8,706 | $ 9,437 | $ 4,534 |
Business Segments - Reconciliat
Business Segments - Reconciliation of Income before Income Taxes to Adjusted EBITDA (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Reconciliation of income before income taxes to Adjusted EBITDA | |||
Income before income taxes | $ 72,327 | $ 66,468 | $ 55,512 |
Interest expense, net | 11,875 | 12,880 | 12,856 |
Depreciation and amortization | 32,705 | 31,885 | 32,341 |
Corporate costs | 45,767 | 42,624 | 40,178 |
(Gain) on sale of investment | (1,203) | ||
Acquisition-related costs of goods sold | 316 | 280 | |
Acquisition-related transaction costs | 279 | 462 | |
Acquisition-related other | (2,821) | ||
Restructuring costs | 425 | ||
Stock-based compensation | 1,129 | 2,259 | |
Foreign currency (gains) losses, net | (5,216) | (4,480) | 826 |
Operating Segments | |||
Reconciliation of income before income taxes to Adjusted EBITDA | |||
Depreciation and amortization | 31,092 | 30,231 | 30,669 |
Foreign currency (gains) losses, net | (5,216) | (4,480) | 826 |
Adjusted EBITDA - Total segments | 156,850 | 150,506 | 142,318 |
Operating Segments | Animal Health | |||
Reconciliation of income before income taxes to Adjusted EBITDA | |||
Depreciation and amortization | 26,759 | 25,839 | 26,287 |
Adjusted EBITDA - Total segments | 124,106 | 123,953 | 123,106 |
Operating Segments | Mineral Nutrition | |||
Reconciliation of income before income taxes to Adjusted EBITDA | |||
Depreciation and amortization | 2,616 | 2,690 | 2,522 |
Adjusted EBITDA - Total segments | 24,038 | 17,116 | 14,678 |
Operating Segments | Performance Products | |||
Reconciliation of income before income taxes to Adjusted EBITDA | |||
Depreciation and amortization | 1,717 | 1,702 | 1,860 |
Adjusted EBITDA - Total segments | 8,706 | 9,437 | 4,534 |
Corporate | |||
Reconciliation of income before income taxes to Adjusted EBITDA | |||
Depreciation and amortization | $ 1,613 | $ 1,654 | $ 1,672 |
Business Segments - Identifiabl
Business Segments - Identifiable Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Assets | ||
Assets | $ 931,699 | $ 841,325 |
Operating Segments | ||
Assets | ||
Assets | 781,731 | 699,500 |
Operating Segments | Animal Health | ||
Assets | ||
Assets | 654,862 | 595,315 |
Operating Segments | Mineral Nutrition | ||
Assets | ||
Assets | 87,379 | 67,338 |
Operating Segments | Performance Products | ||
Assets | ||
Assets | 39,490 | 36,847 |
Corporate | ||
Assets | ||
Assets | $ 149,968 | $ 141,825 |
Business Segments - Property, P
Business Segments - Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Property, plant and equipment, net | ||
Property, plant and equipment, net | $ 165,490 | $ 154,706 |
United States | ||
Property, plant and equipment, net | ||
Property, plant and equipment, net | 57,605 | 57,892 |
Israel | ||
Property, plant and equipment, net | ||
Property, plant and equipment, net | 63,971 | 58,648 |
Brazil | ||
Property, plant and equipment, net | ||
Property, plant and equipment, net | 22,981 | 16,114 |
Ireland | ||
Property, plant and equipment, net | ||
Property, plant and equipment, net | 15,596 | 17,315 |
Other | ||
Property, plant and equipment, net | ||
Property, plant and equipment, net | $ 5,337 | $ 4,737 |