Document and Entity Information
Document and Entity Information - $ / shares | 6 Months Ended | |
Dec. 31, 2022 | Feb. 03, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 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 | |
Entity Address, Address Line Three | 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 par value per share | |
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 | |
Entity Shell Company | false | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001069899 | |
Amendment Flag | false | |
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 | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||||
Net sales | $ 244,646 | $ 232,712 | $ 477,167 | $ 447,377 |
Cost of goods sold | 167,261 | 162,040 | 331,136 | 312,027 |
Gross profit | 77,385 | 70,672 | 146,031 | 135,350 |
Selling, general and administrative expenses | 61,541 | 48,378 | 116,503 | 98,444 |
Operating income | 15,844 | 22,294 | 29,528 | 36,906 |
Interest expense, net | 3,884 | 2,953 | 6,951 | 5,842 |
Foreign currency (gains) losses, net | (149) | (4,189) | 5,051 | (2,061) |
Income before income taxes | 12,109 | 23,530 | 17,526 | 33,125 |
Provision for income taxes | 4,899 | 6,065 | 6,460 | 9,126 |
Net income | $ 7,210 | $ 17,465 | $ 11,066 | $ 23,999 |
Net income per share | ||||
basic (in dollars per share) | $ 0.18 | $ 0.43 | $ 0.27 | $ 0.59 |
diluted (in dollars per share) | $ 0.18 | $ 0.43 | $ 0.27 | $ 0.59 |
Weighted average common shares outstanding | ||||
basic (in shares) | 40,504 | 40,504 | 40,504 | 40,504 |
diluted (in shares) | 40,504 | 40,504 | 40,504 | 40,504 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
Net income | $ 7,210 | $ 17,465 | $ 11,066 | $ 23,999 |
Change in fair value of derivative instruments | (1,536) | 4,810 | 5,569 | 4,781 |
Foreign currency translation adjustment | 4,271 | (10,311) | 128 | (17,275) |
Unrecognized net pension gains | 192 | 117 | 368 | 234 |
(Provision) benefit for income taxes | 337 | (1,231) | (1,483) | (1,253) |
Other comprehensive income (loss) | 3,264 | (6,615) | 4,582 | (13,513) |
Comprehensive income | $ 10,474 | $ 10,850 | $ 15,648 | $ 10,486 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 68,422 | $ 74,248 |
Short-term investments | 10,000 | 17,000 |
Accounts receivable, net | 151,830 | 166,537 |
Inventories, net | 288,984 | 259,158 |
Other current assets | 62,453 | 49,289 |
Total current assets | 581,689 | 566,232 |
Property, plant and equipment, net | 186,122 | 165,490 |
Intangibles, net | 59,064 | 63,861 |
Goodwill | 53,228 | 53,226 |
Other assets | 81,730 | 82,890 |
Total assets | 961,833 | 931,699 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Current portion of long-term debt | 15,420 | 15,000 |
Accounts payable | 80,487 | 95,596 |
Accrued expenses and other current liabilities | 71,662 | 80,236 |
Total current liabilities | 167,569 | 190,832 |
Revolving credit facility | 184,000 | 145,000 |
Long-term debt | 276,806 | 272,925 |
Other liabilities | 65,088 | 60,500 |
Total liabilities | 693,463 | 669,257 |
Commitments and contingencies (Note 13) | ||
Common stock, par value $0.0001 per share; 300,000,000 Class A shares authorized, 20,337,574 shares issued and outstanding at December 31, 2022, and June 30, 2022; 30,000,000 Class B shares authorized, 20,166,034 shares issued and outstanding at December 31, 2022, and June 30, 2022 | 4 | 4 |
Preferred stock, par value $0.0001 per share; 16,000,000 shares authorized, no shares issued and outstanding | ||
Paid-in capital | 135,803 | 135,803 |
Retained earnings | 249,094 | 247,748 |
Accumulated other comprehensive loss | (116,531) | (121,113) |
Total stockholders' equity | 268,370 | 262,442 |
Total liabilities and stockholders' equity | $ 961,833 | $ 931,699 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Dec. 31, 2022 | Jun. 30, 2022 |
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 | 6 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
OPERATING ACTIVITIES | ||
Net income | $ 11,066 | $ 23,999 |
Adjustments to reconcile net income to net cash (used) provided by operating activities: | ||
Depreciation and amortization | 16,949 | 15,855 |
Amortization of debt issuance costs | 326 | 295 |
Deferred income taxes | (121) | (537) |
Foreign currency gains, net | (875) | (2,890) |
Gain on sale of investment | (1,203) | |
Other | (702) | 259 |
Changes in operating assets and liabilities, net of business acquisition: | ||
Accounts receivable, net | 14,839 | 1,427 |
Inventories, net | (29,082) | (21,975) |
Other current assets | (7,744) | (561) |
Other assets | 1,035 | (2,578) |
Accounts payable | (14,614) | 13,859 |
Accrued expenses and other liabilities | (4,264) | (2,007) |
Net cash (used) provided by operating activities | (13,187) | 23,943 |
INVESTING ACTIVITIES | ||
Purchases of short-term investments | (10,000) | (32,100) |
Maturities of short-term investments | 17,000 | 43,000 |
Capital expenditures | (32,995) | (15,139) |
Cash proceeds from the sale of investment | 1,353 | |
Other, net | 36 | (212) |
Net cash used by investing activities | (25,959) | (3,098) |
FINANCING ACTIVITIES | ||
Revolving credit facility borrowings | 197,000 | 163,000 |
Revolving credit facility repayments | (158,000) | (151,000) |
Proceeds from long-term debt | 12,000 | |
Payments of long-term debt | (7,605) | (3,750) |
Debt issuance costs | (640) | |
Dividends paid | (9,720) | (9,721) |
Payment of contingent consideration | (4,840) | |
Net cash (used) provided by financing activities | 33,035 | (6,311) |
Effect of exchange rate changes on cash | 285 | (1,361) |
Net (decrease) increase in cash and cash equivalents | (5,826) | 13,173 |
Cash and cash equivalents at beginning of period | 74,248 | 50,212 |
Cash and cash equivalents at end of period | $ 68,422 | $ 63,385 |
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, 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) | 6,534 | (6,898) | (364) | ||
Dividends declared | (4,860) | (4,860) | |||
Balance at Sep. 30, 2021 | $ 4 | 135,803 | 219,689 | (122,191) | 233,305 |
Balance (in shares) at Sep. 30, 2021 | 40,503,608 | ||||
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) | 10,486 | ||||
Balance at Dec. 31, 2021 | $ 4 | 135,803 | 232,293 | (128,806) | 239,294 |
Balance (in shares) at Dec. 31, 2021 | 40,503,608 | ||||
Balance at Sep. 30, 2021 | $ 4 | 135,803 | 219,689 | (122,191) | 233,305 |
Balance (in shares) at Sep. 30, 2021 | 40,503,608 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Comprehensive income (loss) | 17,465 | (6,615) | 10,850 | ||
Dividends declared | (4,861) | (4,861) | |||
Balance at Dec. 31, 2021 | $ 4 | 135,803 | 232,293 | (128,806) | 239,294 |
Balance (in shares) at Dec. 31, 2021 | 40,503,608 | ||||
Balance at Jun. 30, 2022 | $ 4 | 135,803 | 247,748 | (121,113) | 262,442 |
Balance (in shares) at Jun. 30, 2022 | 40,503,608 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Comprehensive income (loss) | 3,856 | 1,318 | 5,174 | ||
Dividends declared | (4,860) | (4,860) | |||
Balance at Sep. 30, 2022 | $ 4 | 135,803 | 246,744 | (119,795) | 262,756 |
Balance (in shares) at Sep. 30, 2022 | 40,503,608 | ||||
Balance at Jun. 30, 2022 | $ 4 | 135,803 | 247,748 | (121,113) | 262,442 |
Balance (in shares) at Jun. 30, 2022 | 40,503,608 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Comprehensive income (loss) | 15,648 | ||||
Balance at Dec. 31, 2022 | $ 4 | 135,803 | 249,094 | (116,531) | 268,370 |
Balance (in shares) at Dec. 31, 2022 | 40,503,608 | ||||
Balance at Sep. 30, 2022 | $ 4 | 135,803 | 246,744 | (119,795) | 262,756 |
Balance (in shares) at Sep. 30, 2022 | 40,503,608 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Comprehensive income (loss) | 7,210 | 3,264 | 10,474 | ||
Dividends declared | (4,860) | (4,860) | |||
Balance at Dec. 31, 2022 | $ 4 | $ 135,803 | $ 249,094 | $ (116,531) | $ 268,370 |
Balance (in shares) at Dec. 31, 2022 | 40,503,608 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parentheticals) - $ / shares | 3 Months Ended | |||
Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | |
Dividends declared | ||||
Dividends declared (in dollars per share) | $ 0.12 | $ 0.12 | $ 0.12 | $ 0.12 |
Description of Business
Description of Business | 6 Months Ended |
Dec. 31, 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, beef and dairy 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. The unaudited consolidated financial information for the three and six months ended December 31, 2022 and 2021, is presented on the same basis as the financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2022 (the “Annual Report”), filed with the Securities and Exchange Commission on August 24, 2022 (File no. 001-36410). In the opinion of management, these financial statements include all adjustments necessary for a fair statement of the financial position, results of operations and cash flows of the Company for the interim periods, and the adjustments are of a normal and recurring nature. The financial results for any interim period are not necessarily indicative of the results for the full year. The consolidated balance sheet information as of June 30, 2022 was derived from the audited consolidated financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). The unaudited consolidated financial information should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report. The consolidated financial statements include the accounts of Phibro and its consolidated subsidiaries. Intercompany balances and transactions have been eliminated from the consolidated financial statements. The decision to consolidate an entity requires consideration of majority voting interests, as well as effective control over the entity. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and New Accounting | 6 Months Ended |
Dec. 31, 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 Our significant accounting policies are described in the notes to the consolidated financial statements included in our Annual Report. As of December 31, 2022, there have been no material changes to any of the significant accounting policies contained therein. 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 dilutive common share equivalents. There were no common share equivalents in the periods included in the consolidated financial statements. Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Net income $ 7,210 $ 17,465 $ 11,066 $ 23,999 Weighted average number of shares – basic and diluted 40,504 40,504 40,504 40,504 Net income per share - basic and diluted $ 0.18 $ 0.43 $ 0.27 $ 0.59 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 2020-04, 2021-01 and 2022-06, Reference Rate Reform (Topic 848) Derivatives and Hedging (Topic 815): Inclusion of the SOFR Overnight Index Swap (OIS) Rate as a Benchmark for Hedge Accounting Purposes. |
Statements of Operations-Additi
Statements of Operations-Additional Information | 6 Months Ended |
Dec. 31, 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 and support nutrition to help improve animal health and well-being. The animal health and mineral nutrition products are sold directly to integrated poultry, cattle, and swine integrators and through commercial animal feed manufacturers, wholesalers, distributors and veterinarians. 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 on 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. The MFAs and other category also includes other antibacterial products and processing aids used in the ethanol fermentation industry. ● 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: Vaccine products 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, as well as adjuvants, for animal vaccine manufacturers. We have also 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 livestock’s 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. The following tables present our revenues disaggregated by major product category and geographic region: Net Sales by Product Type Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Animal Health MFAs and other $ 97,179 $ 91,724 $ 189,969 $ 175,482 Nutritional specialties 43,856 37,330 82,910 73,327 Vaccines 22,768 21,873 45,783 43,122 Total Animal Health $ 163,803 $ 150,927 $ 318,662 $ 291,931 Mineral Nutrition 61,644 66,655 121,290 121,087 Performance Products 19,199 15,130 37,215 34,359 Total $ 244,646 $ 232,712 $ 477,167 $ 447,377 Net Sales by Region Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 United States $ 149,386 $ 139,145 $ 285,190 $ 265,464 Latin America and Canada 53,820 48,013 106,066 90,674 Europe, Middle East and Africa 27,827 30,029 57,344 60,961 Asia Pacific 13,613 15,525 28,567 30,278 Total $ 244,646 $ 232,712 $ 477,167 $ 447,377 Net sales by region are based on country of destination. Deferred revenue was $1,505 and $2,051 as of December 31, 2022, and June 30, 2022, respectively. Accrued expenses and other current liabilities included $448 and $822 of the total deferred revenue as of December 31, 2022, and June 30, 2022, 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 exclude 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 | Interest Expense Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Interest expense, net 2021 Term A loan $ 2,604 $ 2,264 $ 3,386 $ 4,537 Revolving credit facility 1,648 647 4,413 1,246 2022 Term loan 188 — 188 — Amortization of debt issuance costs 179 147 326 295 Other 9 44 10 89 Interest expense 4,628 3,102 8,323 6,167 Interest income (744) (149) (1,372) (325) $ 3,884 $ 2,953 $ 6,951 $ 5,842 Depreciation and Amortization Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Depreciation and amortization Depreciation of property, plant and equipment $ 6,059 $ 5,864 $ 12,110 $ 11,578 Amortization of intangible assets 2,440 2,137 4,839 4,277 $ 8,499 $ 8,001 $ 16,949 $ 15,855 |
Balance Sheets-Additional Infor
Balance Sheets-Additional Information | 6 Months Ended |
Dec. 31, 2022 | |
Balance Sheets-Additional Information | |
Balance Sheets-Additional Information | 4. Balance Sheets—Additional Information December 31, June 30, As of 2022 2022 Inventories Raw materials $ 96,552 $ 87,030 Work-in-process 20,009 15,468 Finished goods 172,423 156,660 $ 288,984 $ 259,158 December 31, June 30, As of 2022 2022 Other assets ROU operating lease assets $ 35,759 $ 37,680 Deferred income taxes 6,311 5,849 Deposits 5,932 5,905 Insurance investments 6,073 5,984 Equity method investments 5,056 4,362 Derivative instruments 13,367 12,976 Debt issuance costs 1,656 1,436 Other 7,576 8,698 $ 81,730 $ 82,890 December 31, June 30, As of 2022 2022 Accrued expenses and other current liabilities Employee related $ 27,338 $ 34,278 Current operating lease liabilities 5,748 6,051 Commissions and rebates 5,375 7,125 Professional fees 6,318 5,493 Income and other taxes 7,187 7,211 Insurance-related 1,180 1,174 Other 18,516 18,904 $ 71,662 $ 80,236 December 31, June 30, As of 2022 2022 Other liabilities Long-term operating lease liabilities $ 29,768 $ 31,508 Long-term and deferred income taxes 12,386 9,264 Supplemental retirement benefits, deferred compensation and other 7,543 7,368 U.S. pension plan 1,781 1,793 International retirement plans 4,436 4,620 Other long-term liabilities 9,174 5,947 $ 65,088 $ 60,500 December 31, June 30, As of 2022 2022 Accumulated other comprehensive loss Derivative instruments $ 26,460 $ 20,891 Foreign currency translation adjustment (118,906) (119,034) Unrecognized net pension losses (23,840) (24,208) Provision for income taxes on derivative instruments (6,672) (5,281) Benefit for income taxes on long-term intercompany investments 8,166 8,166 Provision for income taxes on net pension losses (1,739) (1,647) $ (116,531) $ (121,113) |
Debt
Debt | 6 Months Ended |
Dec. 31, 2022 | |
Debt | |
Debt | 5. 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 could borrow up to an aggregate amount of $250,000, subject to the terms of the 2021 Credit Agreement (the “2021 Revolver” and together with the 2021 Term A Loan, the “2021 Credit Facilities”). In November 2022, we amended the 2021 Credit Facilities to increase the revolving commitments under the 2021 Revolver to an aggregate amount of $310,000 and adopt SOFR as the reference for the fluctuating rate of interest on the 2021 Credit Facilities, replacing the LIBOR reference rate. All other terms and conditions of the 2021 Credit Agreement were unchanged. The 2021 Term A Loan is repayable in quarterly installments, with the balance payable at maturity. The 2021 Revolver contains a letter of credit facility. The interest rate per annum applicable to the loans under the 2021 Credit Facilities is based on a fluctuating rate of interest plus an applicable rate equal to 2.00%, 1.75% or 1.50% in the case of adjusted SOFR rate loans and 1.00%, 0.75% or 0.50% in the case of base rate loans. The applicable rates are based on the First Lien Net Leverage Ratio (as defined in the 2021 Credit Agreement). The 2021 Credit Facilities mature in April 2026 The 2021 Credit Agreement requires, among other things, compliance with financial covenants that permit: (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 December 31, 2022, we were in compliance with the financial covenants. As of December 31, 2022, we had $184,000 in borrowings drawn under the 2021 Revolver and had outstanding letters of credit of $2,479, leaving $123,521 available for further 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 converted the floating LIBOR portion of our interest obligation on that amount of debt to a fixed interest rate of 1.83%. The agreement matured in June 2022 In March 2020, we entered into an interest rate swap agreement on $150,000 of notional principal that effectively converted 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. In November 2022, we amended the March 2020 interest rate swap agreement to convert the floating portion of our interest obligation to SOFR. The agreement effectively converts the floating portion of our interest obligation on $300,000 of debt to a fixed interest rate of 0.61% through June 2025 As of December 31, 2022, the interest rates for the 2021 Revolver and the 2021 Term A Loan were 5.76% and 2.36%, respectively. The weighted-average interest rates for the 2021 Revolver were 4.57% and 1.83% for the six months ended December 31, 2022 and 2021, respectively. The weighted-average interest rates for the 2021 Term A Loan were 2.37% and 2.98% for six months ended December 31, 2022 and 2021, respectively. Other Long-Term Debt In September 2022, we entered into a credit agreement (the “2022 Term Loan”) in the amount of $12,000, collateralized by certain facilities. The 2022 Term Loan matures in September 2027. The interest rate per annum applicable to the 2022 Term Loan is based on a fluctuating rate of interest, at the Company’s election from time to time, equal to either (i) one-month Adjusted SOFR plus 1.00%, or (ii) a base rate determined by reference to the greater of (a) the prime rate and (b) the Federal Funds Effective Rate plus 0.50%. The 2022 Term Loan is repayable in monthly installments of $35, with the balance payable at maturity. The weighted-average interest rate was 5.74% for the period during which the 2022 Term Loan was outstanding during the six months ended December 31, 2022. Maturities of Long-Term Debt December 31, June 30, As of 2022 2022 2021 Term A Loan due April 2026 $ 281,250 $ 288,750 2022 Term Loan due September 2027 11,895 - 293,145 288,750 Unamortized debt issuance costs (919) (825) 292,226 287,925 Less: current maturities (15,420) (15,000) $ 276,806 $ 272,925 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions | |
Related Party Transactions | 6. 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 $397 and $471 during the three months ended December 31, 2022 and 2021, and $1,177 and $1,300 during the six months ended December 31, 2022 and 2021, respectively. Mr. Bendheim has sole authority to vote shares of our stock owned by BFI Co., LLC, an investment vehicle of the Bendheim family. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies | |
Commitments and Contingencies | 7. 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 the 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. In 2014, 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. In August 2022, the United States Department of Justice (the “DOJ”), on behalf of the EPA, sent Phibro-Tech and certain other PRPs a pre-litigation notice letter 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. In January 2023, the plaintiffs in the OPOG lawsuit, the EPA and certain defendants in the OPOG lawsuit, including Phibro-Tech, reached a tentative settlement that would provide for a “cash-out” settlement, with contribution protection, for Phibro-Tech and its affiliates (as well as certain other defendants) releasing Phibro-Tech and its affiliates from liability for contamination of the groundwater plume affected by the Omega Chemical Site (with certain exceptions), including past and future EPA response costs that were the subject of the letter sent by the DOJ on behalf of the EPA in August 2022. As part of the tentative settlement, Phibro-Tech would also resolve all claims for indemnification and contribution between Phibro-Tech and the successor to the prior owner of the Phibro-Tech site. The terms of the tentative settlement, which is subject to negotiation and court approval of a definitive settlement agreement, contemplate cash payments by Phibro-Tech and one of its affiliates, with the option for payments to be made in installments over several years with interest. In the three months ended December 31, 2022, we have recognized a reserve for the OPOG lawsuit representing the cash payments contemplated under the tentative settlement and other related costs, which is included in our consolidated statement of operations as selling, general and administrative expenses. 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, including the reserve for the OPOG lawsuit referred to in the preceding paragraph, to be approximately $10,480 and $4,287 at December 31, 2022, and June 30, 2022, 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. Development Agreements We have entered into various licensing agreements for the development, manufacture and commercialization of certain companion animal products. Under the agreements, we may be liable for future payments upon the achievement of certain development milestones and as a percentage of net sales. |
Derivatives
Derivatives | 6 Months Ended |
Dec. 31, 2022 | |
Derivatives | |
Derivatives | 8. 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 no longer is 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 9 — 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 1.83%. The agreement matured in June 2022 June 2025 We have 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 swap within the respective balance sheet line items, based on the expected timing of the cash flows. The consolidated balance sheet includes assets for the fair values of outstanding derivatives that are designated and effective as cash flow hedges as follows: December 31, June 30, As of 2022 2022 Other current assets Brazil Real options, net $ 453 $ 498 Interest rate swap 12,640 7,417 Other assets Brazil Real options, net — 104 Interest rate swap 13,367 12,871 Total Fair Value Brazil Real options, net 453 602 Interest rate swap 26,007 20,288 Notional amounts of the derivatives as of the balance sheet date were: December 31, As of 2022 Brazil Real call options R$ 40,000 Brazil Real put options R$ (40,000) Interest rate swap $ 300,000 The consolidated statements of operations and statements of other comprehensive income (“OCI”) for the periods ended December 31, 2022 and 2021 included the effects of derivatives as follows: Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Brazil Real options, net Expense recorded in consolidated statements of operations $ 355 $ 99 $ 792 $ 527 Consolidated statement of operations - total cost of goods sold $ 167,261 $ 162,040 $ 331,136 $ 312,027 Expense (income) recorded in OCI $ (18) $ (360) $ 150 $ 407 Interest rate swap Expense (income) recorded in consolidated statements of operations $ (2,298) $ 874 $ (3,508) $ 1,742 Consolidated statement of operations - total interest expense, net $ 3,884 $ 2,953 $ 6,951 $ 5,842 Expense (income) recorded in OCI $ 1,554 $ (4,450) $ (5,719) $ (5,188) 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 December 31, 2022, included realized net losses of $101 related to matured contracts. We anticipate the net losses included in inventory will be recognized in cost of goods sold within the next eighteen months. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Dec. 31, 2022 | |
Fair Value Measurements | |
Fair Value Measurements | 9. Fair Value Measurements 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. 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 As of December 31, 2022 June 30, 2022 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Short-term investments $ 10,000 $ — $ — $ 17,000 $ — $ — Foreign currency derivatives $ — $ 453 $ — $ — $ 602 $ — Interest rate swap $ — $ 26,007 $ — $ — $ 20,288 $ — There were no transfers between levels during the periods presented. |
Business Segments
Business Segments | 6 Months Ended |
Dec. 31, 2022 | |
Business Segments | |
Business Segments | 10. 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 these segments and we refer to these items as Corporate. We do not allocate Corporate costs or assets to the segments because they are not used to evaluate the segments’ operating results or financial position. Corporate includes certain costs related to executive management, business 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, and (d) other expense or less other income, as separately reported on our consolidated statements of operations, including foreign currency (gains) losses, net and 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. Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Net sales Animal Health $ 163,803 $ 150,927 $ 318,662 $ 291,931 Mineral Nutrition 61,644 66,655 121,290 121,087 Performance Products 19,199 15,130 37,215 34,359 Total segments $ 244,646 $ 232,712 $ 477,167 $ 447,377 Depreciation and amortization Animal Health $ 6,934 $ 6,517 $ 13,845 $ 12,937 Mineral Nutrition 659 660 1,314 1,299 Performance Products 453 437 895 856 Total segments $ 8,046 $ 7,614 $ 16,054 $ 15,092 Adjusted EBITDA Animal Health $ 37,059 $ 33,696 $ 64,023 $ 61,333 Mineral Nutrition 4,399 5,525 9,696 10,058 Performance Products 2,292 1,324 4,656 3,462 Total segments $ 43,750 $ 40,545 $ 78,375 $ 74,853 Reconciliation of income before income taxes to Adjusted EBITDA Income before income taxes $ 12,109 $ 23,530 $ 17,526 $ 33,125 Interest expense, net 3,884 2,953 6,951 5,842 Depreciation and amortization – Total segments 8,046 7,614 16,054 15,092 Depreciation and amortization – Corporate 453 387 895 763 Corporate costs 12,838 11,453 25,329 23,295 Environmental remediation costs 6,569 — 6,569 — Gain on sale of investment — (1,203) — (1,203) Foreign currency (gains) losses, net (149) (4,189) 5,051 (2,061) Adjusted EBITDA – Total segments $ 43,750 $ 40,545 $ 78,375 $ 74,853 December 31, June 30, As of 2022 2022 Identifiable assets Animal Health $ 670,336 $ 654,862 Mineral Nutrition 95,190 87,379 Performance Products 51,097 39,490 Total segments 816,623 781,731 Corporate 145,210 149,968 Total $ 961,833 $ 931,699 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. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and New Accounting Standards (Policies) | 6 Months Ended |
Dec. 31, 2022 | |
Summary of Significant Accounting Policies and New Accounting Standards | |
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 dilutive common share equivalents. There were no common share equivalents in the periods included in the consolidated financial statements. Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Net income $ 7,210 $ 17,465 $ 11,066 $ 23,999 Weighted average number of shares – basic and diluted 40,504 40,504 40,504 40,504 Net income per share - basic and diluted $ 0.18 $ 0.43 $ 0.27 $ 0.59 |
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 2020-04, 2021-01 and 2022-06, Reference Rate Reform (Topic 848) Derivatives and Hedging (Topic 815): Inclusion of the SOFR Overnight Index Swap (OIS) Rate as a Benchmark for Hedge Accounting Purposes. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and New Accounting Standards (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
Summary of Significant Accounting Policies and New Accounting Standards | |
Schedule of net income per share and weighted average shares | Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Net income $ 7,210 $ 17,465 $ 11,066 $ 23,999 Weighted average number of shares – basic and diluted 40,504 40,504 40,504 40,504 Net income per share - basic and diluted $ 0.18 $ 0.43 $ 0.27 $ 0.59 |
Statements of Operations-Addi_2
Statements of Operations-Additional Information (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
Statements of Operations-Additional Information | |
Schedule of revenues disaggregated by major product category and geographic region | Net Sales by Product Type Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Animal Health MFAs and other $ 97,179 $ 91,724 $ 189,969 $ 175,482 Nutritional specialties 43,856 37,330 82,910 73,327 Vaccines 22,768 21,873 45,783 43,122 Total Animal Health $ 163,803 $ 150,927 $ 318,662 $ 291,931 Mineral Nutrition 61,644 66,655 121,290 121,087 Performance Products 19,199 15,130 37,215 34,359 Total $ 244,646 $ 232,712 $ 477,167 $ 447,377 Net Sales by Region Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 United States $ 149,386 $ 139,145 $ 285,190 $ 265,464 Latin America and Canada 53,820 48,013 106,066 90,674 Europe, Middle East and Africa 27,827 30,029 57,344 60,961 Asia Pacific 13,613 15,525 28,567 30,278 Total $ 244,646 $ 232,712 $ 477,167 $ 447,377 |
Schedule of interest expense, net | Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Interest expense, net 2021 Term A loan $ 2,604 $ 2,264 $ 3,386 $ 4,537 Revolving credit facility 1,648 647 4,413 1,246 2022 Term loan 188 — 188 — Amortization of debt issuance costs 179 147 326 295 Other 9 44 10 89 Interest expense 4,628 3,102 8,323 6,167 Interest income (744) (149) (1,372) (325) $ 3,884 $ 2,953 $ 6,951 $ 5,842 |
Schedule of depreciation and amortization | Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Depreciation and amortization Depreciation of property, plant and equipment $ 6,059 $ 5,864 $ 12,110 $ 11,578 Amortization of intangible assets 2,440 2,137 4,839 4,277 $ 8,499 $ 8,001 $ 16,949 $ 15,855 |
Balance Sheets-Additional Inf_2
Balance Sheets-Additional Information (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
Balance Sheets-Additional Information | |
Schedule of inventories | December 31, June 30, As of 2022 2022 Inventories Raw materials $ 96,552 $ 87,030 Work-in-process 20,009 15,468 Finished goods 172,423 156,660 $ 288,984 $ 259,158 |
Schedule of other assets | |
Schedule of accrued expenses and other current liabilities | December 31, June 30, As of 2022 2022 Accrued expenses and other current liabilities Employee related $ 27,338 $ 34,278 Current operating lease liabilities 5,748 6,051 Commissions and rebates 5,375 7,125 Professional fees 6,318 5,493 Income and other taxes 7,187 7,211 Insurance-related 1,180 1,174 Other 18,516 18,904 $ 71,662 $ 80,236 December 31, June 30, As of 2022 2022 Other liabilities Long-term operating lease liabilities $ 29,768 $ 31,508 Long-term and deferred income taxes 12,386 9,264 Supplemental retirement benefits, deferred compensation and other 7,543 7,368 U.S. pension plan 1,781 1,793 International retirement plans 4,436 4,620 Other long-term liabilities 9,174 5,947 $ 65,088 $ 60,500 December 31, June 30, As of 2022 2022 Accumulated other comprehensive loss Derivative instruments $ 26,460 $ 20,891 Foreign currency translation adjustment (118,906) (119,034) Unrecognized net pension losses (23,840) (24,208) Provision for income taxes on derivative instruments (6,672) (5,281) Benefit for income taxes on long-term intercompany investments 8,166 8,166 Provision for income taxes on net pension losses (1,739) (1,647) $ (116,531) $ (121,113) |
Schedule of other liabilities | |
Schedule of accumulated other comprehensive loss | |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
Debt | |
Schedule of long term debt | December 31, June 30, As of 2022 2022 2021 Term A Loan due April 2026 $ 281,250 $ 288,750 2022 Term Loan due September 2027 11,895 - 293,145 288,750 Unamortized debt issuance costs (919) (825) 292,226 287,925 Less: current maturities (15,420) (15,000) $ 276,806 $ 272,925 |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
Derivatives | |
Schedule of significant outstanding derivatives employed to manage market risk and designated as cash flow hedges | December 31, June 30, As of 2022 2022 Other current assets Brazil Real options, net $ 453 $ 498 Interest rate swap 12,640 7,417 Other assets Brazil Real options, net — 104 Interest rate swap 13,367 12,871 Total Fair Value Brazil Real options, net 453 602 Interest rate swap 26,007 20,288 Notional amounts of the derivatives as of the balance sheet date were: December 31, As of 2022 Brazil Real call options R$ 40,000 Brazil Real put options R$ (40,000) Interest rate swap $ 300,000 |
Schedule of effects of derivatives | Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Brazil Real options, net Expense recorded in consolidated statements of operations $ 355 $ 99 $ 792 $ 527 Consolidated statement of operations - total cost of goods sold $ 167,261 $ 162,040 $ 331,136 $ 312,027 Expense (income) recorded in OCI $ (18) $ (360) $ 150 $ 407 Interest rate swap Expense (income) recorded in consolidated statements of operations $ (2,298) $ 874 $ (3,508) $ 1,742 Consolidated statement of operations - total interest expense, net $ 3,884 $ 2,953 $ 6,951 $ 5,842 Expense (income) recorded in OCI $ 1,554 $ (4,450) $ (5,719) $ (5,188) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
Fair Value Measurements | |
Schedule of fair value of assets and liabilities measured on a recurring basis | As of December 31, 2022 June 30, 2022 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Short-term investments $ 10,000 $ — $ — $ 17,000 $ — $ — Foreign currency derivatives $ — $ 453 $ — $ — $ 602 $ — Interest rate swap $ — $ 26,007 $ — $ — $ 20,288 $ — |
Business Segments (Tables)
Business Segments (Tables) | 6 Months Ended |
Dec. 31, 2022 | |
Business Segments | |
Schedule of information regarding reportable segments | Three Months Six Months For the Periods Ended December 31 2022 2021 2022 2021 Net sales Animal Health $ 163,803 $ 150,927 $ 318,662 $ 291,931 Mineral Nutrition 61,644 66,655 121,290 121,087 Performance Products 19,199 15,130 37,215 34,359 Total segments $ 244,646 $ 232,712 $ 477,167 $ 447,377 Depreciation and amortization Animal Health $ 6,934 $ 6,517 $ 13,845 $ 12,937 Mineral Nutrition 659 660 1,314 1,299 Performance Products 453 437 895 856 Total segments $ 8,046 $ 7,614 $ 16,054 $ 15,092 Adjusted EBITDA Animal Health $ 37,059 $ 33,696 $ 64,023 $ 61,333 Mineral Nutrition 4,399 5,525 9,696 10,058 Performance Products 2,292 1,324 4,656 3,462 Total segments $ 43,750 $ 40,545 $ 78,375 $ 74,853 Reconciliation of income before income taxes to Adjusted EBITDA Income before income taxes $ 12,109 $ 23,530 $ 17,526 $ 33,125 Interest expense, net 3,884 2,953 6,951 5,842 Depreciation and amortization – Total segments 8,046 7,614 16,054 15,092 Depreciation and amortization – Corporate 453 387 895 763 Corporate costs 12,838 11,453 25,329 23,295 Environmental remediation costs 6,569 — 6,569 — Gain on sale of investment — (1,203) — (1,203) Foreign currency (gains) losses, net (149) (4,189) 5,051 (2,061) Adjusted EBITDA – Total segments $ 43,750 $ 40,545 $ 78,375 $ 74,853 |
Schedule of identifiable assets | |
Summary of Significant Accoun_4
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 | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net Income per Share and Weighted Average Shares | ||||
Net income | $ 7,210 | $ 17,465 | $ 11,066 | $ 23,999 |
Net income - basic | 7,210 | 17,465 | 11,066 | 23,999 |
Net income - diluted | $ 7,210 | $ 17,465 | $ 11,066 | $ 23,999 |
Weighted average number of shares | ||||
Weighted average number of shares - basic (in shares) | 40,504 | 40,504 | 40,504 | 40,504 |
Weighted average number of shares - diluted (in shares) | 40,504 | 40,504 | 40,504 | 40,504 |
Net income per share | ||||
basic (in dollars per share) | $ 0.18 | $ 0.43 | $ 0.27 | $ 0.59 |
diluted (in dollars per share) | $ 0.18 | $ 0.43 | $ 0.27 | $ 0.59 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and New Accounting Standards - New Accounting Standards (Details) | Dec. 31, 2022 |
Accounting Standards Update 2021-10 | |
New Accounting Standards | |
Change in Accounting Principle, Accounting Standards Update, Adopted | 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 |
Statements of Operations-Addi_3
Statements of Operations-Additional Information - Segments (Details) - segment | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Segments | ||||
Number of reportable segments | 3 | 3 | 3 | 3 |
Statements of Operations-Addi_4
Statements of Operations-Additional Information - Net Sales by Product Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net sales | ||||
Net sales | $ 244,646 | $ 232,712 | $ 477,167 | $ 447,377 |
Animal Health | ||||
Net sales | ||||
Net sales | 163,803 | 150,927 | 318,662 | 291,931 |
MFAs and other | ||||
Net sales | ||||
Net sales | 97,179 | 91,724 | 189,969 | 175,482 |
Nutritional Specialties | ||||
Net sales | ||||
Net sales | 43,856 | 37,330 | 82,910 | 73,327 |
Vaccines | ||||
Net sales | ||||
Net sales | 22,768 | 21,873 | 45,783 | 43,122 |
Mineral Nutrition | ||||
Net sales | ||||
Net sales | 61,644 | 66,655 | 121,290 | 121,087 |
Performance Products | ||||
Net sales | ||||
Net sales | $ 19,199 | $ 15,130 | $ 37,215 | $ 34,359 |
Statements of Operations-Addi_5
Statements of Operations-Additional Information - Net Sales by Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net sales | ||||
Net sales | $ 244,646 | $ 232,712 | $ 477,167 | $ 447,377 |
United States | ||||
Net sales | ||||
Net sales | 149,386 | 139,145 | 285,190 | 265,464 |
Latin America and Canada | ||||
Net sales | ||||
Net sales | 53,820 | 48,013 | 106,066 | 90,674 |
Europe, Middle East and Africa | ||||
Net sales | ||||
Net sales | 27,827 | 30,029 | 57,344 | 60,961 |
Asia Pacific | ||||
Net sales | ||||
Net sales | $ 13,613 | $ 15,525 | $ 28,567 | $ 30,278 |
Statements of Operations-Addi_6
Statements of Operations-Additional Information - Deferred Revenue (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Deferred revenue | ||
Deferred revenue | $ 1,505 | $ 2,051 |
Deferred revenue, current | $ 448 | $ 822 |
Statements of Operations-Addi_7
Statements of Operations-Additional Information - General Information (Details) | 6 Months Ended |
Dec. 31, 2022 | |
Statements of Operations-Additional Information | |
Payment term, minimum | 30 days |
Payment term, maximum | 120 days |
Average worldwide collection period for accounts receivable | 60 days |
Statements of Operations-Addi_8
Statements of Operations-Additional Information - Interest Expense, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Interest expense, net | ||||
Amortization of debt issuance costs | $ 179 | $ 147 | $ 326 | $ 295 |
Other | 9 | 44 | 10 | 89 |
Interest expense | 4,628 | 3,102 | 8,323 | 6,167 |
Interest income | (744) | (149) | (1,372) | (325) |
Interest expense, net | 3,884 | 2,953 | 6,951 | 5,842 |
Term A Loan | ||||
Interest expense, net | ||||
Interest expense, excluding amortization | 2,604 | 2,264 | 3,386 | 4,537 |
Revolver | ||||
Interest expense, net | ||||
Interest expense, excluding amortization | 1,648 | $ 647 | 4,413 | $ 1,246 |
2022 Term Loan | ||||
Interest expense, net | ||||
Interest expense, excluding amortization | $ 188 | $ 188 |
Statements of Operations-Addi_9
Statements of Operations-Additional Information - Depreciation and Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Depreciation and amortization | ||||
Depreciation of property, plant and equipment | $ 6,059 | $ 5,864 | $ 12,110 | $ 11,578 |
Amortization of intangible assets | 2,440 | 2,137 | 4,839 | 4,277 |
Depreciation and amortization | $ 8,499 | $ 8,001 | $ 16,949 | $ 15,855 |
Balance Sheets-Additional Inf_3
Balance Sheets-Additional Information - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Inventories | ||
Raw materials | $ 96,552 | $ 87,030 |
Work-in-process | 20,009 | 15,468 |
Finished goods | 172,423 | 156,660 |
Inventory, net | $ 288,984 | $ 259,158 |
Balance Sheets-Additional Inf_4
Balance Sheets-Additional Information - Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Other assets | ||
ROU operating lease assets | $ 35,759 | $ 37,680 |
Deferred income taxes | 6,311 | 5,849 |
Deposits | 5,932 | 5,905 |
Insurance investments | 6,073 | 5,984 |
Equity method investments | 5,056 | 4,362 |
Derivative instruments | 13,367 | 12,976 |
Debt issuance costs | 1,656 | 1,436 |
Other | 7,576 | 8,698 |
Other assets, total | $ 81,730 | $ 82,890 |
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 Inf_5
Balance Sheets-Additional Information - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Accrued expenses and other current liabilities | ||
Employee related | $ 27,338 | $ 34,278 |
Current operating lease liabilities | 5,748 | 6,051 |
Commissions and rebates | 5,375 | 7,125 |
Professional fees | 6,318 | 5,493 |
Income and other taxes | 7,187 | 7,211 |
Insurance-related | 1,180 | 1,174 |
Other | 18,516 | 18,904 |
Accrued expenses and other current liabilities, total | $ 71,662 | $ 80,236 |
Operating Lease, Liability, Current, Statement of Financial Position | Accrued expenses and other current liabilities, total | Accrued expenses and other current liabilities, total |
Balance Sheets-Additional Inf_6
Balance Sheets-Additional Information - Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Other liabilities | ||
Long-term operating lease liabilities | $ 29,768 | $ 31,508 |
Long term and deferred income taxes | 12,386 | 9,264 |
Supplemental retirement benefits, deferred compensation and other | 7,543 | 7,368 |
U.S. pension plan | 1,781 | 1,793 |
International retirement plans | 4,436 | 4,620 |
Other long-term liabilities | 9,174 | 5,947 |
Other liabilities, total | $ 65,088 | $ 60,500 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position | Other liabilities, total | Other liabilities, total |
Balance Sheets-Additional Inf_7
Balance Sheets-Additional Information - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss | $ (116,531) | $ (121,113) |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | ||
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss, before tax | 26,460 | 20,891 |
Accumulated other comprehensive loss, tax | (6,672) | (5,281) |
Accumulated Foreign Currency Adjustment Attributable to Parent | ||
Accumulated other comprehensive loss | ||
Accumulated other comprehensive loss, before tax | (118,906) | (119,034) |
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 | (23,840) | (24,208) |
Accumulated other comprehensive loss, tax | $ (1,739) | $ (1,647) |
Debt - General Information (Det
Debt - General Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2022 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Nov. 30, 2022 USD ($) | Dec. 31, 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 | Base Rate | Maximum | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 1% | |||||
Line of Credit | Credit Facilities | Base Rate | Median | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 0.75% | |||||
Line of Credit | Credit Facilities | Base Rate | Minimum | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 0.50% | |||||
Line of Credit | Credit Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Maximum | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 2% | |||||
Line of Credit | Credit Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Median | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 1.75% | |||||
Line of Credit | Credit Facilities | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | Minimum | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 1.50% | |||||
Loans Payable | Term A Loan | ||||||
Debt | ||||||
Aggregate principal amount | $ 300,000 | |||||
Interest rate (as a percent) | 2.36% | |||||
Weighted-average interest rate (as a percent) | 2.37% | 2.98% | ||||
Revolving Credit Facility | Revolver | ||||||
Debt | ||||||
Maximum borrowing capacity | $ 310,000 | $ 250,000 | ||||
Interest rate (as a percent) | 5.76% | |||||
Weighted-average interest rate (as a percent) | 4.57% | 1.83% | ||||
Aggregate available credit facilities | $ 123,521 | |||||
Outstanding borrowings | 184,000 | |||||
Letter of Credit | ||||||
Debt | ||||||
Letters of credit outstanding | $ 2,479 | |||||
Debt instrument, term | 1 year | |||||
Secured Debt | 2022 Term Loan | ||||||
Debt | ||||||
Aggregate principal amount | $ 12,000 | $ 12,000 | ||||
Debt instrument, periodic payment | $ 35 | |||||
Debt instrument, frequency of periodic payment | monthly | |||||
Debt instrument, interest rate, effective percentage (as a percent) | 5.74% | |||||
Secured Debt | 2022 Term Loan | Fed Funds Effective Rate Overnight Index Swap Rate | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 0.50% | |||||
Secured Debt | 2022 Term Loan | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | ||||||
Debt | ||||||
Basis spread on variable rate (as a percent) | 1% |
Debt - Derivatives (Details)
Debt - Derivatives (Details) - Cash Flow Hedging - USD ($) $ in Thousands | 1 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2017 | Dec. 31, 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) | 1.83% | |||
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) | 0.61% | |||
Derivative, maturity date | Jun. 30, 2025 |
Debt - Reconciliation (Details)
Debt - Reconciliation (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Long-Term Debt | ||
Long-term debt, gross | $ 293,145 | $ 288,750 |
Unamortized debt issuance costs | (919) | (825) |
Total | 292,226 | 287,925 |
Loans Payable | Term A Loan | ||
Long-Term Debt | ||
Long-term debt, gross | 281,250 | $ 288,750 |
Secured Debt | 2022 Term Loan | ||
Long-Term Debt | ||
Long-term debt, gross | $ 11,895 |
Debt - Classification (Details)
Debt - Classification (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Long-term debt | ||
Total | $ 292,226 | $ 287,925 |
Less: current maturities | (15,420) | (15,000) |
Long-term debt, non-current | $ 276,806 | $ 272,925 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Immediate Family Member of Management or Principal Owner | Compensation and Benefit for Services | ||||
Related Party Transactions | ||||
Aggregate compensation and benefits | $ 397 | $ 471 | $ 1,177 | $ 1,300 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | 6 Months Ended | |
Dec. 31, 2022 USD ($) item | Jun. 30, 2022 USD ($) | |
Environmental | ||
Number of potentially responsible parties | item | 140 | |
Accrual for environmental loss contingencies | $ | $ 10,480 | $ 4,287 |
Environmental Loss Contingency, Statement of Financial Position | Other liabilities, Accrued expenses and other current liabilities | Other liabilities, Accrued expenses and other current liabilities |
Derivatives - General Informati
Derivatives - General Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2017 | Dec. 31, 2022 | Mar. 31, 2020 | |
Interest Rate Swap | Cash Flow Hedging | ||||
Derivatives | ||||
Derivative, notional amount | $ 300,000 | |||
Interest Rate Swap, July 2017 | Cash Flow Hedging | ||||
Derivatives | ||||
Derivative, notional amount | $ 150,000 | |||
Derivative, fixed interest rate (as a percent) | 1.83% | |||
Derivative, maturity date | Jun. 30, 2022 | |||
Interest Rate Swap, March 2020 | Cash Flow Hedging | ||||
Derivatives | ||||
Derivative, notional amount | $ 150,000 | |||
Derivative, fixed interest rate (as a percent) | 0.62% | |||
Interest Rate Swap, July 2022 | Cash Flow Hedging | ||||
Derivatives | ||||
Derivative, notional amount | $ 300,000 | |||
Derivative, fixed interest rate (as a percent) | 0.61% | |||
Derivative, maturity date | Jun. 30, 2025 | |||
Foreign Exchange Option | ||||
Derivatives | ||||
Derivative, maturity date | Aug. 31, 2023 |
Derivatives - Balance Sheet Loc
Derivatives - Balance Sheet Location (Details) - Cash Flow Hedging - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Foreign Exchange Option | ||
Other assets | ||
Total Fair Value | $ 453 | $ 602 |
Foreign Exchange Option | Other Current Assets | ||
Other assets | ||
Other assets | 453 | 498 |
Foreign Exchange Option | Other Noncurrent Assets | ||
Other assets | ||
Other assets | 104 | |
Interest Rate Swap | ||
Other assets | ||
Total Fair Value | 26,007 | 20,288 |
Interest Rate Swap | Other Current Assets | ||
Other assets | ||
Other assets | 12,640 | 7,417 |
Interest Rate Swap | Other Noncurrent Assets | ||
Other assets | ||
Other assets | $ 13,367 | $ 12,871 |
Derivatives - Notional Amounts
Derivatives - Notional Amounts (Details) - Dec. 31, 2022 - Cash Flow Hedging R$ in Thousands, $ in Thousands | USD ($) | BRL (R$) |
Foreign Exchange Option | Long | ||
Derivatives | ||
Derivative, notional amount | R$ 40000 | |
Foreign Exchange Option | Short | ||
Derivatives | ||
Derivative, notional amount | R$ 40000 | |
Interest Rate Swap | ||
Derivatives | ||
Derivative, notional amount | $ | $ 300,000 |
Derivatives - Effects of Deriva
Derivatives - Effects of Derivatives (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Derivatives | ||||
Consolidated statement of operations - total cost of goods sold | $ 167,261 | $ 162,040 | $ 331,136 | $ 312,027 |
Interest expense, net | 3,884 | 2,953 | 6,951 | 5,842 |
Derivatives | ||||
Expense (income) recorded in OCI | 1,536 | (4,810) | (5,569) | (4,781) |
Foreign Exchange Option | ||||
Derivatives | ||||
Expense (income) recorded in OCI | (18) | (360) | 150 | 407 |
Foreign Exchange Option | Cash Flow Hedging | ||||
Derivatives | ||||
Expense (income) recorded in consolidated statements of operations | $ 355 | $ 99 | $ 792 | $ 527 |
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 | Consolidated statement of operations - total cost of goods sold | Consolidated statement of operations - total cost of goods sold |
Interest Rate Swap | ||||
Derivatives | ||||
Expense (income) recorded in OCI | $ 1,554 | $ (4,450) | $ (5,719) | $ (5,188) |
Interest Rate Swap | Cash Flow Hedging | ||||
Derivatives | ||||
Expense (income) recorded in consolidated statements of operations | $ (2,298) | $ 874 | $ (3,508) | $ 1,742 |
Derivative, Gain (Loss), Statement of Income or Comprehensive Income | Interest expense, net | Interest expense, net | Interest expense, net | Interest expense, net |
Derivatives - Additional Inform
Derivatives - Additional Information (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Foreign Exchange Option | Cash Flow Hedging | |
Derivatives | |
Realized gains (losses) related to matured contracts recorded as a component of inventory | $ (101) |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Fair Value of Assets | ||
Short-term investments | $ 10,000 | $ 17,000 |
Level 1 | ||
Fair Value of Assets | ||
Short-term investments | 10,000 | 17,000 |
Level 1 | Foreign Exchange Option | ||
Fair Value of Assets | ||
Foreign currency derivatives and interest rate swap | 0 | 0 |
Level 1 | Interest Rate Swap | ||
Fair Value of Assets | ||
Foreign currency derivatives and interest rate swap | 0 | 0 |
Level 2 | ||
Fair Value of Assets | ||
Short-term investments | 0 | 0 |
Level 2 | Foreign Exchange Option | ||
Fair Value of Assets | ||
Foreign currency derivatives and interest rate swap | 453 | 602 |
Level 2 | Interest Rate Swap | ||
Fair Value of Assets | ||
Foreign currency derivatives and interest rate swap | 26,007 | 20,288 |
Level 3 | ||
Fair Value of Assets | ||
Short-term investments | 0 | 0 |
Level 3 | Foreign Exchange Option | ||
Fair Value of Assets | ||
Foreign currency derivatives and interest rate swap | 0 | 0 |
Level 3 | Interest Rate Swap | ||
Fair Value of Assets | ||
Foreign currency derivatives and interest rate swap | $ 0 | $ 0 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured On Recurring Basis, Unobservable Inputs (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Jun. 30, 2022 | |
Changes in the fair value of the Level 3 assets | ||
Transfers between levels, assets | $ 0 | $ 0 |
Fair Value Measurements - Liabi
Fair Value Measurements - Liabilities Measured on Recurring Basis, Unobservable Inputs (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Jun. 30, 2022 | |
Changes in the fair value of the Level 3 liabilities | ||
Transfers between levels, liabilities | $ 0 | $ 0 |
Business Segments - General Inf
Business Segments - General Information (Details) - segment | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Segments | ||||
Number of reportable segments | 3 | 3 | 3 | 3 |
Business Segments - Net Sales (
Business Segments - Net Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net sales | ||||
Net sales | $ 244,646 | $ 232,712 | $ 477,167 | $ 447,377 |
Animal Health | ||||
Net sales | ||||
Net sales | 163,803 | 150,927 | 318,662 | 291,931 |
Mineral Nutrition | ||||
Net sales | ||||
Net sales | 61,644 | 66,655 | 121,290 | 121,087 |
Performance Products | ||||
Net sales | ||||
Net sales | $ 19,199 | $ 15,130 | $ 37,215 | $ 34,359 |
Business Segments - Depreciatio
Business Segments - Depreciation and Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Depreciation and amortization | ||||
Depreciation and amortization | $ 8,499 | $ 8,001 | $ 16,949 | $ 15,855 |
Operating Segments | ||||
Depreciation and amortization | ||||
Depreciation and amortization | 8,046 | 7,614 | 16,054 | 15,092 |
Operating Segments | Animal Health | ||||
Depreciation and amortization | ||||
Depreciation and amortization | 6,934 | 6,517 | 13,845 | 12,937 |
Operating Segments | Mineral Nutrition | ||||
Depreciation and amortization | ||||
Depreciation and amortization | 659 | 660 | 1,314 | 1,299 |
Operating Segments | Performance Products | ||||
Depreciation and amortization | ||||
Depreciation and amortization | $ 453 | $ 437 | $ 895 | $ 856 |
Business Segments - Adjusted EB
Business Segments - Adjusted EBITDA (Details) - Operating Segments - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Adjusted EBITDA | ||||
Adjusted EBITDA | $ 43,750 | $ 40,545 | $ 78,375 | $ 74,853 |
Animal Health | ||||
Adjusted EBITDA | ||||
Adjusted EBITDA | 37,059 | 33,696 | 64,023 | 61,333 |
Mineral Nutrition | ||||
Adjusted EBITDA | ||||
Adjusted EBITDA | 4,399 | 5,525 | 9,696 | 10,058 |
Performance Products | ||||
Adjusted EBITDA | ||||
Adjusted EBITDA | $ 2,292 | $ 1,324 | $ 4,656 | $ 3,462 |
Business Segments - Reconciliat
Business Segments - Reconciliation of Income before Income Taxes to Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of income before income taxes to Adjusted EBITDA | ||||
Income before income taxes | $ 12,109 | $ 23,530 | $ 17,526 | $ 33,125 |
Interest expense, net | 3,884 | 2,953 | 6,951 | 5,842 |
Depreciation and amortization | 8,499 | 8,001 | 16,949 | 15,855 |
Corporate costs | 12,838 | 11,453 | 25,329 | 23,295 |
Environmental remediation costs | 6,569 | 6,569 | ||
Gain on sale of investment | (1,203) | (1,203) | ||
Foreign currency (gains) losses, net | (149) | (4,189) | 5,051 | (2,061) |
Operating Segments | ||||
Reconciliation of income before income taxes to Adjusted EBITDA | ||||
Depreciation and amortization | 8,046 | 7,614 | 16,054 | 15,092 |
Foreign currency (gains) losses, net | (149) | (4,189) | 5,051 | (2,061) |
Adjusted EBITDA - Total segments | 43,750 | 40,545 | 78,375 | 74,853 |
Operating Segments | Animal Health | ||||
Reconciliation of income before income taxes to Adjusted EBITDA | ||||
Depreciation and amortization | 6,934 | 6,517 | 13,845 | 12,937 |
Adjusted EBITDA - Total segments | 37,059 | 33,696 | 64,023 | 61,333 |
Operating Segments | Mineral Nutrition | ||||
Reconciliation of income before income taxes to Adjusted EBITDA | ||||
Depreciation and amortization | 659 | 660 | 1,314 | 1,299 |
Adjusted EBITDA - Total segments | 4,399 | 5,525 | 9,696 | 10,058 |
Operating Segments | Performance Products | ||||
Reconciliation of income before income taxes to Adjusted EBITDA | ||||
Depreciation and amortization | 453 | 437 | 895 | 856 |
Adjusted EBITDA - Total segments | 2,292 | 1,324 | 4,656 | 3,462 |
Corporate | ||||
Reconciliation of income before income taxes to Adjusted EBITDA | ||||
Depreciation and amortization | $ 453 | $ 387 | $ 895 | $ 763 |
Business Segments - Identifiabl
Business Segments - Identifiable Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jun. 30, 2022 |
Assets | ||
Assets | $ 961,833 | $ 931,699 |
Operating Segments | ||
Assets | ||
Assets | 816,623 | 781,731 |
Operating Segments | Animal Health | ||
Assets | ||
Assets | 670,336 | 654,862 |
Operating Segments | Mineral Nutrition | ||
Assets | ||
Assets | 95,190 | 87,379 |
Operating Segments | Performance Products | ||
Assets | ||
Assets | 51,097 | 39,490 |
Corporate | ||
Assets | ||
Assets | $ 145,210 | $ 149,968 |