Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
31-May-14 | Jul. 22, 2014 | Nov. 29, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-May-14 | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'WOR | ' | ' |
Entity Registrant Name | 'WORTHINGTON INDUSTRIES INC | ' | ' |
Entity Central Index Key | '0000108516 | ' | ' |
Current Fiscal Year End Date | '--05-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 68,675,885 | ' |
Entity Public Float | ' | ' | $2,068,755,749 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $190,079 | $51,385 |
Receivables, less allowances of $3,043 and $3,408 at May 31, 2014 and 2013, respectively | 493,127 | 394,327 |
Inventories: | ' | ' |
Raw materials | 213,173 | 175,093 |
Work in process | 105,872 | 103,861 |
Finished products | 90,957 | 77,814 |
Total inventories | 410,002 | 356,768 |
Income taxes receivable | 5,438 | 724 |
Assets held for sale | 32,235 | 3,040 |
Deferred income taxes | 24,272 | 21,928 |
Prepaid expenses and other current assets | 43,769 | 38,711 |
Total current assets | 1,198,922 | 866,883 |
Investments in unconsolidated affiliates | 179,113 | 246,125 |
Goodwill | 251,093 | 213,858 |
Other intangible assets, net of accumulated amortization of $35,506 and $26,669 at May 31, 2014 and 2013, respectively | 145,993 | 147,144 |
Other assets | 22,399 | 17,417 |
Property, plant and equipment: | ' | ' |
Land | 15,260 | 26,253 |
Buildings and improvements | 213,848 | 205,017 |
Machinery and equipment | 848,889 | 798,467 |
Construction in progress | 32,135 | 22,899 |
Total property, plant and equipment | 1,110,132 | 1,052,636 |
Less accumulated depreciation | 611,271 | 593,206 |
Total property, plant and equipment, net | 498,861 | 459,430 |
Total assets | 2,296,381 | 1,950,857 |
Current liabilities: | ' | ' |
Accounts payable | 333,744 | 222,696 |
Short-term borrowings | 10,362 | 113,728 |
Accrued compensation, contributions to employee benefit plans and related taxes | 78,514 | 68,043 |
Dividends payable | 11,044 | 551 |
Other accrued items | 49,873 | 36,536 |
Income taxes payable | 4,953 | 6,268 |
Current maturities of long-term debt | 101,173 | 1,092 |
Total current liabilities | 589,663 | 448,914 |
Other liabilities | 76,426 | 70,882 |
Distributions in excess of investment in unconsolidated affiliate | 59,287 | 63,187 |
Long-term debt | 554,790 | 406,236 |
Deferred income taxes | 71,333 | 89,401 |
Total liabilities | 1,351,499 | 1,078,620 |
Shareholders' equity - controlling interest: | ' | ' |
Preferred shares, without par value; authorized - 1,000,000 shares; issued and outstanding - none | 0 | 0 |
Common shares, without par value; authorized - 150,000,000 shares; issued and outstanding, 2014 - 67,408,484 shares, 2013 - 69,752,411 shares | 0 | 0 |
Additional paid-in capital | 262,610 | 244,864 |
Accumulated other comprehensive loss, net of taxes of $8,043 and $8,571 at May 31, 2014 and 2013, respectively | -3,581 | -12,036 |
Retained earnings | 591,783 | 597,994 |
Total shareholders' equity - controlling interest | 850,812 | 830,822 |
Noncontrolling interest | 94,070 | 41,415 |
Total equity | 944,882 | 872,237 |
Total liabilities and equity | $2,296,381 | $1,950,857 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, except Share data, unless otherwise specified | ||
Receivables, allowances | $3,043 | $3,408 |
Other intangible assets, accumulated amortization | 35,506 | 26,669 |
Preferred shares, without par value | $0 | $0 |
Preferred shares, shares authorized | 1,000,000 | 1,000,000 |
Preferred shares, shares issued | 0 | 0 |
Preferred shares, shares outstanding | 0 | 0 |
Common stock, without par value | $0 | $0 |
Common shares, authorized | 150,000,000 | 150,000,000 |
Common shares, shares issued | 67,408,484 | 69,752,411 |
Common shares, shares outstanding | 67,408,484 | 69,752,411 |
Accumulated other comprehensive income (loss), taxes | $8,043 | $8,571 |
Consolidated_Statements_of_Ear
Consolidated Statements of Earnings (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 | |||
Net sales | $3,126,426 | $2,612,244 | $2,534,701 | |||
Cost of goods sold | 2,633,907 | 2,215,601 | 2,201,833 | |||
Gross margin | 492,519 | 396,643 | 332,868 | |||
Selling, general and administrative expense | 300,396 | 258,324 | 225,069 | |||
Impairment of long-lived assets | 58,246 | 6,488 | 355 | |||
Restructuring and other expense (income) | -2,912 | 3,293 | 5,984 | |||
Joint venture transactions | 1,036 | -604 | -150 | |||
Operating income | 135,753 | 129,142 | 101,610 | |||
Other income (expense): | ' | ' | ' | |||
Miscellaneous income | 16,963 | 1,452 | 2,319 | |||
Interest expense | -26,671 | -23,918 | -19,497 | |||
Equity in net income of unconsolidated affiliates | 91,456 | 94,624 | 92,825 | |||
Earnings before income taxes | 217,501 | 201,300 | 177,257 | |||
Income tax expense | 57,349 | 64,465 | 51,904 | |||
Net earnings | 160,152 | 136,835 | 125,353 | |||
Net earnings attributable to noncontrolling interest | 8,852 | [1] | 393 | [1] | 9,758 | [1] |
Net earnings attributable to controlling interest | $151,300 | $136,442 | $115,595 | |||
Basic | ' | ' | ' | |||
Average common shares outstanding | 68,944 | 69,301 | 69,651 | |||
Earnings per share attributable to controlling interest | $2.19 | $1.97 | $1.66 | |||
Diluted | ' | ' | ' | |||
Average common shares outstanding | 71,664 | 71,314 | 70,252 | |||
Earnings per share attributable to controlling interest | $2.11 | $1.91 | $1.65 | |||
[1] | Net earnings attributable to non-controlling interest are not taxable to Worthington. |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Net earnings | $160,152 | $136,835 | $125,353 |
Other comprehensive income (loss): | ' | ' | ' |
Foreign currency translation | 7,618 | 5,393 | -17,930 |
Pension liability adjustment, net of tax | -1,044 | 2,273 | -9,241 |
Cash flow hedges, net of tax | 2,509 | 698 | -318 |
Other comprehensive income (loss) | 9,083 | 8,364 | -27,489 |
Comprehensive income | 169,235 | 145,199 | 97,864 |
Comprehensive income attributable to noncontrolling interest | 9,480 | 406 | 6,631 |
Comprehensive income attributable to controlling interest | $159,755 | $144,793 | $91,233 |
Consolidated_Statements_of_Equ
Consolidated Statements of Equity (USD $) | Total | PSI Energy Solutions, LLC | Common Shares | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss), Net of Tax | Retained Earnings | Total | Noncontrolling Interest | Noncontrolling Interest |
In Thousands, except Share data | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | PSI Energy Solutions, LLC | |
USD ($) | |||||||||
Balance at May. 31, 2011 | $740,703 | ' | ' | $181,525 | $3,975 | $504,410 | $689,910 | $50,793 | ' |
Balance (in shares) at May. 31, 2011 | ' | ' | 71,683,876 | ' | ' | ' | ' | ' | ' |
Net earnings | 125,353 | ' | ' | ' | ' | 115,595 | 115,595 | 9,758 | ' |
Other comprehensive income (loss) | -27,489 | ' | ' | ' | -24,362 | ' | -24,362 | -3,127 | ' |
Acquisitions | ' | 2,333 | ' | ' | ' | ' | ' | ' | 2,333 |
Common shares issued (in shares) | ' | ' | 689,463 | ' | ' | ' | ' | ' | ' |
Common shares issued | 11,428 | ' | ' | 11,428 | ' | ' | 11,428 | ' | ' |
Stock-based compensation | 11,462 | ' | ' | 11,462 | ' | ' | 11,462 | ' | ' |
Purchases and retirement of common shares (in shares) | ' | ' | -4,466,970 | ' | ' | ' | ' | ' | ' |
Purchases and retirement of common shares | -73,418 | ' | ' | -12,077 | ' | -61,341 | -73,418 | ' | ' |
Payments to noncontrolling interest | -9,494 | ' | ' | ' | ' | ' | ' | -9,494 | ' |
Cash dividends declared ($0.48 per share in 2012, $0.52 per share in 2013 and $0.60 per share in 2014) | -33,441 | ' | ' | ' | ' | -33,441 | -33,441 | ' | ' |
Balance at May. 31, 2012 | 747,437 | ' | ' | 192,338 | -20,387 | 525,223 | 697,174 | 50,263 | ' |
Balance (in shares) at May. 31, 2012 | ' | ' | 67,906,369 | ' | ' | ' | ' | ' | ' |
Net earnings | 136,835 | ' | ' | ' | ' | 136,442 | 136,442 | 393 | ' |
Other comprehensive income (loss) | 8,364 | ' | ' | ' | 8,351 | ' | 8,351 | 13 | ' |
Common shares issued (in shares) | ' | ' | 2,771,042 | ' | ' | ' | ' | ' | ' |
Common shares issued | 37,914 | ' | ' | 37,914 | ' | ' | 37,914 | ' | ' |
Stock-based compensation | 17,829 | ' | ' | 17,829 | ' | ' | 17,829 | ' | ' |
Purchases and retirement of common shares (in shares) | -925,000 | ' | -925,000 | ' | ' | ' | ' | ' | ' |
Purchases and retirement of common shares | -30,417 | ' | ' | -3,217 | ' | -27,200 | -30,417 | ' | ' |
Payments to noncontrolling interest | -9,254 | ' | ' | ' | ' | ' | ' | -9,254 | ' |
Cash dividends declared ($0.48 per share in 2012, $0.52 per share in 2013 and $0.60 per share in 2014) | -36,471 | ' | ' | ' | ' | -36,471 | -36,471 | ' | ' |
Balance at May. 31, 2013 | 872,237 | ' | ' | 244,864 | -12,036 | 597,994 | 830,822 | 41,415 | ' |
Balance (in shares) at May. 31, 2013 | ' | ' | 69,752,411 | ' | ' | ' | ' | ' | ' |
Net earnings | 160,152 | ' | ' | ' | ' | 151,300 | 151,300 | 8,852 | ' |
Other comprehensive income (loss) | 9,083 | ' | ' | ' | 8,455 | ' | 8,455 | 628 | ' |
Acquisitions | 84,144 | ' | ' | ' | ' | ' | ' | 84,144 | ' |
Common shares issued (in shares) | ' | ' | 1,036,573 | ' | ' | ' | ' | ' | ' |
Common shares issued | 4,618 | ' | ' | 4,618 | ' | ' | 4,618 | ' | ' |
Stock-based compensation | 25,651 | ' | ' | 25,651 | ' | ' | 25,651 | ' | ' |
Purchases and retirement of common shares (in shares) | -3,380,500 | ' | -3,380,500 | ' | ' | ' | ' | ' | ' |
Purchases and retirement of common shares | -128,218 | ' | ' | -12,523 | ' | -115,695 | -128,218 | ' | ' |
Payments to noncontrolling interest | -40,969 | ' | ' | ' | ' | ' | ' | -40,969 | ' |
Cash dividends declared ($0.48 per share in 2012, $0.52 per share in 2013 and $0.60 per share in 2014) | -41,816 | ' | ' | ' | ' | -41,816 | -41,816 | ' | ' |
Balance at May. 31, 2014 | $944,882 | ' | ' | $262,610 | ($3,581) | $591,783 | $850,812 | $94,070 | ' |
Balance (in shares) at May. 31, 2014 | ' | ' | 67,408,484 | ' | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Equ1
Consolidated Statements of Equity (Parenthetical) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Cash dividend declared, per share | $0.60 | $0.52 | $0.48 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Operating activities: | ' | ' | ' |
Net earnings | $160,152 | $136,835 | $125,353 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization | 79,730 | 66,469 | 55,873 |
Impairment of long-lived assets | 58,246 | 6,488 | 355 |
Provision for deferred income taxes | -25,916 | 1,798 | 775 |
Bad debt expense | 32 | 783 | 339 |
Equity in net income of unconsolidated affiliates, net of distributions | -15,333 | -10,948 | -1,019 |
Net loss (gain) on sale of assets | -11,212 | 1,121 | -5,918 |
Stock-based compensation | 22,017 | 13,270 | 11,742 |
Excess tax benefits - stock-based compensation | -8,880 | -5,183 | -578 |
Gain on previously held equity interest in TWB | -11,000 | ' | ' |
Changes in assets and liabilities, net of impact of acquisitions: | ' | ' | ' |
Receivables | -49,206 | 18,801 | 956 |
Inventories | -38,010 | 77,115 | 17,310 |
Prepaid expenses and other current assets | -2,921 | 871 | 8,478 |
Other assets | -5,278 | 4,636 | 4,141 |
Accounts payable and accrued expenses | 69,682 | -47,483 | -45,847 |
Other liabilities | 6,943 | 8,404 | 1,689 |
Net cash provided by operating activities | 229,046 | 272,977 | 173,649 |
Investing activities: | ' | ' | ' |
Investment in property, plant and equipment | -71,338 | -44,588 | -31,713 |
Acquisitions, net of cash acquired | -11,517 | -175,225 | -239,851 |
Distributions from unconsolidated affiliates | 9,223 | 863 | 45,879 |
Proceeds from sale of assets and insurance | 27,438 | 16,974 | 37,089 |
Net cash used by investing activities | -46,194 | -201,976 | -188,596 |
Financing activities: | ' | ' | ' |
Net proceeds from (payments of) short-term borrowings | -103,618 | -168,446 | 97,626 |
Proceeds from long-term debt | 247,566 | 150,000 | 5,880 |
Principal payments on long-term debt | -1,219 | -1,480 | -342 |
Proceeds from issuance of common shares | 4,618 | 37,914 | 11,116 |
Excess tax benefits - stock-based compensation | 8,880 | 5,183 | 578 |
Payments to noncontrolling interest | -40,969 | -9,254 | -9,494 |
Repurchase of common shares | -128,218 | -30,417 | -73,418 |
Dividends paid | -31,198 | -44,144 | -32,138 |
Net cash used by financing activities | -44,158 | -60,644 | -192 |
Increase (decrease) in cash and cash equivalents | 138,694 | 10,357 | -15,139 |
Cash and cash equivalents at beginning of year | 51,385 | 41,028 | 56,167 |
Cash and cash equivalents at end of year | $190,079 | $51,385 | $41,028 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||
Note A – Summary of Significant Accounting Policies | |||||||||||||
Consolidation: The consolidated financial statements include the accounts of Worthington Industries, Inc. and consolidated subsidiaries (collectively, “we,” “our,” “Worthington,” or the “Company”). Investments in unconsolidated affiliates are accounted for using the equity method. Significant intercompany accounts and transactions are eliminated. | |||||||||||||
Worthington Aritaş Basinçli Kaplar Sanayi (“Worthington Aritas”), Spartan Steel Coating, LLC (“Spartan”), TWB Company, L.L.C. (“TWB”), Worthington Energy Innovations, LLC (“WEI”), and Worthington Nitin Cylinders Limited (“Worthington Nitin Cylinders”) in which we own controlling interests of 75%, 52%, 55%, 75%, and 60%, respectively, are consolidated with the equity owned by the other joint venture members shown as noncontrolling interest in our consolidated balance sheets, and the other joint venture members’ portion of net earnings and other comprehensive income shown as net earnings or comprehensive income attributable to noncontrolling interest in our consolidated statements of earnings and consolidated statements of comprehensive income, respectively. | |||||||||||||
On July 21, 2014, Severstal, the other member of our Spartan joint venture, announced that it had signed an agreement to sell certain steelmaking assets as well as its interests in three joint ventures, including Spartan, to AK Steel. | |||||||||||||
As more fully described in “Note O – Acquisitions”, on July 31, 2013, we purchased an additional 10% interest in TWB for $17,869,000, increasing our ownership to a 55% controlling interest. As a result, TWB’s results have been consolidated within the Steel Processing operating segment since the acquisition date. | |||||||||||||
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | |||||||||||||
Cash and Cash Equivalents: We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |||||||||||||
Inventories: Inventories are valued at the lower of cost or market. Cost is determined using the first-in, first-out method for all inventories. We believe our inventories were valued appropriately as of May 31, 2014 and May 31, 2013. | |||||||||||||
Derivative Financial Instruments: We utilize derivative financial instruments to manage exposure to certain risks related to our ongoing operations. The primary risks managed through the use of derivative instruments include interest rate risk, currency exchange risk and commodity price risk. All derivative instruments are accounted for using mark-to-market accounting. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, if so, the reason for holding it. Gains and losses on fair value hedges are recognized in current period earnings in the same line as the underlying hedged item. The effective portion of gains and losses on cash flow hedges is deferred as a component of accumulated other comprehensive income (“AOCI”) and recognized in earnings at the time the hedged item affects earnings, in the same financial statement caption as the underlying hedged item. Ineffectiveness of the hedges during the fiscal year ended May 31, 2014 (“fiscal 2014”), the fiscal year ended May 31, 2013 (“fiscal 2013”) and the fiscal year ended May 31, 2012 (“fiscal 2012”) was immaterial. Classification in the consolidated statements of earnings of gains and losses related to derivative instruments that do not qualify for hedge accounting is determined based on the underlying intent of the instruments. Cash flows related to derivative instruments are generally classified as operating activities in our consolidated statements of cash flows. | |||||||||||||
In order for hedging relationships to qualify for hedge accounting under current accounting guidance, we formally document each hedging relationship and its risk management objective. This documentation includes the hedge strategy, the hedging instrument, the hedged item, the nature of the risk being hedged, how hedge effectiveness will be assessed prospectively and retrospectively as well as a description of the method used to measure hedge ineffectiveness. | |||||||||||||
Derivative instruments are executed only with highly rated financial institutions. No credit loss is anticipated on existing instruments, and no such material losses have been experienced to date. We monitor our positions, as well as the credit ratings of counterparties to those positions. | |||||||||||||
We discontinue hedge accounting when it is determined that the derivative instrument is no longer effective in offsetting the hedged risk, expires or is sold, is terminated or is no longer designated as a hedging instrument because it is unlikely that a forecasted transaction will occur or we determine that designation of the hedging instrument is no longer appropriate. In all situations in which hedge accounting is discontinued and the derivative instrument is retained, we continue to carry the derivative instrument at its fair value on the consolidated balance sheet and recognize any subsequent changes in its fair value in net earnings immediately. When it is probable that a forecasted transaction will not occur, we discontinue hedge accounting and immediately recognize the gains and losses that were accumulated in AOCI. | |||||||||||||
Refer to “Note P – Derivative Instruments and Hedging Activities” for additional information regarding the consolidated balance sheet location and the risk classification of our derivative instruments. | |||||||||||||
Risks and Uncertainties: As of May 31, 2014, we, together with our unconsolidated affiliates, operated 80 production facilities in 25 states and 10 countries. A total of 34 of these facilities relate to wholly-owned and consolidated subsidiaries of the Company. The remaining facilities are operated by our consolidated and unconsolidated joint ventures. As of May 31, 2014, we held equity positions in 13 joint ventures, of which five are consolidated. Our largest market is the automotive market, which comprised 36% of consolidated net sales in fiscal 2014. Our foreign operations represented 7% of consolidated net sales, (2)% of pre-tax earnings attributable to controlling interest, and 15% of consolidated net assets as of and for the year ended May 31, 2014. As of May 31, 2014, approximately 4% of our consolidated labor force was represented by collective bargaining agreements. The concentration of credit risks from financial instruments related to the markets we serve is not expected to have a material adverse effect on our consolidated financial position, cash flows or future results of operations. | |||||||||||||
In fiscal 2014, our largest customer accounted for approximately 8% of our consolidated net sales, and our ten largest customers accounted for approximately 31% of our consolidated net sales. A significant loss of, or decrease in, business from any of these customers could have an adverse effect on our sales and financial results if we cannot obtain replacement business. Also, due to consolidation within the industries we serve, including the construction, automotive and retail industries, our sales may be increasingly sensitive to deterioration in the financial condition of, or other adverse developments with respect to, one or more of our largest customers. | |||||||||||||
Our principal raw material is flat-rolled steel, which we purchase from multiple primary steel producers. The steel industry as a whole has been cyclical, and at times availability and pricing can be volatile due to a number of factors beyond our control. This volatility can significantly affect our steel costs. In an environment of increasing prices for steel and other raw materials, in general, competitive conditions may impact how much of the price increases we can pass on to our customers. To the extent we are unable to pass on future price increases in our raw materials to our customers, our financial results could be adversely affected. Also, if steel prices decrease, in general, competitive conditions may impact how quickly we must reduce our prices to our customers and we could be forced to use higher-priced raw materials to complete orders for which the selling prices have decreased. Declining steel prices could also require us to write-down the value of our inventories to reflect current market pricing. Further, the number of suppliers has decreased in recent years due to industry consolidation and the financial difficulties of certain suppliers, and consolidation may continue. Accordingly, if delivery from a major steel supplier is disrupted, it may be more difficult to obtain an alternative supply than in the past. | |||||||||||||
Receivables: We review our receivables on an ongoing basis to ensure that they are properly valued and collectible. This is accomplished through two contra-receivable accounts: returns and allowances and allowance for doubtful accounts. Returns and allowances, including limited warranties on certain products, are used to record estimates of returns or other allowances resulting from quality, delivery, discounts or other issues affecting the value of receivables. This account is estimated based on historical trends and current market conditions, with the offset to net sales. The portion of the liability related to product warranties was immaterial at May 31, 2014 and May 31, 2013. | |||||||||||||
The allowance for doubtful accounts is used to record the estimated risk of loss related to the customers’ inability to pay. This allowance is maintained at a level that we consider appropriate based on factors that affect collectability, such as the financial health of our customers, historical trends of charge-offs and recoveries and current economic and market conditions. As we monitor our receivables, we identify customers that may have payment problems, and we adjust the allowance accordingly, with the offset to selling, general and administrative (“SG&A”) expense. Account balances are charged off against the allowance when recovery is considered remote. The allowance for doubtful accounts decreased approximately $365,000 during fiscal 2014 to $3,043,000. | |||||||||||||
While we believe our allowances are adequate, changes in economic conditions, the financial health of customers and bankruptcy settlements could impact our future earnings. If the economic environment and market conditions deteriorate, particularly in the automotive and construction end markets where our exposure is greatest, additional reserves may be required. | |||||||||||||
Property and Depreciation: Property, plant and equipment are carried at cost and depreciated using the straight-line method. Buildings and improvements are depreciated over 10 to 40 years and machinery and equipment over 3 to 20 years. Depreciation expense was $62,344,000, $56,002,000, and $50,644,000 during fiscal 2014, fiscal 2013 and fiscal 2012, respectively. The increase in depreciation expense in fiscal 2014 resulted from the impact of acquisitions. Accelerated depreciation methods are used for income tax purposes. | |||||||||||||
Goodwill and Other Long-Lived Assets: We use the purchase method of accounting for all business combinations and recognize amortizable intangible assets separately from goodwill. The acquired assets and assumed liabilities in an acquisition are measured and recognized based on their estimated fair values at the date of acquisition, with goodwill representing the excess of the purchase price over the fair value of the identifiable net assets. A bargain purchase may occur, wherein the fair value of identifiable net assets exceeds the purchase price, and a gain is then recognized in the amount of that excess. Goodwill and intangible assets with indefinite lives are not amortized, but instead are tested for impairment annually, during the fourth quarter, or more frequently if events or changes in circumstances indicate that impairment may be present. Application of goodwill impairment testing involves judgment, including but not limited to, the identification of reporting units and estimation of the fair value of each reporting unit. A reporting unit is defined as an operating segment or one level below an operating segment. We test goodwill at the operating segment level as we have determined that the characteristics of the reporting units within each operating segment are similar and allow for their aggregation in accordance with the applicable accounting guidance. | |||||||||||||
The goodwill impairment test consists of comparing the fair value of each operating segment, determined using discounted cash flows, to each operating segment’s respective carrying value. If the estimated fair value of an operating segment exceeds its carrying value, there is no impairment. If the carrying amount of the operating segment exceeds its estimated fair value, a goodwill impairment is indicated. The amount of the impairment is determined by comparing the fair value of the net assets of the operating segment, excluding goodwill, to its estimated fair value, with the difference representing the implied fair value of the goodwill. If the implied fair value of the goodwill is lower than its carrying value, the difference is recorded as an impairment charge in our consolidated statements of earnings. | |||||||||||||
We performed our annual impairment evaluation of goodwill and other indefinite-lived intangible assets during the fourth quarter of fiscal 2014 and fiscal 2013 and concluded that the fair value of each reporting unit exceeded its carrying value; therefore, no impairment charges were recognized. As expected, the estimated fair value of the Engineered Cabs operating segment, which was formed in fiscal 2012 as a result of the acquisition of Worthington Industries Engineered Cabs, formerly Angus Industries, Inc., exceeded its carrying value by less than 10%. A 100 basis point decrease in the projected long-term growth rate for this operating segment could decrease the fair value by enough to result in some impairment based on the current forecast model. A 100 basis point decrease in the discount rate would have the opposite impact by increasing the valuation such that it would be greater than 10% of the carrying value. Future declines in the market and deterioration in earnings could lead to a step 2 calculation to quantify a potential impairment. The Engineered Cabs operating segment had goodwill totaling $44,933,000 at May 31, 2014. | |||||||||||||
We review the carrying value of our long-lived assets, including intangible assets with finite useful lives, for impairment whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable. Impairment testing involves a comparison of the sum of the undiscounted future cash flows of the asset or asset group to its respective carrying amount. If the sum of the undiscounted future cash flows exceeds the carrying amount, then no impairment exists. If the carrying amount exceeds the sum of the undiscounted future cash flows, then a second step is performed to determine the amount of impairment, if any, to be recognized. The loss recognized is equal to the amount that the carrying value of the asset or asset group exceeds fair value. | |||||||||||||
Our impairment testing for both goodwill and other long-lived assets, including intangible assets with finite useful lives, is largely based on cash flow models that require significant judgment and require assumptions about future volume trends, revenue and expense growth rates; and, in addition, external factors such as changes in economic trends and cost of capital. Significant changes in any of these assumptions could impact the outcomes of the tests performed. See “Note C – Goodwill and Other Long-Lived Assets” for additional details regarding these assets and related impairment testing. | |||||||||||||
Leases: Certain lease agreements contain fluctuating or escalating payments and rent holiday periods. The related rent expense is recorded on a straight-line basis over the length of the lease term. Leasehold improvements made by the lessee, whether funded by the lessee or by landlord allowances or incentives, are recorded as leasehold improvement assets and will be amortized over the shorter of the economic life or the lease term. These incentives are also recorded as deferred rent and amortized as reductions in rent expense over the lease term. | |||||||||||||
Stock-Based Compensation: At May 31, 2014, we had stock-based compensation plans for our employees as well as our non-employee directors as described more fully in “Note J – Stock-Based Compensation.” All share-based awards, including grants of stock options and restricted common shares, are recorded as expense in the consolidated statements of earnings based on their grant-date fair values. | |||||||||||||
Revenue Recognition: We recognize revenue upon transfer of title and risk of loss provided evidence of an arrangement exists, pricing is fixed and determinable and the ability to collect is probable. We provide, through charges to net sales, for returns and allowances based on experience and current customer activities. We also provide, through charges to net sales, for customer rebates and sales discounts based on specific agreements and recent and anticipated levels of customer activity. In circumstances where the collection of payment is not probable at the time of shipment, we defer recognition of revenue until payment is collected. | |||||||||||||
Advertising Expense: We expense advertising costs as incurred. Advertising expense was $6,788,000, $6,179,000, and $4,788,000 for fiscal 2014, fiscal 2013, and fiscal 2012, respectively. | |||||||||||||
Shipping and Handling Fees and Costs: Shipping and handling fees billed to customers are included in net sales, and shipping and handling costs incurred are included in cost of goods sold. | |||||||||||||
Environmental Costs: Environmental costs are capitalized if the costs extend the life of the property, increase its capacity, and/or mitigate or prevent contamination from future operations. Costs related to environmental contamination treatment and clean up are charged to expense. | |||||||||||||
Statements of Cash Flows: Supplemental cash flow information was as follows for the fiscal years ended May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Interest paid, net of amount capitalized | $ | 24,199 | $ | 22,614 | $ | 18,281 | |||||||
Income taxes paid, net of refunds | 81,997 | 64,260 | 46,445 | ||||||||||
We use the “cumulative earnings” approach for determining cash flow presentation of distributions from our unconsolidated joint ventures. Distributions received are included in our consolidated statements of cash flows as operating activities, unless the cumulative distributions exceed our portion of the cumulative equity in the net earnings of the joint venture, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in our consolidated statements of cash flows. | |||||||||||||
Income Taxes: We account for income taxes using the asset and liability method. The asset and liability method requires the recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between the tax basis and the financial reporting basis of our assets and liabilities. In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that all, or a portion, of the deferred tax assets will not be realized. We provide a valuation allowance for deferred income tax assets when it is more likely than not that a portion of such deferred income tax assets will not be realized. | |||||||||||||
Tax benefits from uncertain tax positions that are recognized in the consolidated financial statements are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. | |||||||||||||
We have reserves for taxes and associated interest and penalties that may become payable in future years as a result of audits by taxing authorities. It is our policy to record these in income tax expense. While we believe the positions taken on previously filed tax returns are appropriate, we have established the tax and interest reserves in recognition that various taxing authorities may challenge our positions. The tax reserves are analyzed periodically, and adjustments are made as events occur to warrant adjustment to the reserves, such as lapsing of applicable statutes of limitations, conclusion of tax audits, additional exposure based on current calculations, identification of new issues and release of administrative guidance or court decisions affecting a particular tax issue. | |||||||||||||
Self-Insurance Reserves: We are largely self-insured with respect to workers’ compensation, general and automobile liability, property damage, employee medical claims and other potential losses. In order to reduce risk and better manage our overall loss exposure, we purchase stop-loss insurance that covers individual claims in excess of the deductible amounts. We maintain reserves for the estimated cost to settle open claims, which includes estimates of legal costs expected to be incurred, as well as an estimate of the cost of claims that have been incurred but not reported. These estimates are based on actuarial valuations that take into consideration the historical average claim volume, the average cost for settled claims, current trends in claim costs, changes in our business and workforce, general economic factors and other assumptions believed to be reasonable under the circumstances. The estimated reserves for these liabilities could be affected if future occurrences and claims differ from assumptions used and historical trends. | |||||||||||||
Recently Issued Accounting Standards: In December 2011, new accounting guidance was issued that establishes certain additional disclosure requirements about financial instruments and derivative instruments that are subject to netting arrangements. The new disclosures are required for annual reporting periods beginning on or after January 1, 2013, and interim periods within those periods. The adoption of this amended accounting guidance effective June 1, 2013 did not have a material impact on our financial position or results of operations. | |||||||||||||
In July 2012, amended accounting guidance was issued that simplifies how an entity tests indefinite-lived intangible assets for impairment. The amended guidance allows an entity to first assess qualitative factors to determine whether it is necessary to perform a quantitative impairment test. An entity is no longer required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative test unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amended guidance is effective for interim and annual indefinite-lived intangible asset impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The adoption of this amended accounting guidance effective June 1, 2013 did not have a material impact on our financial position or results of operations. | |||||||||||||
In March 2013, amended accounting guidance was issued regarding the accounting for cumulative translation adjustment. The amended guidance specifies that a cumulative translation adjustment should be released from earnings when an entity ceases to have a controlling financial interest in a subsidiary or a group of assets within a consolidated foreign entity and the sale or transfer results in the complete or substantially complete liquidation of the foreign entity. For sales of an equity method investment that is a foreign entity, a pro rata portion of the cumulative translation adjustment attributable to the investment would be recognized in earnings upon sale of the investment. The amended guidance is effective prospectively for annual reporting periods, and interim periods within those annual periods, beginning after December 15, 2013. Early adoption is permitted. We do not expect the adoption of this amended accounting guidance to have a material impact on our financial position or results of operations. | |||||||||||||
In April 2014, amended accounting guidance was issued that updates the definition of discontinued operations from current U.S. GAAP. Going forward only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results will be reported as discontinued operations in the financial statements. Currently, a component of an entity that is a reportable segment, an operating segment, a reporting unit, a subsidiary, or an asset group is eligible for discontinued operations presentation. Additionally, the existing condition that the entity will not have any significant continuing involvement in the operations of the component after the disposal transaction has been removed. The amended guidance is effective for applicable transactions that occur within annual periods beginning on or after December 15, 2014. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued or available for issuance. We adopted this amended guidance upon issuance, which did not have an impact on our financial position or results of operations. | |||||||||||||
In May 2014, amended accounting guidance was issued that replaces most existing revenue recognition guidance under U.S. GAAP. The amended guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The amended guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. We are in the process of evaluating the effect this guidance will have on our financial position and results of operations. The amended guidance permits the use of either the retrospective or cumulative effect transition method. We have not selected a transition method nor have we determined the effect of the amended guidance on our ongoing financial reporting. |
Investments_in_Unconsolidated_
Investments in Unconsolidated Affiliates | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Investments in Unconsolidated Affiliates | ' | ||||||||||||
Note B – Investments in Unconsolidated Affiliates | |||||||||||||
At May 31, 2014, equity investments and the percentage interests owned consisted of the following (in alphabetic order): ArtiFlex Manufacturing, LLC (“ArtiFlex”) (50%), ClarkDietrich (25%), Samuel Steel Pickling Company (31.25%), Serviacero Planos, S. de R. L. de C.V. (“Serviacero”) (50%), Worthington Armstrong Venture (“WAVE”) (50%), Worthington Modern Steel Framing Manufacturing Co., Ltd. (“WMSFMCo.”) (40%), Worthington Specialty Processing (“WSP”) (51%), and Zhejiang Nisshin Worthington Precision Specialty Steel Co., Ltd. (10%). WSP is considered to be jointly controlled and not consolidated due to substantive participating rights of the minority partner. | |||||||||||||
On October 18, 2013, we finalized an agreement with Nisshin Steel Co., Ltd. and Marubeni-Itochu Steel Inc. to form Zhejiang Nisshin Worthington Precision Specialty Steel Co., Ltd. We own a 10% interest in the joint venture with the option to increase our ownership interest to 34%. The joint venture will construct a plant in Zhejiang Province in the People’s Republic of China that will produce cold-rolled strip steel primarily for the automotive industry. | |||||||||||||
During the second quarter of fiscal 2014, we dissolved our wind tower joint venture, Gestamp Worthington Wind Steel, LLC, due to the volatile political environment in the United States, particularly in regards to the Federal Production Tax Credit. This event did not have a material impact on our financial position or results of operations. | |||||||||||||
On July 31, 2013, we acquired an additional 10% interest in our laser welded blank joint venture, TWB, increasing our ownership to a 55% controlling interest. Since that date, TWB’s results have been consolidated within Steel Processing versus reported in equity in net income of unconsolidated affiliates. For additional information, refer to “Note O – Acquisitions.” | |||||||||||||
During the fourth quarter of fiscal 2013, we determined our 40% ownership interest in our construction joint venture in China, WMSFMCo., was other than temporarily impaired due to current and projected operating losses. As a result, an impairment charge of $4,751,000, representing the carrying value of the investment, was recognized within equity income in our consolidated statement of earnings. | |||||||||||||
During January 2012, we sold our 49% equity interest in LEFCO Worthington, LLC, to the other member of the joint venture. The impact of this transaction was immaterial. | |||||||||||||
We received distributions from unconsolidated affiliates totaling $85,346,000, $84,539,000, and $138,471,000 in fiscal 2014, fiscal 2013 and fiscal 2012, respectively, including a special dividend of $50,000,000 in connection with a refinancing transaction completed by WAVE in December 2011. We have received cumulative distributions from WAVE in excess of our investment balance, which resulted in an amount recorded within other liabilities on our consolidated balance sheets of $59,287,000 and $63,187,000 at May 31, 2014 and 2013, respectively. In accordance with the applicable accounting guidance, we reclassified the negative balance to the liability section of our consolidated balance sheet. We will continue to record our equity in the net income of WAVE as a debit to the investment account, and if it becomes positive, it will again be shown as an asset on our consolidated balance sheet. If it becomes probable that any excess distribution may not be returned (upon joint venture liquidation or otherwise), we will recognize any balance classified as a liability as income immediately. | |||||||||||||
We use the “cumulative earnings” approach for determining cash flow presentation of distributions from our unconsolidated joint ventures. Distributions received are included in our consolidated statements of cash flows as operating activities, unless the cumulative distributions exceed our portion of the cumulative equity in the net earnings of the joint venture, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in our consolidated statements of cash flows. During fiscal 2014, we received excess distributions from ClarkDietrich of $9,223,000. | |||||||||||||
The following table presents combined information of the financial position for the affiliated companies accounted for using the equity method as of May 31, 2014 and 2013: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Cash | $ | 52,997 | $ | 70,380 | |||||||||
Receivable from partner (1) | 12,717 | 69,706 | |||||||||||
Other current assets | 454,417 | 518,262 | |||||||||||
Noncurrent assets | 294,001 | 350,681 | |||||||||||
Total assets | $ | 814,132 | $ | 1,009,029 | |||||||||
Current liabilities | $ | 128,595 | $ | 181,111 | |||||||||
Short-term borrowings | 40,992 | 21,369 | |||||||||||
Current maturities of long-term debt | 4,510 | 5,442 | |||||||||||
Long-term debt | 268,350 | 274,750 | |||||||||||
Other noncurrent liabilities | 20,217 | 18,345 | |||||||||||
Equity | 351,468 | 508,012 | |||||||||||
Total liabilities and equity | $ | 814,132 | $ | 1,009,029 | |||||||||
-1 | Represents cash owed from a joint venture partner as a result of centralized cash management. | ||||||||||||
The following table presents financial results of our three largest affiliated companies for the fiscal years ended May 31, 2014, 2013 and 2012. All other affiliated companies are combined and presented in the Other category. | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Net sales | |||||||||||||
WAVE | $ | 382,821 | $ | 370,702 | $ | 364,530 | |||||||
ClarkDietrich | 549,267 | 547,971 | 564,624 | ||||||||||
TWB | 54,003 | 344,065 | 312,943 | ||||||||||
Other | 506,711 | 490,996 | 443,646 | ||||||||||
Total net sales | $ | 1,492,802 | $ | 1,753,734 | $ | 1,685,743 | |||||||
Gross margin | |||||||||||||
WAVE | $ | 177,935 | $ | 167,924 | $ | 155,246 | |||||||
ClarkDietrich | 73,803 | 75,580 | 61,703 | ||||||||||
TWB | 6,109 | 41,116 | 40,098 | ||||||||||
Other | 54,773 | 48,229 | 57,346 | ||||||||||
Total gross margin | $ | 312,620 | $ | 332,849 | $ | 314,393 | |||||||
Operating income | |||||||||||||
WAVE | $ | 144,167 | $ | 137,202 | $ | 127,305 | |||||||
ClarkDietrich | 27,918 | 35,024 | 27,094 | ||||||||||
TWB | 4,273 | 28,241 | 28,141 | ||||||||||
Other | 37,574 | 30,457 | 38,473 | ||||||||||
Total operating income | $ | 213,932 | $ | 230,924 | $ | 221,013 | |||||||
Depreciation and amortization | |||||||||||||
WAVE | $ | 4,916 | $ | 3,919 | $ | 4,142 | |||||||
ClarkDietrich | 16,253 | 18,173 | 14,271 | ||||||||||
TWB | 880 | 5,123 | 3,259 | ||||||||||
Other | 14,909 | 13,497 | 12,481 | ||||||||||
Total depreciation and amortization | $ | 36,958 | $ | 40,712 | $ | 34,153 | |||||||
Interest expense | |||||||||||||
WAVE | $ | 6,464 | $ | 6,280 | $ | 3,427 | |||||||
ClarkDietrich | 103 | 3 | 3 | ||||||||||
TWB | - | - | - | ||||||||||
Other | 2,655 | 2,611 | 2,617 | ||||||||||
Total interest expense | $ | 9,222 | $ | 8,894 | $ | 6,047 | |||||||
Income tax expense | |||||||||||||
WAVE | $ | 3,606 | $ | 2,451 | $ | 2,789 | |||||||
ClarkDietrich | - | - | - | ||||||||||
TWB | 478 | 1,218 | 5,458 | ||||||||||
Other | 5,770 | 3,187 | 6,867 | ||||||||||
Total income tax expense | $ | 9,854 | $ | 6,856 | $ | 15,114 | |||||||
Net earnings | |||||||||||||
WAVE | $ | 134,019 | $ | 128,614 | $ | 121,261 | |||||||
ClarkDietrich | 27,837 | 35,005 | 27,203 | ||||||||||
TWB | 4,023 | 27,931 | 22,952 | ||||||||||
Other | 30,252 | 24,452 | 30,317 | ||||||||||
Total net earnings | $ | 196,131 | $ | 216,002 | $ | 201,733 | |||||||
The fluctuations in the financial information presented in the tables above were driven primarily by the consolidation of TWB effective July 31, 2013. | |||||||||||||
At May 31, 2014, $13,241,000 of our consolidated retained earnings represented undistributed earnings, net of tax, of our unconsolidated affiliates. |
Goodwill_and_Other_LongLived_A
Goodwill and Other Long-Lived Assets | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Goodwill and Other Long-Lived Assets | ' | ||||||||||||||||
Note C – Goodwill and Other Long-Lived Assets | |||||||||||||||||
Goodwill | |||||||||||||||||
The following table summarizes the changes in the carrying amount of goodwill during fiscal 2014 and fiscal 2013 by reportable business segment: | |||||||||||||||||
Pressure | Engineered | Other | Total | ||||||||||||||
Cylinders | Cabs | ||||||||||||||||
(in thousands) | |||||||||||||||||
Balance at May 31, 2012 | |||||||||||||||||
Goodwill | $ | 105,800 | $ | 45,230 | $ | 127,245 | $ | 278,275 | |||||||||
Accumulated impairment losses | - | - | (121,594 | ) | (121,594 | ) | |||||||||||
105,800 | 45,230 | 5,651 | 156,681 | ||||||||||||||
Acquisitions and purchase accounting adjustments | 57,010 | (297 | ) | - | 56,713 | ||||||||||||
Divestitures | (1,131 | ) | - | - | (1,131 | ) | |||||||||||
Translation adjustments | 1,595 | - | - | 1,595 | |||||||||||||
Balance at May 31, 2013 | |||||||||||||||||
Goodwill | 163,274 | 44,933 | 127,245 | 335,452 | |||||||||||||
Accumulated impairment losses | - | - | (121,594 | ) | (121,594 | ) | |||||||||||
163,274 | 44,933 | 5,651 | 213,858 | ||||||||||||||
Acquisitions and purchase accounting adjustments | 36,033 | - | - | 36,033 | |||||||||||||
Translation adjustments | 1,202 | - | - | 1,202 | |||||||||||||
Balance at May 31, 2014 | |||||||||||||||||
Goodwill | 200,509 | 44,933 | 127,245 | 372,687 | |||||||||||||
Accumulated impairment losses | - | - | (121,594 | ) | (121,594 | ) | |||||||||||
$ | 200,509 | $ | 44,933 | $ | 5,651 | $ | 251,093 | ||||||||||
For additional information regarding the Company’s acquisitions, refer to “Note O – Acquisitions.” | |||||||||||||||||
Other Intangible Assets | |||||||||||||||||
Intangible assets with definite lives are amortized on a straight-line basis over their estimated useful lives, which range from one to 20 years. The following table summarizes other intangible assets by class as of May 31, 2014 and 2013: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands) | Cost | Accumulated | Cost | Accumulated | |||||||||||||
Amortization | Amortization | ||||||||||||||||
Indefinite-lived intangible assets: | |||||||||||||||||
Trademarks | $ | 8,481 | $ | - | $ | 27,581 | $ | - | |||||||||
Total indefinite-lived intangible assets | 8,481 | - | 27,581 | - | |||||||||||||
Definite-lived intangible assets: | |||||||||||||||||
Patents and trademarks | $ | 4,696 | 148 | $ | 15,111 | 2,201 | |||||||||||
Customer relationships | 143,585 | 28,257 | 113,098 | 18,967 | |||||||||||||
Non-compete agreements | 10,733 | 4,263 | 11,669 | 3,427 | |||||||||||||
Other | 14,004 | 2,838 | 6,354 | 2,074 | |||||||||||||
Total definite-lived intangible assets | 173,018 | 35,506 | 146,232 | 26,669 | |||||||||||||
Total intangible assets | $ | 181,499 | $ | 35,506 | $ | 173,813 | $ | 26,669 | |||||||||
The increase in the carrying amount of other intangible assets resulted primarily from acquisitions completed during fiscal 2014 partially offset by impairment charges of $30,734,000 related to certain trade name intangible assets impacted by the rebranding initiative described below. Impairment charges totaling $19,100,000 related to indefinite-lived trade names intangible assets within Engineered Cabs and $11,634,000 related to certain definite-lived trade names intangible assets within Pressure Cylinders. | |||||||||||||||||
Amortization expense of $17,386,000, $10,467,000, and $5,229,000 was recognized during fiscal 2014, fiscal 2013 and fiscal 2012, respectively. | |||||||||||||||||
Amortization expense for each of the next five fiscal years is estimated to be: | |||||||||||||||||
(in thousands) | |||||||||||||||||
2015 | $ | 17,527 | |||||||||||||||
2016 | $ | 16,888 | |||||||||||||||
2017 | $ | 16,269 | |||||||||||||||
2018 | $ | 15,836 | |||||||||||||||
2019 | $ | 13,216 | |||||||||||||||
Other Long-Lived Assets | |||||||||||||||||
Fiscal 2014: During the fourth quarter of fiscal 2014, management committed to a plan to sell the Company’s 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders. As all of the criteria for classification as assets held for sale were met, the net assets of this business are presented separately as assets held for sale in our consolidated balance sheet as of May 31, 2014. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $5,925,000, was lower than its net book value, an impairment charge of $18,959,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest of $7,583,000 was recorded within net earnings attributable to noncontrolling interest in our fiscal 2014 consolidated statement of earnings. | |||||||||||||||||
During the fourth quarter of fiscal 2014, management committed to a plan to sell the Company’s stainless steel business, Precision Specialty Metals, Inc. As all of the criteria for classification as assets held for sale were met, the net assets of this business are presented separately as assets held for sale in our consolidated balance sheet as of May 31, 2014. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $19,115,000, was lower than its net book value, an impairment charge of $7,141,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | |||||||||||||||||
During the fourth quarter of fiscal 2014, we determined that indicators of impairment were present at the Company’s aluminum high-pressure cylinder business in New Albany, Mississippi, due to current and projected operating losses. Recoverability of the identified asset group was tested using future cash flow projections based on management’s long-range estimates of market conditions. The sum of these undiscounted future cash flows was less than the net book value of the asset group. In accordance with the applicable accounting guidance, the net assets were written down to their fair value of $7,034,000, resulting in an impairment charge of $1,412,000 within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | |||||||||||||||||
During the second quarter of fiscal 2014, we committed to a re-branding initiative. Under the re-branding initiative, we re-branded substantially all of our businesses under the Worthington Industries name. In connection with the change in branding strategy, we discontinued the use of all non-Worthington trade names except those related to consumer products such as BernzOmatic® and Balloon Time® and those related to our joint ventures. As a result, we determined an impairment indicator was present for the trade names that have been or will be discontinued. As no future cash flows will be attributed to the impacted trade names, the entire book value was written-off, resulting in an impairment charge of $30,734,000 within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | |||||||||||||||||
Fiscal 2013: During the fourth quarter of fiscal 2013, we determined that indicators of impairment were present at Worthington Nitin Cylinders due to current and projected operating losses. Recoverability of the identified asset group was tested using future cash flow projections based on management’s long-range estimates of market conditions. The sum of these undiscounted future cash flows was less than the net book value of the asset group. In accordance with the applicable accounting guidance, the net assets were written down to their fair value of $6,856,000, resulting in an impairment charge of $4,968,000 within impairment of long-lived assets in our fiscal 2013 consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $1,987,000, was recorded within net earnings attributable to noncontrolling interest in our fiscal 2013 consolidated statement of earnings. | |||||||||||||||||
During the first quarter of fiscal 2013, management committed to a plan to sell the Company’s pressure cylinders operations in Czech Republic. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group was lower than its net book value, an impairment charge of $1,570,000 was recognized. On October 31, 2012, we completed the sale of this asset group to an unrelated third party resulting in a gain of approximately $50,000. The combined impact of these items of $1,520,000 is presented within impairment of long-lived assets in our fiscal 2013 consolidated statement of earnings. |
Restructuring_and_Other_Expens
Restructuring and Other Expense (Income) | 12 Months Ended | ||||||||||||||||||||
31-May-14 | |||||||||||||||||||||
Restructuring and Other Expense (Income) | ' | ||||||||||||||||||||
Note D – Restructuring and Other Expense (Income) | |||||||||||||||||||||
In fiscal 2008, we initiated a Transformation Plan (the “Transformation Plan”) with the overall goal to improve our sustainable earnings potential, asset utilization and operational performance. The Transformation Plan focuses on cost reduction, margin expansion and organizational capability improvements and, in the process, seeks to drive excellence in three core competencies: sales; operations; and supply chain management. The Transformation Plan is comprehensive in scope and includes aggressive diagnostic and implementation phases. When this process began, we retained a consulting firm to assist in the development and implementation of the Transformation Plan. As the Transformation Plan progressed, we formed internal teams dedicated to this effort, and they ultimately assumed full responsibility for executing the Transformation Plan. Although the consulting firm was again engaged as we rolled out the Transformation Plan in our Pressure Cylinders operating segment, most of the work is now being done by our internal teams. These internal teams are now an integral part of our business and constitute what we refer to as the Centers of Excellence (“COE”). The COE will continue to monitor the performance metrics and new processes instituted across our transformed operations and drive continuous improvements in all areas of our operations. The expenses related to the COE have been included in selling, general and administrative (“SG&A”) expense since the beginning of fiscal 2013. | |||||||||||||||||||||
To date, we have completed the transformation phases in each of the core facilities within our Steel Processing operating segment, including the facilities of our Mexican joint venture, Serviacero. We also substantially completed the transformation phases at our metal framing facilities prior to their contribution to ClarkDietrich. Transformation efforts within our Pressure Cylinders and Engineered Cabs operating segments, which began during the first quarter of fiscal 2012 and the first quarter of fiscal 2013, respectively, are ongoing. | |||||||||||||||||||||
A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other expense (income) financial statement caption in our consolidated statement of earnings for fiscal 2014, is summarized as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Expense | Payments | Adjustments | Ending | ||||||||||||||||
Balance | Balance | ||||||||||||||||||||
Early retirement and severance | $ | 5,029 | $ | 6,236 | $ | (4,703 | ) | $ | (67 | ) | $ | 6,495 | |||||||||
Facility exit and other costs | 1,200 | 2,477 | (3,021 | ) | (122 | ) | 534 | ||||||||||||||
$ | 6,229 | 8,713 | $ | (7,724 | ) | $ | (189 | ) | $ | 7,029 | |||||||||||
Net gain on sale of assets | (10,589 | ) | |||||||||||||||||||
Less: joint venture transactions | (1,036 | ) | |||||||||||||||||||
Restructuring and other income | $ | (2,912 | ) | ||||||||||||||||||
Approximately $6,399,000 of the total liability shown in the table above is expected to be paid in the next twelve months. The remaining liability, which consists of certain severance benefits, will be paid through September 2016. | |||||||||||||||||||||
During fiscal 2014, the following actions were taken in connection with the Transformation Plan: | |||||||||||||||||||||
• | In connection with the wind-down of our former Metal Framing operating segment, we recognized $924,000 of facility exit and other costs and a loss of $112,000 related to the sale of certain retained assets. These costs were recognized within the joint venture transactions financial statement caption in our consolidated statement of earnings to correspond with amounts previously recognized in connection with the formation of ClarkDietrich and the subsequent wind-down of our former Metal Framing operating segment. | ||||||||||||||||||||
• | In connection with the closure of our commercial stairs business, we incurred facility exit charges of $652,000. | ||||||||||||||||||||
• | In connection with the consolidation of the BernzOmatic hand torch manufacturing operation in Medina, New York into the existing Pressure Cylinders’ facility in Chilton, Wisconsin, we recognized an additional accrual of $578,000 for expected employee severance costs and $377,000 of facility exit costs. During the fourth quarter of fiscal 2013, we had recognized a $2,488,000 accrual for expected severance costs related to this matter. | ||||||||||||||||||||
• | On June 30, 2013, the Company completed the sale of Integrated Terminals, its warehouse facility in Detroit, Michigan, for cash proceeds of $7,457,000, resulting in a gain of $4,762,000. | ||||||||||||||||||||
• | On November 12, 2013, the Company entered into an agreement to sell the operating assets related to its steel high pressure and acetylene cylinders business in North America, resulting in a gain of $5,939,000. In connection with this transaction, the Company recognized a $3,714,000 accrual for expected severance costs and incurred facility exit charges of $524,000. | ||||||||||||||||||||
• | On December 10, 2013, the Company announced the closure of its Baltimore steel facility, which ceased operations in May 2014. The Company is in the process of shipping the remaining inventory at the Baltimore facility to other Worthington locations and expects to completely exit the facility before the end of the first quarter of fiscal 2015. In connection with this matter, the Company recognized an accrual of $1,380,000 for expected severance costs. | ||||||||||||||||||||
• | During May 2014, the Company completed the closure of its Mid-Rise construction business. In connection with this matter, the Company recognized an accrual of $564,000 for expected severance costs. | ||||||||||||||||||||
A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other expense financial statement caption in our consolidated statement of earnings for fiscal 2013, is summarized as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Expense | Payments | Adjustments | Ending | ||||||||||||||||
Balance | Balance | ||||||||||||||||||||
Early retirement and severance | $ | 4,892 | $ | 2,228 | $ | (2,388 | ) | $ | 297 | $ | 5,029 | ||||||||||
Facility exit and other costs | 691 | 2,347 | (2,378 | ) | 540 | 1,200 | |||||||||||||||
$ | 5,583 | 4,575 | $ | (4,766 | ) | $ | 837 | $ | 6,229 | ||||||||||||
Net gain on sale of assets | (1,886 | ) | |||||||||||||||||||
Less: joint venture transactions | 604 | ||||||||||||||||||||
Restructuring and other expense | $ | 3,293 | |||||||||||||||||||
During fiscal 2013, the following actions were taken in connection with the Transformation Plan: | |||||||||||||||||||||
• | In connection with the wind-down of our former Metal Framing operating segment: | ||||||||||||||||||||
• | Approximately $1,546,000 of facility exit and other costs were incurred in connection with the closure of certain facilities that were retained. | ||||||||||||||||||||
• | The severance accrual was adjusted downward, resulting in a $264,000 credit to earnings. | ||||||||||||||||||||
• | Certain assets classified as held for sale were disposed of for cash proceeds of $5,637,000 resulting in a net gain of $1,886,000. | ||||||||||||||||||||
These items were recognized within the “joint venture transactions” financial statement caption in our consolidated statement of earnings to correspond with amounts previously recognized in connection with the formation of ClarkDietrich and the subsequent wind-down of our former Metal Framing operating segment. | |||||||||||||||||||||
• | In connection with the closure of our commercial stairs business, we incurred net charges of approximately $1,530,000, consisting of $1,624,000 of facility exit and other costs and a $94,000 credit to severance expense. | ||||||||||||||||||||
• | In connection with certain organizational changes impacting our former Global Group operating segment, we accrued approximately $98,000 of employee severance. | ||||||||||||||||||||
• | In connection with the sale of our Pressure Cylinders operations in Czech Republic, we recognized approximately $177,000 of facility exit and other costs. | ||||||||||||||||||||
• | In connection with the previously-announced consolidation of the BernzOmatic hand torch manufacturing operation in Medina, New York into the existing Pressure Cylinders’ facility in Chilton, Wisconsin, we recognized a $2,488,000 accrual for expected employee severance costs. |
Contingent_Liabilities_and_Com
Contingent Liabilities and Commitments | 12 Months Ended | ||||
31-May-14 | |||||
Contingent Liabilities and Commitments | ' | ||||
Note E – Contingent Liabilities and Commitments | |||||
Legal Proceedings | |||||
On August 5, 2013, we tendered to our excess loss carrier, who accepted the tender, a wrongful death claim against the Company involving a MAPP gas cylinder. Pursuant to the tender and its acceptance, our overall exposure related to this matter was limited to $2,000,000. As a result, a pre-tax charge of $2,000,000 was recorded within SG&A expense during fiscal 2014. | |||||
On January 27, 2012, the Fifth Appellate District of the Ohio Court of Appeals upheld a lower court ruling against the Company for professional negligence regarding the wrongful death of an employee of a third-party freight company. The lower court’s ruling awarded damages to the plaintiff of approximately $3,700,000; however, our overall exposure related to this matter was limited under our stop-loss insurance policy. As a result, we accrued an additional pre-tax charge of $1,500,000, which was recorded within SG&A expense during fiscal 2012. | |||||
On July 1, 2011, in connection with the acquisition of the BernzOmatic business (“Bernz”) of Irwin Industrial Tool Company, a subsidiary of Newell Rubbermaid, Inc., we settled a dispute over our early termination of a supply contract for $10,000,000. Reserves previously recognized in connection with this matter totaled $14,402,000. | |||||
We are defendants in certain other legal actions. In the opinion of management, the outcome of these actions, which is not clearly determinable at the present time, would not significantly affect our consolidated financial position or future results of operations. We also believe that environmental issues will not have a material effect on our capital expenditures, consolidated financial position or future results of operations. | |||||
Pressure Cylinders Voluntary Product Recall | |||||
On January 10, 2012, we announced a voluntary recall of our MAP-PRO®, propylene and MAAP® cylinders and related hand torch kits. The recall was precautionary in nature and involved a valve supplied by a third party that may leak when a torch or hose is disconnected from the cylinder. We incurred $9,671,000 of expenses related to the recall during fiscal 2012. Due to higher product returns than initially anticipated, we incurred additional expenses of $2,571,000 related to the recall during fiscal 2013. During the fourth quarter of fiscal 2014, we settled a legal dispute with the third party supplier, which resulted in a net gain of $3,951,000 within SG&A expense. | |||||
Royalty Agreements | |||||
In connection with the acquisition of the propane fuel cylinders business of The Coleman Company, Inc. (“Coleman Cylinders”), we executed a trademark license agreement whereby we are required to make minimum annual royalty payments of $2,000,000 in exchange for the exclusive right to use certain Coleman trademarks within the United States and Canada in connection with our operation of the acquired business. | |||||
Insurance Recoveries | |||||
On August 19, 2013, a fire occurred at our Pressure Cylinders facility in Kienberg, Austria, in the building that houses the massing process in the production of acetylene cylinders. The other portions of the Austrian facility were not damaged; however, the massing building sustained extensive damage and was rendered inoperable. Additionally, we have incurred and will continue to incur incremental business interruption costs. The Company has business interruption and property damage insurance and, as a result, the fire did not have a material adverse impact on the Company’s financial results. | |||||
The Company has received proceeds of $5,645,000 for the property portion of the claim, representing advance payments for the replacement value of the damaged property and equipment. These proceeds were in excess of the $145,000 remaining book value of the assets, resulting in a gain of $5,500,000. This gain was recorded within miscellaneous income in our consolidated statement of earnings for fiscal 2014. We will continue to receive payments from the insurance company for the replacement value of the property and equipment throughout the rebuild process. | |||||
Total proceeds received related to the insurance claim since the date of loss have been as follows: | |||||
(in thousands) | |||||
Property and equipment | $ | 5,645 | |||
Business interruption | 2,868 | ||||
Other expenses | 745 | ||||
Total insurance proceeds | $ | 9,258 | |||
The proceeds for business interruption relate to the loss of profits from the date of the fire through April 30, 2014, and have been recorded as a reduction of manufacturing expense. The proceeds for other expenses represent reimbursement for incremental expenses related to the fire and were recorded as an offset to manufacturing expense. |
Guarantees
Guarantees | 12 Months Ended |
31-May-14 | |
Guarantees | ' |
Note F – Guarantees | |
We do not have guarantees that we believe are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. However, as of May 31, 2014, we were party to an operating lease for an aircraft in which we have guaranteed a residual value at the termination of the lease. The maximum obligation under the terms of this guarantee was approximately $13,019,000 at May 31, 2014. We have also guaranteed the repayment of a $3,333,000 term loan held by one of our unconsolidated affiliates, ArtiFlex. Based on current facts and circumstances, we have estimated the likelihood of payment pursuant to these guarantees, and determined that the fair value of our obligation under each guarantee based on those likely outcomes is not material. | |
We also had in place $14,332,000 of outstanding stand-by letters of credit issued to third-party service providers at May 31, 2014. The fair value of these guarantee instruments, based on premiums paid, was not material and no amounts were drawn against them at May 31, 2014. |
Debt_and_Receivables_Securitiz
Debt and Receivables Securitization | 12 Months Ended | ||||||||
31-May-14 | |||||||||
Debt and Receivables Securitization | ' | ||||||||
Note G – Debt and Receivables Securitization | |||||||||
The following table summarizes our long-term debt and short-term borrowings outstanding at May 31, 2014 and 2013: | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Short-term borrowings | $ | 10,362 | $ | 113,728 | |||||
Floating rate senior notes due December 17, 2014 | 100,000 | 100,000 | |||||||
6.50% senior notes due April 15, 2020 | 149,912 | 149,888 | |||||||
4.60% senior notes due August 10, 2024 | 150,000 | 150,000 | |||||||
4.55% senior notes due April 15, 2026 | 249,472 | - | |||||||
Industrial revenue bonds due April 2019 | 2,024 | 2,084 | |||||||
Secured term loan | 4,235 | 5,036 | |||||||
Other | 320 | 320 | |||||||
Total debt | 666,325 | 521,056 | |||||||
Less: current maturities and short-term borrowings | 111,535 | 114,820 | |||||||
Total long-term debt | $ | 554,790 | $ | 406,236 | |||||
Short-term borrowings at May 31, 2014 consisted of $4,437,000 outstanding under a credit facility maintained by our consolidated affiliate, Worthington Aritas, that bears interest at a fixed rate of 5.60%, and $5,925,000 outstanding under a $9,500,000 credit facility maintained by our consolidated affiliate, Worthington Nitin Cylinders, that matures in November 2014 and bears interest at a variable rate. The applicable variable rate was 7.52% at May 31, 2014. | |||||||||
We maintain a $100,000,000 revolving trade accounts receivable securitization facility that expires in January 2015 (the “AR Facility”). The AR Facility was available throughout fiscal 2014 and fiscal 2013. Pursuant to the terms of the AR Facility, certain of our subsidiaries sell their accounts receivable without recourse, on a revolving basis, to Worthington Receivables Corporation (“WRC”), a wholly-owned, consolidated, bankruptcy-remote subsidiary. In turn, WRC may sell without recourse, on a revolving basis, up to $100.0 million of undivided ownership interests in this pool of accounts receivable to a multi-seller, asset-backed commercial paper conduit (the “Conduit”). Purchases by the Conduit are financed with the sale of A1/P1 commercial paper. We retain an undivided interest in this pool and are subject to risk of loss based on the collectability of the receivables from this retained interest. Because the amount eligible to be sold excludes receivables more than 90 days past due, receivables offset by an allowance for doubtful accounts due to bankruptcy or other cause, concentrations over certain limits with specific customers and certain reserve amounts, we believe additional risk of loss is minimal. The book value of the retained portion of the pool of accounts receivable approximates fair value. As of May 31, 2014, no undivided ownership interests in this pool of accounts receivable had been sold. Facility fees of $652,000, $983,000, and $1,232,000 were incurred during fiscal 2014, fiscal 2013 and fiscal 2012, respectively. | |||||||||
We maintain a $425,000,000 multi-year revolving credit facility (the “Credit Facility”) with a group of lenders that matures in May 2017. Borrowings under the Credit Facility have maturities of less than one year and given that our intention has been to repay them within a year, they have been classified as short-term borrowings within current liabilities on our consolidated balance sheets. However, we can also extend the term of amounts borrowed by renewing these borrowings for the term of the Credit Facility. We have the option to borrow at rates equal to an applicable margin over the LIBOR, Prime or Fed Funds rates. The applicable margin is determined by our credit rating. The average variable rate was 1.20% at May 31, 2014; however, no borrowings were outstanding at May 31, 2014. As discussed in “Note F – Guarantees,” we provided $14,332,000 in letters of credit for third-party beneficiaries as of May 31, 2014. While not drawn against at May 31, 2014, $11,732,000 of these letters of credit were issued against availability under the Credit Facility, leaving $413,268,000 available under the Credit Facility at May 31, 2014. | |||||||||
At May 31, 2014, we had $100,000,000 aggregate principal amount of unsecured floating rate senior notes outstanding, which are due on December 17, 2014 (the “2014 Notes”) and bear interest at a variable rate equal to six-month LIBOR plus 80 basis points. However, we entered into an interest rate swap agreement whereby we receive interest on the $100,000,000 notional amount at the six-month LIBOR rate and we pay interest on the same notional amount at a fixed rate of 4.46%, effectively fixing the interest rate at 5.26%. See “Note P – Derivative Instruments and Hedging Activities” for additional information regarding this interest rate swap agreement. | |||||||||
On April 13, 2014, we issued $250,000,000 aggregate principal amount of unsecured senior notes due on April 15, 2026 (the “2026 Notes”). The 2026 Notes bear interest at a rate of 4.55%. The 2026 Notes were sold to the public at 99.789% of the principal amount thereof, to yield 4.573% to maturity. We used a portion of the net proceeds from the offering to repay borrowings then outstanding under both the Credit Facility and AR Facility. Approximately $3,081,000, $1,906,000 $528,000 of the aggregate proceeds were allocated to the settlement of a derivative contract entered into in anticipation of the issuance of the 2026 Notes, debt issuance costs, and the debt discount, respectively. The debt discount, debt issuance costs and the loss on the derivative contract were recorded on the consolidated balance sheet as of May 31, 2014, within long-term debt as a contra-liability, short- and long-term other assets and AOCI, respectively. Each will be recognized, through interest expense, in our consolidated statements of earnings over the term of the 2026 Notes. | |||||||||
On August 10, 2012, we issued $150,000,000 aggregate principal amount of unsecured senior notes due August 10, 2024 (the “2024 Notes”). The 2024 Notes bear interest at a rate of 4.60%. The net proceeds from this issuance were used to repay a portion of the outstanding borrowings under our multi-year revolving credit facility and amounts outstanding under our revolving trade accounts receivable securitization facility. | |||||||||
On April 13, 2010, we issued $150,000,000 aggregate principal amount of unsecured senior notes due on April 15, 2020 (the “2020 Notes”). The 2020 Notes bear interest at a rate of 6.50%. The 2020 Notes were sold to the public at 99.890% of the principal amount thereof, to yield 6.515% to maturity. We used the net proceeds from the offering to repay a portion of the then outstanding borrowings under our multi-year revolving credit facility and amounts then outstanding under our revolving trade accounts receivable securitization facility. Approximately $165,000, $1,535,000 and $1,358,000 of the aggregate proceeds were allocated to the debt discount, debt issuance costs, and the settlement of a derivative contract entered into in anticipation of the issuance of the 2020 Notes. The debt discount, debt issuance costs and the loss on the derivative contract were recorded on the consolidated balance sheets within long-term debt as a contra-liability, short- and long-term other assets and AOCI, respectively. Each will continue to be recognized, through interest expense, in our consolidated statements of earnings over the remaining term of the 2020 Notes. | |||||||||
In connection with the acquisition of Worthington Industries Engineered Cabs, formerly Angus Industries, Inc. (“Angus”), on December 29, 2011, we assumed industrial revenue bonds (“IRBs”) issued by the South Dakota Economic Development Finance Authority that mature in April 2019 and had an outstanding principal balance of $2,024,000 at May 31, 2014. These IRBs require monthly payments of approximately $31,000 and bear interest at rates between 2.75% and 5.00%. | |||||||||
Maturities on long-term debt and short-term borrowings in the next five fiscal years, and the remaining years thereafter, are as follows: | |||||||||
(in thousands) | |||||||||
2015 | $ | 111,535 | |||||||
2016 | 1,238 | ||||||||
2017 | 1,274 | ||||||||
2018 | 1,341 | ||||||||
2019 | 1,130 | ||||||||
Thereafter | 550,423 | ||||||||
Total | $ | 666,941 | |||||||
Comprehensive_Income
Comprehensive Income | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
31-May-14 | |||||||||||||||||||||||||||||||||||||
Comprehensive Income | ' | ||||||||||||||||||||||||||||||||||||
Note H – Comprehensive Income | |||||||||||||||||||||||||||||||||||||
Other Comprehensive Income: The following table summarizes the tax effects of each component of other comprehensive income (loss) for the fiscal years ended May 31: | |||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
(in thousands) | Before- | Tax | Net-of- | Before- | Tax | Net-of- | Before- | Tax | Net-of- | ||||||||||||||||||||||||||||
Tax | Tax | Tax | Tax | Tax | Tax | ||||||||||||||||||||||||||||||||
Foreign currency translation | $ | 7,618 | - | $ | 7,618 | $ | 5,393 | - | $ | 5,393 | $ | (17,930 | ) | - | $ | (17,930 | ) | ||||||||||||||||||||
Pension liability adjustment | (1,555 | ) | 511 | (1,044 | ) | 3,688 | (1,415 | ) | 2,273 | (14,216 | ) | 4,975 | (9,241 | ) | |||||||||||||||||||||||
Cash flow hedges | 3,548 | (1,039 | ) | 2,509 | 1,461 | (763 | ) | 698 | (636 | ) | 318 | (318 | ) | ||||||||||||||||||||||||
Other comprehensive income (loss) | $ | 9,611 | $ | (528 | ) | $ | 9,083 | $ | 10,542 | $ | (2,178 | ) | $ | 8,364 | $ | (32,782 | ) | $ | 5,293 | $ | (27,489 | ) | |||||||||||||||
Accumulated Other Comprehensive Income: The components of AOCI were as follows at May 31, 2014 and 2013: | |||||||||||||||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||||||||||||||||||||||
Foreign currency translation | $ | 11,015 | $ | 4,025 | |||||||||||||||||||||||||||||||||
Defined benefit pension liability, net of tax | (11,265 | ) | (10,221 | ) | |||||||||||||||||||||||||||||||||
Cash flow hedges, net of tax | (3,331 | ) | (5,840 | ) | |||||||||||||||||||||||||||||||||
Accumulated other comprehensive loss | $ | (3,581 | ) | $ | (12,036 | ) | |||||||||||||||||||||||||||||||
Net losses of $5,965,000 (net of tax of $3,536,000), $1,604,000 (net of tax of $827,000), and $1,245,000 (net of tax of $794,000) were reclassified from AOCI for cash flow hedges in fiscal 2014, fiscal 2013, and fiscal 2012, respectively. | |||||||||||||||||||||||||||||||||||||
The estimated net amount of the existing losses in AOCI at May 31, 2014 expected to be reclassified into net earnings within the succeeding twelve months is $1,287,000 (net of tax of $763,000). This amount was computed using the fair value of the cash flow hedges at May 31, 2014, and will change before actual reclassification from AOCI to net earnings during the fiscal year ending May 31, 2015. |
Equity
Equity | 12 Months Ended |
31-May-14 | |
Equity | ' |
Note I – Equity | |
Preferred Shares: The Worthington Industries, Inc. Amended Articles of Incorporation authorize two classes of preferred shares and their relative voting rights. The Board of Directors of Worthington Industries, Inc. is empowered to determine the issue prices, dividend rates, amounts payable upon liquidation and other terms of the preferred shares when issued. No preferred shares are issued or outstanding. | |
Common Shares: On June 29, 2011, the Board of Directors authorized the repurchase of up to 10,000,000 of our outstanding common shares of which 1,722,332 remained available for repurchase at May 31, 2014. During fiscal 2014 and fiscal 2013, we paid $128,218,000 and $30,417,000 to repurchase 3,380,500 and 925,000 of our common shares, respectively, under this authorization. | |
On June 25, 2014, the Board of Directors authorized the repurchase of up to an additional 10,000,000 of our outstanding common shares, increasing the total number of common shares available for repurchase to 11,722,332. | |
The common shares available for repurchase under these authorizations may be purchased from time to time, with consideration given to the market price of the common shares, the nature of other investment opportunities, cash flows from operations, general economic conditions and other relevant considerations. Repurchases may be made on the open market or through privately negotiated transactions. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||||||||
31-May-14 | |||||||||||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||||||||||
Note J – Stock-Based Compensation | |||||||||||||||||||||||||
Under our employee and non-employee director stock-based compensation plans (the “Plans”), we may grant incentive or non-qualified stock options, restricted common shares and performance shares to employees and non-qualified stock options and restricted common shares to non-employee directors. We classify share-based compensation expense within SG&A expense to correspond with the same financial statement caption as the majority of the cash compensation paid to employees. A total of 1,670,708 of our common shares have been authorized and are available for issuance in connection with the stock-based compensation plans in place at May 31, 2014. | |||||||||||||||||||||||||
We recognized pre-tax stock-based compensation expense of $22,017,000 ($13,778,000 after-tax), $13,270,000 ($8,339,000 after-tax), and $11,742,000 ($7,871,000 after-tax) under the Plans during fiscal 2014, fiscal 2013 and fiscal 2012, respectively. At May 31, 2014, the total unrecognized compensation cost related to non-vested awards was $20,572,000, which will be expensed over the next three fiscal years. | |||||||||||||||||||||||||
Non-Qualified Stock Options | |||||||||||||||||||||||||
Stock options may be granted to purchase common shares at not less than 100% of fair market value on the date of the grant. All outstanding stock options are non-qualified stock options. The exercise price of all stock options granted has been set at 100% of the fair market value of the underlying common shares on the date of grant. Generally, stock options granted to employees vest and become exercisable at the rate of (i) 20% per year for options issued before June 30, 2011, and (ii) 33% per year for options issued on or after June 30, 2011, in each case beginning one year from the date of grant, and expire ten years after the date of grant. Non-qualified stock options granted to non-employee directors vest and become exercisable on the earlier of (a) the first anniversary of the date of grant or (b) the date on which the next annual meeting of shareholders is held following the date of grant for any stock option granted as of the date of an annual meeting of shareholders of Worthington Industries, Inc. Stock options can be exercised through net-settlement, at the election of the option holder. | |||||||||||||||||||||||||
U.S. GAAP requires that all share-based awards be recorded as expense in the statement of earnings based on their grant-date fair value. We calculate the fair value of our non-qualified stock options using the Black-Scholes option pricing model and certain assumptions. The computation of fair values for all stock options incorporates the following assumptions: expected volatility (based on the historical volatility of our common shares); risk-free interest rate (based on the United States Treasury strip rate for the expected term of the stock options); expected term (based on historical exercise experience); and dividend yield (based on annualized current dividends and an average quoted price of our common shares over the preceding annual period). | |||||||||||||||||||||||||
The table below sets forth the non-qualified stock options granted during each of the last three fiscal years. For each grant, the exercise price was equal to the closing market price of the underlying common shares at each respective grant date. The fair values of these stock options were based on the Black-Scholes option pricing model, calculated at the respective grant dates. The calculated pre-tax stock-based compensation expense for these stock options, which is after an estimate of forfeitures, will be recognized on a straight-line basis over the respective vesting periods of the stock options. | |||||||||||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Granted | 130 | 1,034 | 600 | ||||||||||||||||||||||
Weighted average exercise price, per share | $ | 32.21 | $ | 20.83 | $ | 21.15 | |||||||||||||||||||
Weighted average grant date fair value, per share | $ | 12.92 | $ | 7.71 | $ | 8.25 | |||||||||||||||||||
Pre-tax stock-based compensation | $ | 1,539 | $ | 7,165 | $ | 4,456 | |||||||||||||||||||
The weighted average fair value of stock options granted in fiscal 2014, fiscal 2013 and fiscal 2012 was based on the Black-Scholes option pricing model with the following weighted average assumptions: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Assumptions used: | |||||||||||||||||||||||||
Dividend yield | 2.28 | % | 2.95 | % | 2.7 | % | |||||||||||||||||||
Expected volatility | 52.23 | % | 52.88 | % | 51.7 | % | |||||||||||||||||||
Risk-free interest rate | 1.69 | % | 0.91 | % | 1.9 | % | |||||||||||||||||||
Expected life (years) | 6 | 6 | 6 | ||||||||||||||||||||||
The following tables summarize our stock option activity for the years ended May 31: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
(in thousands, except per share) | Stock | Weighted | Stock | Weighted | Stock | Weighted | |||||||||||||||||||
Options | Average | Options | Average | Options | Average | ||||||||||||||||||||
Exercise | Exercise | Exercise | |||||||||||||||||||||||
Price | Price | Price | |||||||||||||||||||||||
Outstanding, beginning of year | 5,517 | $ | 17.19 | 7,511 | $ | 16.65 | 7,852 | 16.29 | |||||||||||||||||
Granted | 130 | 32.21 | 1,034 | 20.83 | 600 | 21.15 | |||||||||||||||||||
Exercised | (828 | ) | 17.39 | (2,858 | ) | 17.18 | (675 | ) | 16.87 | ||||||||||||||||
Forfeited | (67 | ) | 16.13 | (170 | ) | 15.86 | (266 | ) | 15.55 | ||||||||||||||||
Outstanding, end of year | 4,752 | 17.58 | 5,517 | 17.19 | 7,511 | 16.65 | |||||||||||||||||||
Exercisable at end of year | 2,996 | 17.57 | 2,682 | 17.7 | 4,404 | 17.72 | |||||||||||||||||||
Number of | Weighted | Aggregate | |||||||||||||||||||||||
Stock Options | Average | Intrinsic Value | |||||||||||||||||||||||
(in thousands) | Remaining | (in thousands) | |||||||||||||||||||||||
Contractual | |||||||||||||||||||||||||
Life | |||||||||||||||||||||||||
(in years) | |||||||||||||||||||||||||
May 31, 2014 | |||||||||||||||||||||||||
Outstanding | 4,752 | 5.5 | $ | 107,970 | |||||||||||||||||||||
Exercisable | 2,996 | 4.67 | 68,108 | ||||||||||||||||||||||
31-May-13 | |||||||||||||||||||||||||
Outstanding | 5,517 | 6.06 | $ | 94,860 | |||||||||||||||||||||
Exercisable | 2,682 | 4.5 | 44,752 | ||||||||||||||||||||||
31-May-12 | |||||||||||||||||||||||||
Outstanding | 7,511 | 5.53 | $ | 11,786 | |||||||||||||||||||||
Exercisable | 4,404 | 4.12 | 3,381 | ||||||||||||||||||||||
During fiscal 2014, the total intrinsic value of stock options exercised was $16,748,000. The total amount of cash received from the exercise of stock options during fiscal 2014 was $4,618,000, and the related excess tax benefit realized from the exercise of these stock options was $8,880,000. | |||||||||||||||||||||||||
The following table summarizes information about non-vested stock option awards for the year ended May 31, 2014: | |||||||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||||||
Stock Options | Average | ||||||||||||||||||||||||
(in thousands) | Grant | ||||||||||||||||||||||||
Date Fair | |||||||||||||||||||||||||
Value Per | |||||||||||||||||||||||||
Share | |||||||||||||||||||||||||
Non-vested, beginning of year | 2,835 | $ | 5.96 | ||||||||||||||||||||||
Granted | 130 | 11.82 | |||||||||||||||||||||||
Vested | (1,142 | ) | 6.02 | ||||||||||||||||||||||
Forfeited | (67 | ) | 5.45 | ||||||||||||||||||||||
Non-vested, end of year | 1,756 | $ | 6.38 | ||||||||||||||||||||||
Service-Based Restricted Common Shares | |||||||||||||||||||||||||
We have awarded restricted common shares to certain employees and non-employee directors that contain service-based vesting conditions. Service-based restricted common shares granted to employees cliff vest three years from the date of grant. Service-based restricted common shares granted to non-employee directors vest under the same parameters as the stock options discussed above. These restricted common shares are valued at the closing market price of our common shares on the date of the grant. | |||||||||||||||||||||||||
The table below sets forth the restricted common shares we granted during each of the last three fiscal years ended May 31. The calculated pre-tax stock-based compensation expense for these restricted common shares will be recognized on a straight-line basis over their respective vesting periods. | |||||||||||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Granted | 380 | 121 | 515 | ||||||||||||||||||||||
Weighted average grant date fair value, per share | $ | 33.14 | $ | 20.77 | $ | 17.09 | |||||||||||||||||||
Pre-tax stock-based compensation | $ | 11,307 | $ | 2,299 | $ | 7,501 | |||||||||||||||||||
The following tables summarize our restricted common share activity for the years ended May 31: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
(in thousands, except per share) | Restricted | Weighted | Restricted | Weighted | Restricted | Weighted | |||||||||||||||||||
Common | Average | Common | Average | Common | Average | ||||||||||||||||||||
Shares | Exercise | Shares | Exercise | Shares | Exercise | ||||||||||||||||||||
Price | Price | Price | |||||||||||||||||||||||
Outstanding, beginning of year | 399 | $ | 18.74 | 513 | $ | 17.08 | 23 | 14.88 | |||||||||||||||||
Granted | 380 | 33.14 | 121 | 20.76 | 515 | 17.09 | |||||||||||||||||||
Vested | (185 | ) | 17.17 | (233 | ) | 16.1 | (23 | ) | 14.88 | ||||||||||||||||
Forfeited | (21 | ) | 30.7 | (2 | ) | 22.09 | (2 | ) | 23.1 | ||||||||||||||||
Outstanding, end of year | 573 | 28.36 | 399 | 18.74 | 513 | 17.08 | |||||||||||||||||||
Weighted average remaining contractual life of outstanding restricted common shares (in years) | 1.61 | 1.31 | 1.69 | ||||||||||||||||||||||
Aggregate intrinsic value of outstanding restricted common shares | $ | 23,112 | $ | 13,701 | $ | 8,344 | |||||||||||||||||||
Aggregate intrinsic value of restricted common shares vested during the year | $ | 7,499 | $ | 5,559 | $ | 342 | |||||||||||||||||||
Market-Based Restricted Common Shares | |||||||||||||||||||||||||
During the first quarter of fiscal 2014, we granted 360,000 restricted common shares to certain key employees under our stock-based compensation plans. Vesting of these restricted common share awards is contingent upon the price of our common shares reaching $50.00 per share within a five year period from the date of grant and remaining at or above that price for 30 consecutive days and the completion of a three-year service vesting period. The grant-date fair value of these restricted common shares, as determined by a Monte Carlo simulation model, was $24.19 per share. The Monte Carlo simulation model is a statistical technique that incorporates multiple assumptions to determine the probability that the market condition will be achieved. The following assumptions were used to determine the grant-date fair value and the derived service period for these restricted common shares: | |||||||||||||||||||||||||
Dividend yield | 2.28 | % | |||||||||||||||||||||||
Expected volatility | 53.4 | % | |||||||||||||||||||||||
Risk-free interest rate | 1.41 | % | |||||||||||||||||||||||
The calculated pre-tax stock-based compensation expense for these restricted common shares was determined to be $8,708,000 and will be recognized on a straight-line basis over the three-year service vesting period. | |||||||||||||||||||||||||
Performance Shares | |||||||||||||||||||||||||
We have awarded performance shares to certain key employees that are contingent (i.e., vest) upon achieving corporate targets for cumulative corporate economic value added, earnings per share growth and, in the case of business unit executives, business unit operating income targets for the three-year periods ending May 31, 2014, 2015 and 2016. These performance share awards will be paid, to the extent earned, in common shares of the Company in the fiscal quarter following the end of the applicable three-year performance period. The fair value of our performance shares is determined by the closing market prices of the underlying common shares at their respective grant dates and the pre-tax stock-based compensation expense is based on our periodic assessment of the probability of the targets being achieved and our estimate of the number of common shares that will ultimately be issued. | |||||||||||||||||||||||||
The table below sets forth the performance shares we granted during each of the last three fiscal years ended May 31 (at target levels). | |||||||||||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Granted | 59 | 108 | 91 | ||||||||||||||||||||||
Weighted average grant date fair value, per share | $ | 33.33 | $ | 22.08 | $ | 22.35 | |||||||||||||||||||
Pre-tax stock-based compensation | $ | 1,958 | $ | 2,383 | $ | 2,039 |
Employee_Pension_Plans
Employee Pension Plans | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Employee Pension Plans | ' | ||||||||||||||||
Note K – Employee Pension Plans | |||||||||||||||||
We provide retirement benefits to employees mainly through defined contribution retirement plans. Eligible participants make pre-tax contributions based on elected percentages of eligible compensation, subject to annual addition and other limitations imposed by the Internal Revenue Code and the various plans’ provisions. Company contributions consist of company matching contributions, annual or monthly employer contributions and discretionary contributions, based on individual plan provisions. | |||||||||||||||||
We also have one defined benefit plan, The Gerstenslager Company Bargaining Unit Employees’ Pension Plan (the “Gerstenslager Plan” or “defined benefit plan”). The Gerstenslager Plan is a non-contributory pension plan, which covers certain employees based on age and length of service. Our contributions have complied with ERISA’s minimum funding requirements. Effective May 9, 2011, in connection with the formation of the ArtiFlex joint venture, the Gerstenslager Plan was frozen, which qualified as a curtailment under the applicable accounting guidance. We did not recognize a gain or loss in connection with the curtailment of the Gerstenslager Plan. | |||||||||||||||||
The following table summarizes the components of net periodic pension cost for the defined benefit plan and the defined contribution plans for the years ended May 31: | |||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||||||
Defined benefit plan: | |||||||||||||||||
Interest cost | $ | 1,403 | $ | 1,361 | $ | 1,213 | |||||||||||
Actual return on plan assets | 2,524 | 4,355 | (789 | ) | |||||||||||||
Net amortization and deferral | (4,175 | ) | (5,522 | ) | (756 | ) | |||||||||||
Net periodic pension cost (benefit) on defined benefit plan | (248 | ) | 194 | (332 | ) | ||||||||||||
Defined contribution plans | 12,586 | 9,955 | 8,643 | ||||||||||||||
Total retirement plan cost | $ | 12,338 | $ | 10,149 | $ | 8,311 | |||||||||||
The following actuarial assumptions were used for our defined benefit plan: | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
To determine benefit obligation: | |||||||||||||||||
Discount rate | 4.38 | % | 4.44 | % | 4.16 | % | |||||||||||
To determine net periodic pension cost: | |||||||||||||||||
Discount rate | 4.44 | % | 4.16 | % | 5.6 | % | |||||||||||
Expected long-term rate of return | 8 | % | 8 | % | 8 | % | |||||||||||
Rate of compensation increase | n/a | n/a | n/a | ||||||||||||||
To calculate the discount rate, we used the expected cash flows of the benefit payments and the Citigroup Pension Index. The Gerstenslager Plan’s expected long-term rate of return in fiscal 2014, fiscal 2013 and fiscal 2012 was based on the actual historical returns adjusted for a change in the frequency of lump-sum settlements upon retirement. In determining our benefit obligation, we use the actuarial present value of the vested benefits to which each eligible employee is currently entitled, based on the employee’s expected date of separation or retirement. | |||||||||||||||||
The following tables provide a reconciliation of the changes in the projected benefit obligation and fair value of plan assets and the funded status for the Gerstenslager Plan during fiscal 2014 and fiscal 2013 as of the respective measurement dates: | |||||||||||||||||
(in thousands) | May 31, | May 31, | |||||||||||||||
2014 | 2013 | ||||||||||||||||
Change in benefit obligation | |||||||||||||||||
Benefit obligation, beginning of year | $ | 31,930 | $ | 33,023 | |||||||||||||
Interest cost | 1,403 | 1,361 | |||||||||||||||
Actuarial loss (gain) | 3,002 | (1,810 | ) | ||||||||||||||
Benefits paid | (796 | ) | (644 | ) | |||||||||||||
Benefit obligation, end of year | $ | 35,539 | $ | 31,930 | |||||||||||||
Change in plan assets | |||||||||||||||||
Fair value, beginning of year | $ | 24,442 | $ | 19,746 | |||||||||||||
Actual return on plan assets | 2,524 | 4,355 | |||||||||||||||
Company contributions | 300 | 985 | |||||||||||||||
Benefits paid | (796 | ) | (644 | ) | |||||||||||||
Fair value, end of year | $ | 26,470 | $ | 24,442 | |||||||||||||
Funded status | $ | (9,069 | ) | $ | (7,488 | ) | |||||||||||
Amounts recognized in the consolidated balance sheets consist of: | |||||||||||||||||
Other liabilities | $ | (9,069 | ) | $ | (7,488 | ) | |||||||||||
Accumulated other comprehensive income | 14,028 | 11,899 | |||||||||||||||
Amounts recognized in accumulated other comprehensive income consist of: | |||||||||||||||||
Net loss | 14,028 | 11,899 | |||||||||||||||
Total | $ | 14,028 | $ | 11,899 | |||||||||||||
The following table shows other changes in plan assets and benefit obligations recognized in OCI during the fiscal year ended May 31: | |||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||
Net actuarial gain (loss) | $ | (2,419 | ) | $ | 4,559 | ||||||||||||
Amortization of prior service cost | 290 | 439 | |||||||||||||||
Total recognized in other comprehensive income | $ | (2,129 | ) | $ | 4,998 | ||||||||||||
Total recognized in net periodic benefit cost and other comprehensive income | $ | (1,881 | ) | $ | 4,804 | ||||||||||||
The estimated net gain for the defined benefit plan that will be amortized from AOCI into net periodic pension cost over the fiscal year ending May 31, 2015 is $327,208. | |||||||||||||||||
Pension plan assets are required to be disclosed at fair value in the consolidated financial statements. Fair value is defined in “Note Q – Fair Value Measurements.” The pension plan assets’ fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. | |||||||||||||||||
The following table sets forth, by level within the fair value hierarchy, a summary of the defined benefit plan’s assets measured at fair value on a recurring basis at May 31, 2014: | |||||||||||||||||
(in thousands) | Fair Value | Quoted | Significant | Significant | |||||||||||||
Prices | Other | Unobservable | |||||||||||||||
in Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Investment: | |||||||||||||||||
Money Market Funds | $ | 1,099 | $ | 1,099 | $ | - | $ | - | |||||||||
Bond Funds | 11,570 | 11,570 | - | - | |||||||||||||
Equity Funds | 13,801 | 13,801 | - | - | |||||||||||||
Totals | $ | 26,470 | $ | 26,470 | $ | - | $ | - | |||||||||
The following table sets forth by level within the fair value hierarchy a summary of the defined benefit plan’s assets measured at fair value on a recurring basis at May 31, 2013: | |||||||||||||||||
(in thousands) | Fair Value | Quoted | Significant | Significant | |||||||||||||
Prices | Other | Unobservable | |||||||||||||||
in Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Investment: | |||||||||||||||||
Money Market Funds | $ | 939 | $ | 939 | $ | - | $ | - | |||||||||
Bond Funds | 6,274 | 6,274 | - | - | |||||||||||||
Equity Funds | 17,229 | 17,229 | - | - | |||||||||||||
Totals | $ | 24,442 | $ | 24,442 | $ | - | $ | - | |||||||||
Fair values of the money market, bond and equity funds held by the defined benefit plan were determined by quoted market prices. | |||||||||||||||||
Plan assets for the defined benefit plan consisted principally of the following as of the respective measurement dates: | |||||||||||||||||
May 31, | May 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Asset category | |||||||||||||||||
Equity securities | 52 | % | 70 | % | |||||||||||||
Debt securities | 44 | % | 26 | % | |||||||||||||
Other | 4 | % | 4 | % | |||||||||||||
Total | 100 | % | 100 | % | |||||||||||||
Equity securities include no employer stock. The investment policy and strategy for the defined benefit plan is: (i) long-term in nature with liquidity requirements that are anticipated to be minimal due to the projected normal retirement date of the average employee and the current average age of participants; (ii) to earn nominal returns, net of investment fees, equal to or in excess of the actuarial assumptions of the plan; and (iii) to include a strategic asset allocation of 60-80% equities, including international, and 20-40% fixed income investments. Employer contributions of $824,602 are expected to be made to the defined benefit plan during fiscal 2015. | |||||||||||||||||
The following estimated future benefits, which reflect expected future service, as appropriate, are expected to be paid during the fiscal years noted: | |||||||||||||||||
(in thousands) | |||||||||||||||||
2015 | $ | 731 | |||||||||||||||
2016 | $ | 773 | |||||||||||||||
2017 | $ | 858 | |||||||||||||||
2018 | $ | 997 | |||||||||||||||
2019 | $ | 1,115 | |||||||||||||||
2020-2024 | $ | 7,337 | |||||||||||||||
Commercial law requires us to pay severance and service benefits to employees at our Austrian Pressure Cylinders location. Severance benefits must be paid to all employees hired before December 31, 2002. Employees hired after that date are covered under a governmental plan that requires us to pay benefits as a percentage of compensation (included in payroll tax withholdings). Service benefits are based on a percentage of compensation and years of service. The accrued liability for these unfunded plans was $6,440,000 and $6,074,000 at May 31, 2014 and 2013, respectively, and was included in other liabilities on the consolidated balance sheets. Net periodic pension cost for these plans was $677,000, $689,000, and $623,000, for fiscal 2014, fiscal 2013 and fiscal 2012, respectively. The assumed salary rate increase was 3.0%, for each of fiscal 2014, fiscal 2013 and fiscal 2012. The discount rate at May 31, 2014, 2013 and 2012 was 3.25%, 4.50%, and 4.50%, respectively. Each discount rate was based on a published corporate bond rate with a term approximating the estimated benefit payment cash flows and is consistent with European and Austrian regulations. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Income Taxes | ' | ||||||||||||
Note L – Income Taxes | |||||||||||||
Earnings before income taxes for the years ended May 31 include the following components: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
United States based operations | $ | 210,783 | $ | 190,942 | $ | 162,285 | |||||||
Non – United States based operations | 6,718 | 10,358 | 14,972 | ||||||||||
Earnings before income taxes | 217,501 | 201,300 | 177,257 | ||||||||||
Less: Net earnings attributable to non-controlling interests* | 8,852 | 393 | 9,758 | ||||||||||
Earnings before income taxes attributable to controlling interest | $ | 208,649 | $ | 200,907 | $ | 167,499 | |||||||
* | Net earnings attributable to non-controlling interest are not taxable to Worthington. | ||||||||||||
Significant components of income tax expense (benefit) for the years ended May 31 were as follows: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Current | |||||||||||||
Federal | 73,149 | $ | 54,427 | $ | 47,543 | ||||||||
State and local | 3,537 | 4,109 | 2,756 | ||||||||||
Foreign | 6,579 | 4,131 | 830 | ||||||||||
83,265 | 62,667 | 51,129 | |||||||||||
Deferred | |||||||||||||
Federal | (25,453 | ) | 4,698 | 67 | |||||||||
State and local | (1,194 | ) | (2,170 | ) | (69 | ) | |||||||
Foreign | 731 | (730 | ) | 777 | |||||||||
(25,916 | ) | 1,798 | 775 | ||||||||||
$ | 57,349 | $ | 64,465 | $ | 51,904 | ||||||||
Tax benefits related to stock-based compensation that were credited to additional paid-in capital were $7,115,000, $4,054,000, and $32,000 for fiscal 2014, fiscal 2013 and fiscal 2012, respectively. Tax benefits (expenses) related to defined benefit pension liability that were credited to (deducted from) other comprehensive income (“OCI”) were $511,000, ($1,415,000), and $4,975,000 for fiscal 2014, fiscal 2013 and fiscal 2012, respectively. Tax benefits (expenses) related to cash flow hedges that were credited to (deducted from) OCI were ($1,039,000), ($763,000), and $318,000 for fiscal 2014, fiscal 2013 and fiscal 2012, respectively. | |||||||||||||
A reconciliation of the 35% federal statutory tax rate to total tax provision follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | |||||||
State and local income taxes, net of federal tax benefit | 2 | 2.3 | 1.7 | ||||||||||
Change in state and local valuation allowances | (0.9 | ) | (1.3 | ) | (0.1 | ) | |||||||
Non-U.S. income taxes at other than 35% | (1.0 | ) | (1.7 | ) | (2.4 | ) | |||||||
Change in Non-U.S. valuation allowances | 1.4 | 1.1 | 0.2 | ||||||||||
Qualified production activities deduction | (3.9 | ) | (3.0 | ) | (2.8 | ) | |||||||
Acquisition of an additional 10% interest in TWB | (3.4 | ) | (0.0 | ) | (0.0 | ) | |||||||
Research & development credits | (1.1 | ) | (0.1 | ) | (0.0 | ) | |||||||
Tax write-off of investment in foreign subsidiary | (1.1 | ) | (0.0 | ) | (0.0 | ) | |||||||
Other | 0.5 | (0.2 | ) | (0.6 | ) | ||||||||
Effective tax rate attributable to controlling interest | 27.5 | % | 32.1 | % | 31 | % | |||||||
The above effective tax rate attributable to controlling interest excludes any impact from the inclusion of net earnings attributable to non-controlling interests in our consolidated statements of earnings. The effective tax rates upon inclusion of net earnings attributable to non-controlling interests were 26.4%, 32.0% and 29.3% for fiscal 2014, fiscal 2013 and fiscal 2012, respectively. The change in effective income tax rates, upon inclusion of net earnings attributable to non-controlling interests, is primarily a result of our Spartan, WEI, Worthington Nitin Cylinders, and TWB consolidated joint ventures. Refer to “Note O – Acquisitions” for additional information regarding our acquisition of an additional 10% interest in TWB. The earnings attributable to the noncontrolling interest in Spartan, PSI, and TWB’s U.S. operations do not generate tax expense to Worthington since the investors in Spartan, PSI, and TWB’s U.S. operations are taxed directly based on the earnings attributable to them. The tax expense of Worthington Nitin Cylinders, a foreign corporation, is reported in our consolidated tax expense. Since the consolidation of TWB on July 31, 2013, the tax expense of TWB’s wholly-owned foreign corporations are reported in our consolidated tax expense. In connection with the consolidation of TWB, we recognized a favorable one-time tax adjustment of $7,100,000 related primarily to the estimated U.S. deferred tax liability associated with the unremitted earnings of TWB’s wholly-owned foreign corporations. | |||||||||||||
Under applicable accounting guidance, a tax benefit may be recognized from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Any tax benefits recognized in our financial statements from such a position were measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. | |||||||||||||
The total amount of unrecognized tax benefits were $4,110,000, $3,705,000 and $4,410,000 as of May 31, 2014, 2013 and 2012, respectively. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate attributable to controlling interest was $2,672,000 as of May 31, 2014. Unrecognized tax benefits are the differences between a tax position taken, or expected to be taken in a tax return, and the benefit recognized for accounting purposes. Accrued amounts of interest and penalties related to unrecognized tax benefits are recognized as part of income tax expense within our consolidated statements of earnings. As of May 31, 2014, 2013 and 2012, we had accrued liabilities of $1,049,000, $1,128,000 and $1,219,000, respectively, for interest and penalties related to unrecognized tax benefits. | |||||||||||||
A tabular reconciliation of unrecognized tax benefits follows: | |||||||||||||
(In thousands) | |||||||||||||
Balance at June 1, 2013 | $ | 3,705 | |||||||||||
Increases – tax positions taken in prior years | 609 | ||||||||||||
Increases – current tax positions | 635 | ||||||||||||
Settlements | (346 | ) | |||||||||||
Lapse of statutes of limitations | (493 | ) | |||||||||||
Balance at May 31, 2014 | $ | 4,110 | |||||||||||
Approximately $832,000 of the liability for unrecognized tax benefits is expected to be settled in the next twelve months due to the expiration of statutes of limitations in various tax jurisdictions and as a result of expected settlements with various tax jurisdictions. While it is expected that the amount of unrecognized tax benefits will change in the next twelve months, any change is not expected to have a material impact on our consolidated financial position, results of operations or cash flows. | |||||||||||||
The following is a summary of the tax years open to examination by major tax jurisdiction: | |||||||||||||
U.S. Federal – 2011 and forward | |||||||||||||
U.S. State and Local – 2008 and forward | |||||||||||||
Austria – 2009 and forward | |||||||||||||
Canada – 2010 and forward | |||||||||||||
Mexico – 2008 and forward | |||||||||||||
Earnings before income taxes attributable to foreign sources for fiscal 2014, fiscal 2013 and fiscal 2012 were as noted above. As of May 31, 2014, and based on the tax laws in effect at that time, it remains our intention to continue to indefinitely reinvest our undistributed foreign earnings, except for the foreign earnings of our TWB joint venture and our wholly-owned Canadian subsidiary (“Canada”), which ceased operations in February 2014 as a result of the sale of the Company’s small and medium steel high pressure industrial gas and acetylene cylinders business in North America. The decision to no longer reinvest Canada’s undistributed earnings indefinitely was made during the fourth quarter of fiscal 2014. Accordingly, no deferred tax liability has been recorded for our foreign earnings, except those that pertain to TWB and Canada. Excluding TWB and Canada, the undistributed earnings of our foreign subsidiaries at May 31, 2014 were approximately $237,000,000. If such earnings were not permanently reinvested, a deferred tax liability of approximately $22,000,000 would have been required. Refer to “Note D – Restructuring and Other Expense (Income)” for additional information regarding the sale of the Company’s small and medium steel high pressure industrial gas and acetylene cylinders business in North America. | |||||||||||||
The components of our deferred tax assets and liabilities as of May 31 were as follows: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Deferred tax assets | |||||||||||||
Accounts receivable | $ | 2,400 | $ | 1,602 | |||||||||
Inventories | 7,210 | 4,840 | |||||||||||
Accrued expenses | 40,873 | 36,547 | |||||||||||
Net operating and capital loss carry forwards | 19,302 | 20,369 | |||||||||||
Tax credit carry forwards | 203 | 1,595 | |||||||||||
Stock-based compensation | 12,573 | 10,405 | |||||||||||
Derivative contracts | 1,838 | 3,047 | |||||||||||
Other | 541 | 7 | |||||||||||
Total deferred tax assets | 84,940 | 78,412 | |||||||||||
Valuation allowance for deferred tax assets | (21,701 | ) | (21,863 | ) | |||||||||
Net deferred tax assets | 63,239 | 56,549 | |||||||||||
Deferred tax liabilities | |||||||||||||
Property, plant and equipment | (67,472 | ) | (76,079 | ) | |||||||||
Undistributed earnings of unconsolidated affiliates | (39,429 | ) | (47,606 | ) | |||||||||
Other | (3,395 | ) | (61 | ) | |||||||||
Total deferred tax liabilities | (110,296 | ) | (123,746 | ) | |||||||||
Net deferred tax liabilities | $ | (47,057 | ) | $ | (67,197 | ) | |||||||
The above amounts are classified in the consolidated balance sheets as of May 31 as follows: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Current assets: | |||||||||||||
Deferred income taxes | $ | 24,272 | $ | 21,928 | |||||||||
Noncurrent assets: | |||||||||||||
Other assets | 4 | 276 | |||||||||||
Noncurrent liabilities: | |||||||||||||
Deferred income taxes | (71,333 | ) | (89,401 | ) | |||||||||
Net deferred tax liabilities | $ | (47,057 | ) | $ | (67,197 | ) | |||||||
At May 31, 2014, we had tax benefits for state net operating loss carry forwards of $14,614,000 that expire from fiscal 2015 to the fiscal year ending May 31, 2034, tax benefits for foreign net operating loss carry forwards of $3,423,000 that expire from fiscal 2015 to the fiscal year ending May 31, 2022, a tax benefit for a foreign capital loss carry forward of $1,265,000 with no future expiration date, and tax benefits for foreign investment tax credit carry forwards of $203,000 that expire from fiscal 2015 to the fiscal year ending May 31, 2017. | |||||||||||||
The valuation allowance for deferred tax assets of $21,701,000 at May 31, 2014, is associated primarily with the net operating and capital loss carry forwards and foreign tax credit carry forwards. The valuation allowance includes $12,754,000 for state and $8,947,000 for foreign. The majority of the state valuation allowance relates to our Decatur, Alabama facility. The foreign valuation allowance relates primarily to operations in China, Canada and India. Based on our history of profitability and taxable income projections, we have determined that it is more likely than not that the remaining net deferred tax assets are otherwise realizable. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Earnings Per Share | ' | ||||||||||||
Note M – Earnings Per Share | |||||||||||||
The following table sets forth the computation of basic and diluted earnings per share for the years ended May 31: | |||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||
Numerator (basic & diluted): | |||||||||||||
Net earnings attributable to controlling interest – income available to common shareholders | $ | 151,300 | $ | 136,442 | $ | 115,595 | |||||||
Denominator: | |||||||||||||
Denominator for basic earnings per share attributable to controlling interest – weighted average common shares | 68,944 | 69,301 | 69,651 | ||||||||||
Effect of dilutive securities | 2,720 | 2,013 | 601 | ||||||||||
Denominator for diluted earnings per share attributable to controlling interest – adjusted weighted average common shares | 71,664 | 71,314 | 70,252 | ||||||||||
Basic earnings per share attributable to controlling interest | $ | 2.19 | $ | 1.97 | $ | 1.66 | |||||||
Diluted earnings per share attributable to controlling interest | 2.11 | 1.91 | 1.65 | ||||||||||
Stock options covering 7,945, 257,667, and 3,451,046 common shares for fiscal 2014, fiscal 2013 and fiscal 2012, respectively, have been excluded from the computation of diluted earnings per share because the effect would have been anti-dilutive for those periods because the exercise price of the stock options was greater than the average market price of the common shares during the period. |
Segment_Data
Segment Data | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Segment Data | ' | ||||||||||||
Note N – Segment Data | |||||||||||||
Our operations are managed principally on a products and services basis and include three reportable business segments: Steel Processing, Pressure Cylinders and Engineered Cabs, each of which is comprised of a similar group of products and services. Factors used to identify reportable business segments include the nature of the products and services provided by each business, the management reporting structure, similarity of economic characteristics and certain quantitative measures, as prescribed by authoritative guidance. A discussion of each of our reportable business segments is outlined below. | |||||||||||||
During the first quarter of fiscal 2014, we made certain organizational changes impacting the internal reporting and management structure of our Steel Packaging operating segment. As a result of these organizational changes, management responsibilities and internal reporting were realigned under our Steel Processing operating segment. Segment information reported in previous periods has been restated to conform to this new presentation. | |||||||||||||
Steel Processing: The Steel Processing operating segment consists of the Worthington Steel business unit, and includes Precision Specialty Metals, Inc., a specialty stainless processor located in Los Angeles, California, and Worthington Steelpac Systems, LLC (“SteelPac”), which designs and manufactures reusable steel custom platforms, racks and pallets for supporting, protecting and handling products throughout the shipping process. Worthington Steel also includes our consolidated joint ventures: Spartan Steel Coating, LLC (“Spartan”) and TWB. Spartan operates a cold-rolled hot dipped galvanizing line and TWB operates a tailor welded blank business. Worthington Steel is an intermediate processor of flat-rolled steel. This operating segment’s processing capabilities include pickling; slitting; oscillate slitting; cold reducing; hot-dipped galvanizing; hydrogen annealing; cutting-to-length; temper rolling; tension leveling; edging; non-metallic coating, including dry lubrication, acrylic and paint; and configured blanking. Worthington Steel sells to customers principally in the automotive, construction, lawn and garden, hardware, furniture, office equipment, leisure and recreation, appliance, agricultural, HVAC, container and aerospace markets. Worthington Steel also toll processes steel for steel mills, large end-users, service centers and other processors. Toll processing is different from typical steel processing in that the mill, end-user or other party retains title to the steel and has the responsibility for selling the end product. | |||||||||||||
Pressure Cylinders: The Pressure Cylinders operating segment consists of the Worthington Cylinders business unit and two consolidated joint ventures: Worthington Nitin Cylinders, an India-based manufacturer of high-pressure, seamless steel cylinders for CNG and other industrial gas storage applications; and Worthington Aritas, a Turkey-based manufacturer that is one of Europe’s leading cryogenic technology companies for LNG and other gas storage applications. Our Pressure Cylinders operating segment manufactures and sells filled and unfilled pressure cylinders, tanks and various accessories and related products for diversified end-use market applications. The following is a description of these markets: | |||||||||||||
• | Consumer Products: These products include LPG cylinders for barbecue grills and other heating applications, propane accessories, propane-filled cylinders for camping stove and other applications, hand held torches and accessories including filled fuel cylinders, and Balloon Time® helium-filled balloon kits. These products are sold primarily to mass merchandisers, cylinder exchangers and distributors. | ||||||||||||
• | Alternative fuels: This sector includes Type I, II, III and ASME cylinders for containment of CNG and hydrogen for automobiles, buses, and light-duty trucks, as well as propane/autogas cylinders for automobiles and light and medium-duty trucks. | ||||||||||||
• | Industrial Products: This market sector includes industrial, refrigerant, cryogenic and certain LPG cylinders for gas, as well as cryogenic pressure vessels and other specialty products. Cylinders in these markets are generally sold to gas producers and distributors. Industrial cylinders hold fuel for uses such as cutting, welding, breathing (medical, diving and firefighting), semiconductor production, and beverage delivery. Refrigerant gas cylinders are used to hold refrigerant gases for commercial, residential and automotive air conditioning and refrigeration systems. Cryogenic cylinders are used to store liquid nitrogen, oxygen, argon and carbon dioxide for industrial gas markets. Cryogenic LNG pressure vessels include transport trailers, ISO containers, bulk tanks and satellite stations for re-gasification. LPG cylinders hold fuel for recreational vehicle equipment, residential and light commercial heating systems, industrial forklifts and commercial/residential cooking (the latter, generally outside North America). Specialty products include a variety of fire suppression and chemical tanks. | ||||||||||||
• | Energy: This sector was formed in fiscal 2013 as a result of the acquisition of Westerman, Inc. on September 17, 2012 and also included the Palmer and Steffes acquisitions. Products for this sector include steel and fiberglass tanks, and pressure vessels and other products for global energy markets, including oil and gas and nuclear, which products are used for a broad variety of exploration, recovery and production purposes; and hoists and other marine products which are used principally in shipyard lift systems. This sector also leverages its manufacturing competencies to produce pressure vessels, atmospheric tanks, controls and various custom machined components for other industrial and agricultural end markets. | ||||||||||||
Engineered Cabs: This operating segment consists of the Worthington Industries Engineered Cabs business unit, which designs and manufactures high-quality, custom-engineered open and closed cabs and operator stations for a wide range of heavy mobile equipment in a range of industries. Engineered Cabs also manufactures other specialty weldments, kits, accessories, and cab components. The segment’s core capabilities are: 1) design and engineering and 2) manufacturing. Design and engineering capabilities consist of filling key project management roles from the initial design phase, prototyping and through final manufacturing and delivery of the finished product. Manufacturing capabilities are facilitated by computer-aided design and manufacturing systems as well as a variety of technologically advanced cutting, bending, forming, welding and painting equipment. Products and services are sold principally to original equipment manufacturers located primarily in the United States. | |||||||||||||
Other: The Other category includes the Construction Services and Worthington Energy Innovations operating segments, as they do not meet the quantitative thresholds for separate disclosure. Certain income and expense items not allocated to our operating segments are also included in Other as is the activity related to the wind down of our former Metal Framing operating segment. | |||||||||||||
Construction Services: The Construction Services operating segment consists of the Military Construction business unit, and, for periods prior to its closure in May 2014, the Worthington Construction Group business unit. Military Construction’s operations involve the supply and construction of single family housing, with a focus on military housing. We are in the process of evaluating strategic options for this business. | |||||||||||||
Worthington Energy Innovations: WEI is a 75%-owned consolidated joint venture with a subsidiary of Professional Supply, Inc. (20%) and Stonehenge Structured Finance Partners, LLC (5%) (together referred to as “WEI Partners”), located in Fremont, Ohio. WEI is a professional services company that develops cost-effective energy solutions for entities in North America. WEI designs solutions to minimize energy consumption, manages the energy solution installation, monitors and verifies energy usage, guarantees future energy savings and shares in these savings. | |||||||||||||
The accounting policies of the reportable business segments and other operating segments are described in “Note A – Summary of Significant Accounting Policies.” We evaluate operating segment performance based on operating income (loss). Inter-segment sales are not material. | |||||||||||||
The following table presents summarized financial information for our reportable business segments as of, and for the fiscal years ended, May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Net sales | |||||||||||||
Steel Processing | $ | 1,936,073 | $ | 1,462,630 | $ | 1,598,812 | |||||||
Pressure Cylinders | 928,396 | 859,264 | 770,101 | ||||||||||
Engineered Cabs | 200,528 | 226,002 | 104,272 | ||||||||||
Other | 61,429 | 64,348 | 61,516 | ||||||||||
Total net sales | $ | 3,126,426 | $ | 2,612,244 | $ | 2,534,701 | |||||||
Operating income (loss) | |||||||||||||
Steel Processing | $ | 119,025 | $ | 68,156 | $ | 73,626 | |||||||
Pressure Cylinders | 55,004 | 66,367 | 45,108 | ||||||||||
Engineered Cabs | (26,516 | ) | 4,158 | 4,878 | |||||||||
Other | (11,760 | ) | (9,539 | ) | (22,002 | ) | |||||||
Total operating income | $ | 135,753 | $ | 129,142 | $ | 101,610 | |||||||
Depreciation and amortization | |||||||||||||
Steel Processing | $ | 32,882 | $ | 25,918 | $ | 27,093 | |||||||
Pressure Cylinders | 31,984 | 26,919 | 20,407 | ||||||||||
Engineered Cabs | 10,027 | 9,096 | 3,540 | ||||||||||
Other | 4,837 | 4,536 | 4,833 | ||||||||||
Total depreciation and amortization | $ | 79,730 | $ | 66,469 | $ | 55,873 | |||||||
Impairment of long-lived assets | |||||||||||||
Steel Processing | $ | 7,141 | $ | - | $ | - | |||||||
Pressure Cylinders | 32,005 | 6,488 | - | ||||||||||
Engineered Cabs | 19,100 | - | - | ||||||||||
Other | - | - | 355 | ||||||||||
Total impairment of long-lived assets | $ | 58,246 | $ | 6,488 | $ | 355 | |||||||
Restructuring and other expense (income) | |||||||||||||
Steel Processing | $ | (3,382 | ) | $ | - | $ | - | ||||||
Pressure Cylinders | (745 | ) | 2,665 | 52 | |||||||||
Engineered Cabs | - | - | - | ||||||||||
Other | 1,215 | 628 | 5,932 | ||||||||||
Total restructuring and other expense | $ | (2,912 | ) | $ | 3,293 | $ | 5,984 | ||||||
Joint venture transactions | |||||||||||||
Steel Processing | $ | - | $ | - | $ | (2,102 | ) | ||||||
Pressure Cylinders | - | - | - | ||||||||||
Engineered Cabs | - | - | - | ||||||||||
Other | 1,036 | (604 | ) | 1,952 | |||||||||
Total joint venture transactions | $ | 1,036 | $ | (604 | ) | $ | (150 | ) | |||||
Total assets | |||||||||||||
Steel Processing | $ | 850,748 | $ | 610,464 | $ | 709,030 | |||||||
Pressure Cylinders | 818,720 | 742,686 | 575,250 | ||||||||||
Engineered Cabs | 181,251 | 201,048 | 199,594 | ||||||||||
Other | 445,662 | 396,659 | 393,923 | ||||||||||
Total assets | $ | 2,296,381 | $ | 1,950,857 | $ | 1,877,797 | |||||||
Capital expenditures | |||||||||||||
Steel Processing | $ | 16,682 | 8,371 | $ | 9,705 | ||||||||
Pressure Cylinders | 32,364 | 13,368 | 8,456 | ||||||||||
Engineered Cabs | 10,351 | 6,265 | 4,641 | ||||||||||
Other | 11,941 | 16,584 | 8,911 | ||||||||||
Total capital expenditures | $ | 71,338 | $ | 44,588 | $ | 31,713 | |||||||
The following table presents net sales by geographic region for the years ended May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
United States | $ | 2,917,484 | $ | 2,418,307 | $ | 2,333,575 | |||||||
Europe | 136,513 | 159,562 | 150,458 | ||||||||||
Mexico | 51,430 | - | - | ||||||||||
Canada | 10,324 | 21,257 | 29,097 | ||||||||||
Other | 10,675 | 13,118 | 21,571 | ||||||||||
Total | $ | 3,126,426 | $ | 2,612,244 | $ | 2,534,701 | |||||||
The following table presents property, plant and equipment, net, by geographic region as of May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
United States | $ | 429,068 | $ | 400,032 | |||||||||
Europe | 56,884 | 51,222 | |||||||||||
Mexico | 6,314 | - | |||||||||||
Canada | - | 1,275 | |||||||||||
Other | 6,595 | 6,901 | |||||||||||
Total | $ | 498,861 | $ | 459,430 | |||||||||
Acquisitions
Acquisitions | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Acquisitions | ' | ||||||||||||
Note O – Acquisitions | |||||||||||||
Fiscal 2014 | |||||||||||||
The Tank Manufacturing Division of Steffes Corporation | |||||||||||||
On March 27, 2014, we acquired the tank manufacturing division of Steffes Corporation (“Steffes”) for cash consideration of approximately $28,874,000, subject to a final working capital adjustment. This division manufactures oilfield storage tanks for customers drilling in the Bakken shale and Williston Basin region out of a manufacturing facility located in Dickinson, North Dakota, and complements our existing operations in Ohio and Kansas that manufacture steel and fiberglass storage tanks, gas separators, gas production units and related wellhead equipment for oil and gas exploration in the Marcellus, Utica, Bakken and Mid-Continent regions. The acquired net assets became part of our Pressure Cylinders operating segment upon closing. | |||||||||||||
The assets acquired and liabilities assumed were recognized at their acquisition-date fair values, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of Steffes, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 10,000 | 9 | ||||||||||
Trade name | 290 | Less than 1 | |||||||||||
Total acquired identifiable intangible assets | $ | 10,290 | |||||||||||
The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes a going-concern element that represents our ability to earn a higher rate of return on this group of assets than would be expected on the separate assets as determined during the valuation process. This additional investment value resulted in goodwill, which is expected to be deductible for income tax purposes. | |||||||||||||
The following table summarizes the consideration transferred for Steffes and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Inventories | $ | 2,316 | |||||||||||
Intangible assets | 10,290 | ||||||||||||
Property, plant and equipment | 2,638 | ||||||||||||
Total identifiable assets | 15,244 | ||||||||||||
Goodwill | 13,046 | ||||||||||||
Purchase price | 28,290 | ||||||||||||
Estimated working capital deficit | 584 | ||||||||||||
Total cash paid | $ | 28,874 | |||||||||||
Operating results of Steffes have been included in our consolidated statements of earnings from the acquisition date, forward. Pro forma results, including the acquired business since the beginning of fiscal 2013, would not be materially different than reported results. | |||||||||||||
Aritaş Basinçli Kaplar Sanayi | |||||||||||||
On January 24, 2014, we acquired a 75% interest in Worthington Aritas, one of Europe’s leading LNG (liquefied natural gas) and cryogenic technology companies. The remaining 25% stake was retained by the prior owners. The total purchase price, including an adjustment for estimated final working capital, was $35,325,000. The purchase price also includes contingent consideration with an estimated fair value of $404,000. The acquired net assets became part of our Pressure Cylinders operating segment upon closing. | |||||||||||||
The contingent consideration arrangement requires the Company to pay $2,000,000 of additional consideration to the former owners if earnings before interest, taxes, depreciation and amortization (“EBITDA”) exceed $5,000,000 during any 12 consecutive months during the first 14 month period following the closing date. We determined the acquisition date fair value of the contingent consideration obligation using a Monte Carlo simulation model based on management’s projections of future EBITDA levels. Refer to “Note Q – Fair Value Measurements” for additional information regarding the fair value measurement of the contingent consideration obligation. | |||||||||||||
The assets acquired and liabilities assumed were recognized at their estimated acquisition-date fair values based on a preliminary valuation analysis, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of our 75% interest in Worthington Aritas, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 8,400 | 10 | ||||||||||
Technological know-how | 8,100 | 20 | |||||||||||
Trade name | 180 | 2 | |||||||||||
Non-compete agreements | 120 | 3 | |||||||||||
Total acquired identifiable intangible assets | $ | 16,800 | |||||||||||
The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes a going-concern element that represents our ability to earn a higher rate of return on this group of assets than would be expected on the separate assets as determined during the valuation process. This additional investment value resulted in goodwill, which is not expected to be deductible for income tax purposes. | |||||||||||||
The following table summarizes the consideration transferred for Worthington Aritas and the final fair values assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | Preliminary | Measurement | Final | ||||||||||
Valuation | Period | Valuation | |||||||||||
February 28, 2014 | Adjustments | May 31, 2014 | |||||||||||
Cash and cash equivalents | $ | 1,037 | $ | - | $ | 1,037 | |||||||
Accounts receivable | 3,326 | (84 | ) | 3,242 | |||||||||
Inventories | 10,678 | - | 10,678 | ||||||||||
Prepaid expenses and other current assets | 1,317 | - | 1,317 | ||||||||||
Intangible assets | 16,800 | - | 16,800 | ||||||||||
Other noncurrent assets | 1,099 | - | 1,099 | ||||||||||
Property, plant and equipment | 5,467 | - | 5,467 | ||||||||||
Total identifiable assets | 39,724 | (84 | ) | 39,640 | |||||||||
Accounts payable | (5,587 | ) | - | (5,587 | ) | ||||||||
Short-term borrowings | (251 | ) | - | (251 | ) | ||||||||
Accrued liabilities | (2,756 | ) | (4,146 | ) | (6,902 | ) | |||||||
Other liabilities | (4,954 | ) | 4,954 | - | |||||||||
Deferred taxes | (2,787 | ) | - | (2,787 | ) | ||||||||
Net identifiable assets | 23,389 | 724 | 24,113 | ||||||||||
Goodwill | 23,586 | (599 | ) | 22,987 | |||||||||
Net assets | 46,975 | 125 | 47,100 | ||||||||||
Noncontrolling interest | (11,744 | ) | (31 | ) | (11,775 | ) | |||||||
Total consideration | $ | 35,231 | $ | 94 | $ | 35,325 | |||||||
The Company recognized $1,520,000 of acquisition-related costs that were expensed within SG&A expense in the current period. Operating results of Worthington Aritas have been included in our consolidated statements of earnings from the acquisition date, forward. Pro forma results, including the acquired business since the beginning of fiscal 2013, would not be materially different than reported results. | |||||||||||||
TWB Company, L.L.C. | |||||||||||||
On July 31, 2013, we purchased an additional 10% interest in our laser welded blank joint venture, TWB, for $17,869,000, increasing our ownership to a 55% controlling interest. This transaction was accounted for as a step acquisition, which required that we re-measure our previously held 45% ownership interest to fair value and record the difference between fair value and carrying value as a gain in our consolidated statement of earnings. The re-measurement to fair value resulted in a non-cash pre-tax gain of $11,000,000, which is included in miscellaneous income in our consolidated statement of earnings for fiscal 2014. The acquired net assets became part of our Steel Processing operating segment upon closing. | |||||||||||||
The assets acquired and liabilities assumed were recognized at their acquisition-date fair values. In connection with the acquisition of TWB, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 17,438 | 6-May | ||||||||||
Trade names | 4,120 | Indefinite | |||||||||||
Non-compete agreement | 470 | 5 | |||||||||||
Total acquired identifiable intangible assets | $ | 22,028 | |||||||||||
The estimated fair value of the assets acquired and liabilities assumed approximated the purchase price and therefore no goodwill was recognized. | |||||||||||||
The following table summarizes the consideration transferred for our 55% controlling interest in TWB and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Consideration Transferred: | |||||||||||||
Cash consideration | $ | 17,869 | |||||||||||
Fair value of previously held interest in TWB | 72,369 | ||||||||||||
Total consideration | $ | 90,238 | |||||||||||
Estimated Fair Value of Assets Acquired and Liabilities Assumed: | |||||||||||||
Cash and cash equivalents | $ | 70,826 | |||||||||||
Accounts receivable | 52,012 | ||||||||||||
Inventories | 20,403 | ||||||||||||
Prepaid expenses and other current assets | 4,027 | ||||||||||||
Intangible assets | 22,028 | ||||||||||||
Other noncurrent assets | 103 | ||||||||||||
Property, plant and equipment | 52,390 | ||||||||||||
Total identifiable assets | 221,789 | ||||||||||||
Accounts payable | (50,642 | ) | |||||||||||
Accrued liabilities | (6,431 | ) | |||||||||||
Deferred taxes | (2,109 | ) | |||||||||||
Net assets | 162,607 | ||||||||||||
Noncontrolling interest | (72,369 | ) | |||||||||||
Total consideration | $ | 90,238 | |||||||||||
The fair value of our previously held equity interest and the noncontrolling interest was derived using a market approach, and included a minority discount of 10% to reflect management’s estimate of the control premium. | |||||||||||||
Net sales of $319,542,000 and earnings before income taxes of $22,991,000 have been included in the Company’s consolidated statement of earnings from the acquisition date through May 31, 2014. | |||||||||||||
Proforma net sales of the combined entity had the acquisition occurred at the beginning of fiscal 2013 were $3,180,428,000 and $2,956,309,000 for the fiscal years ended May 31, 2014 and 2013, respectively. Pro forma earnings would not be materially different than reported results due to our 45% noncontrolling interest in TWB prior to the acquisition date. | |||||||||||||
Fiscal 2013 | |||||||||||||
Palmer Mfg. & Tank, Inc. | |||||||||||||
On April 9, 2013, we acquired the net assets of Palmer Mfg. & Tank, Inc. (“Palmer”) for cash consideration of approximately $113,479,000. Palmer manufactures steel and fiberglass tanks and processing equipment for the oil and gas industry, and custom manufactures fiberglass tanks for agricultural, chemical and general industrial applications. The acquired net assets became part of our Pressure Cylinders operating segment upon closing. | |||||||||||||
The assets acquired and liabilities assumed were recognized at their acquisition-date fair values, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of Palmer, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 25,730 | 8 | ||||||||||
Trade name | 8,406 | 5 | |||||||||||
Non-compete agreement | 5,208 | 5 | |||||||||||
Other | 150 | 3 | |||||||||||
Total acquired identifiable intangible assets | $ | 39,494 | |||||||||||
The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes a going-concern element that represents our ability to earn a higher rate of return on this group of assets than would be expected on the separate assets as determined during the valuation process. This additional investment value resulted in goodwill, which is expected to be deductible for income tax purposes. | |||||||||||||
The following table summarizes the consideration transferred for Palmer and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents | $ | 364 | |||||||||||
Accounts receivable | 9,252 | ||||||||||||
Inventories | 17,758 | ||||||||||||
Prepaid expenses and other current assets | 9 | ||||||||||||
Intangible assets | 39,494 | ||||||||||||
Property, plant and equipment | 16,504 | ||||||||||||
Total identifiable assets | 83,381 | ||||||||||||
Accounts payable | (2,547 | ) | |||||||||||
Accrued liabilities | (2,175 | ) | |||||||||||
Net identifiable assets | 78,659 | ||||||||||||
Goodwill | 34,820 | ||||||||||||
Total cash consideration | $ | 113,479 | |||||||||||
Operating results of Palmer have been included in our consolidated statements of earnings from the acquisition date, forward. Pro forma results, including the acquired business since the beginning of fiscal 2012, would not be materially different than reported results. | |||||||||||||
Westerman, Inc. | |||||||||||||
On September 17, 2012, we acquired 100% of the outstanding common shares of Westerman, Inc. (“Westerman”) for cash consideration of approximately $62,749,000 and the assumption of approximately $7,251,000 of debt, which was repaid at closing. Westerman is a leading manufacturer of tanks, pressure vessels and other products for the oil and gas and nuclear markets as well as hoists and other products for marine applications. The acquired net assets became part of our Pressure Cylinders operating segment upon closing. | |||||||||||||
The assets acquired and liabilities assumed were recognized at their acquisition-date fair values, with goodwill representing the excess of the purchase price over the fair value of the net identifiable assets acquired. In connection with the acquisition of Westerman, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 12,796 | 10 | ||||||||||
Trade name | 2,986 | 4-Mar | |||||||||||
Non-compete agreement | 1,050 | 5 | |||||||||||
Other | 1,486 | 3-Jan | |||||||||||
Total acquired identifiable intangible assets | $ | 18,318 | |||||||||||
The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes a going-concern element that represents our ability to earn a higher rate of return on this group of assets than would be expected on the separate assets as determined during the valuation process. This additional investment value resulted in goodwill, which is not expected to be deductible for income tax purposes. | |||||||||||||
The following table summarizes the consideration transferred for Westerman and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents | $ | 639 | |||||||||||
Accounts receivable | 6,355 | ||||||||||||
Inventories | 15,377 | ||||||||||||
Prepaid expenses and other current assets | 836 | ||||||||||||
Intangible assets | 18,318 | ||||||||||||
Property, plant and equipment | 23,503 | ||||||||||||
Total identifiable assets | 65,028 | ||||||||||||
Accounts payable | (2,952 | ) | |||||||||||
Accrued liabilities | (2,479 | ) | |||||||||||
Other current liabilities | (765 | ) | |||||||||||
Short-term borrowings | (7,251 | ) | |||||||||||
Deferred income taxes | (11,022 | ) | |||||||||||
Net identifiable assets | 40,559 | ||||||||||||
Goodwill | 22,190 | ||||||||||||
Total cash consideration | $ | 62,749 | |||||||||||
Operating results of Westerman have been included in our consolidated statements of earnings from the acquisition date, forward. Pro forma results, including the acquired business since the beginning of fiscal 2012, would not be materially different than reported results. |
Derivative_Instruments_and_Hed
Derivative Instruments and Hedging Activities | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Derivative Instruments and Hedging Activities | ' | ||||||||||||||||
Note P – Derivative Instruments and Hedging Activities | |||||||||||||||||
We utilize derivative financial instruments to manage exposure to certain risks related to our ongoing operations. The primary risks managed through the use of derivative instruments include interest rate risk, currency exchange risk and commodity price risk. While certain of our derivative instruments are designated as hedging instruments, we also enter into derivative instruments that are designed to hedge a risk, but are not designated as hedging instruments and therefore do not qualify for hedge accounting. These derivative instruments are adjusted to current fair value through earnings at the end of each period. | |||||||||||||||||
Interest Rate Risk Management – We are exposed to the impact of interest rate changes. Our objective is to manage the impact of interest rate changes on cash flows and the market value of our borrowings. We utilize a mix of debt maturities along with both fixed-rate and variable-rate debt to manage changes in interest rates. In addition, we enter into interest rate swaps to further manage our exposure to interest rate variations related to our borrowings and to lower our overall borrowing costs. | |||||||||||||||||
Currency Exchange Risk Management – We conduct business in several major international currencies and are therefore subject to risks associated with changing foreign exchange rates. We enter into various contracts that change in value as foreign exchange rates change to manage this exposure. Such contracts limit exposure to both favorable and unfavorable currency fluctuations. The translation of foreign currencies into United States dollars also subjects us to exposure related to fluctuating exchange rates; however, derivative instruments are not used to manage this risk. | |||||||||||||||||
Commodity Price Risk Management – We are exposed to changes in the price of certain commodities, including steel, natural gas, zinc and other raw materials, and our utility requirements. Our objective is to reduce earnings and cash flow volatility associated with forecasted purchases and sales of these commodities to allow management to focus its attention on business operations. Accordingly, we enter into derivative contracts to manage the associated price risk. | |||||||||||||||||
We are exposed to counterparty credit risk on all of our derivative instruments. Accordingly, we have established and maintain strict counterparty credit guidelines and enter into derivative instruments only with major financial institutions. We do not have significant exposure to any one counterparty and management believes the risk of loss is remote and, in any event, would not be material. | |||||||||||||||||
Refer to “Note Q – Fair Value Measurements” for additional information regarding the accounting treatment for our derivative instruments, as well as how fair value is determined. | |||||||||||||||||
The following table summarizes the fair value of our derivative instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2014: | |||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||
(in thousands) | Balance | Fair | Balance Sheet | Fair | |||||||||||||
Sheet | Value | Location | Value | ||||||||||||||
Location | |||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||
Interest rate contracts | Receivables | $ | - | Accounts payable | $ | 4,180 | |||||||||||
Commodity contracts | Receivables | 456 | Accounts payable | - | |||||||||||||
Totals | $ | 456 | $ | 4,180 | |||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||
Commodity contracts | Receivables | $ | 796 | Accounts payable | $ | 295 | |||||||||||
Foreign exchange contracts | Receivables | 32 | Accounts payable | - | |||||||||||||
Totals | $ | 828 | $ | 295 | |||||||||||||
Total Derivative Instruments | $ | 1,284 | $ | 4,475 | |||||||||||||
The amounts in the table above reflect the fair value of the Company’s derivative contracts on a net basis. Had these amounts been recognized on a gross basis, the impact would have been a $730,000 increase in receivables with a corresponding increase in accounts payable. | |||||||||||||||||
The following table summarizes the fair value of our derivative instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2013: | |||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||
(in thousands) | Balance | Fair | Balance Sheet | Fair | |||||||||||||
Sheet | Value | Location | Value | ||||||||||||||
Location | |||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||
Interest rate contracts | Receivables | $ | - | Accounts payable | $ | 4,032 | |||||||||||
Other assets | - | Other liabilities | 3,863 | ||||||||||||||
- | 7,895 | ||||||||||||||||
Commodity contracts | Receivables | 425 | Accounts payable | 1,352 | |||||||||||||
425 | 1,352 | ||||||||||||||||
Totals | $ | 425 | $ | 9,247 | |||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||
Commodity contracts | Receivables | $ | 331 | Accounts payable | $ | 527 | |||||||||||
331 | 527 | ||||||||||||||||
Foreign exchange contracts | Receivables | 5 | Accounts payable | - | |||||||||||||
5 | - | ||||||||||||||||
Totals | $ | 336 | $ | 527 | |||||||||||||
Total Derivative Instruments | $ | 761 | $ | 9,774 | |||||||||||||
The amounts in the table above reflect the fair value of the Company’s derivative contracts on a net basis. Had these amounts been recognized on a gross basis, the impact would have been a $740,000 increase in receivables with a corresponding increase in accounts payable. | |||||||||||||||||
Cash Flow Hedges | |||||||||||||||||
We enter into derivative instruments to hedge our exposure to changes in cash flows attributable to interest rate and commodity price fluctuations associated with certain forecasted transactions. These derivative instruments are designated and qualify as cash flow hedges. Accordingly, the effective portion of the gain or loss on the derivative instrument is reported as a component of other comprehensive income (“OCI”) and reclassified into earnings in the same line associated with the forecasted transaction and in the same period during which the hedged transaction affects earnings. The ineffective portion of the gain or loss on the derivative instrument is recognized in earnings immediately. | |||||||||||||||||
The following table summarizes our cash flow hedges outstanding at May 31, 2014: | |||||||||||||||||
(Dollars in thousands) | Notional | Maturity Date | |||||||||||||||
Amount | |||||||||||||||||
Commodity contracts | $ | 26,700 | June 2014 – December 2015 | ||||||||||||||
Interest rate contracts | $ | 100,000 | Dec-14 | ||||||||||||||
The following table summarizes the gain (loss) recognized in OCI and the gain (loss) reclassified from accumulated OCI into earnings for derivative instruments designated as cash flow hedges during the fiscal years ended May 31, 2014 and 2013: | |||||||||||||||||
(in thousands) | Income | Location of | Income | Location of | Income | ||||||||||||
(Loss) | Income (Loss) | (Loss) | Income (Loss) | (Loss) | |||||||||||||
Recognized | Reclassified from | Reclassified | (Ineffective | (Ineffective | |||||||||||||
in OCI | Accumulated OCI | from | Portion) | Portion) | |||||||||||||
(Effective | (Effective | Accumulated | Excluded from | Excluded | |||||||||||||
Portion) | Portion) | OCI | Effectiveness | from | |||||||||||||
(Effective | Testing | Effectiveness | |||||||||||||||
Portion) | Testing | ||||||||||||||||
For the fiscal year ended | |||||||||||||||||
May 31, 2014: | |||||||||||||||||
Interest rate contracts | $ | (3,351 | ) | Interest expense | $ | (4,586 | ) | Interest expense | $ | - | |||||||
Commodity contracts | (2,602 | ) | Cost of goods sold | (4,915 | ) | Cost of goods sold | - | ||||||||||
Totals | $ | (5,953 | ) | $ | (9,501 | ) | $ | - | |||||||||
For the fiscal year ended | |||||||||||||||||
May 31, 2013: | |||||||||||||||||
Interest rate contracts | $ | (951 | ) | Interest expense | $ | (4,011 | ) | Interest expense | $ | - | |||||||
Commodity contracts | (19 | ) | Cost of goods sold | 1,580 | Cost of goods sold | - | |||||||||||
Totals | $ | (970 | ) | $ | (2,431 | ) | $ | - | |||||||||
The estimated net amount of the losses in AOCI at May 31, 2014 expected to be reclassified into net earnings within the succeeding twelve months is $1,287,000 (net of tax of $763,000). This amount was computed using the fair value of the cash flow hedges at May 31, 2014, and will change before actual reclassification from other comprehensive income to net earnings during the fiscal year ended May 31, 2015. | |||||||||||||||||
Economic (Non-designated) Hedges | |||||||||||||||||
We enter into foreign currency contracts to manage our foreign exchange exposure related to inter-company and financing transactions that do not meet the requirements for hedge accounting treatment. We also enter into certain commodity contracts that do not qualify for hedge accounting treatment. Accordingly, these derivative instruments are adjusted to current market value at the end of each period through earnings. | |||||||||||||||||
The following table summarizes our economic (non-designated) derivative instruments outstanding at May 31, 2014: | |||||||||||||||||
(Dollars in thousands) | Notional | Maturity Date(s) | |||||||||||||||
Amount | |||||||||||||||||
Commodity contracts | $ | 24,660 | June 2014 – December 2015 | ||||||||||||||
Foreign currency contracts | $ | 6,830 | Jun-14 | ||||||||||||||
The following table summarizes the gain (loss) recognized in earnings for economic (non-designated) derivative financial instruments during the fiscal years ended May 31, 2014 and 2013: | |||||||||||||||||
Income (Loss) Recognized | |||||||||||||||||
in Earnings | |||||||||||||||||
Location of Income (Loss) | Fiscal Year Ended | ||||||||||||||||
Recognized in Earnings | May 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||
Commodity contracts | Cost of goods sold | $ | (1,304 | ) | $ | 8,039 | |||||||||||
Foreign exchange contracts | Miscellaneous income (expense) | 27 | 536 | ||||||||||||||
Total | $ | (1,277 | ) | $ | 8,575 | ||||||||||||
The gain on the foreign currency derivatives significantly offsets the gain on the hedged item. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
Note Q – Fair Value Measurements | |||||||||||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is an exit price concept that assumes an orderly transaction between willing market participants and is required to be based on assumptions that market participants would use in pricing an asset or a liability. Current accounting guidance establishes a three-tier fair value hierarchy as a basis for considering such assumptions and for classifying the inputs used in the valuation methodologies. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair values are as follows: | |||||||||||||||||
Level 1 | – | Observable prices in active markets for identical assets and liabilities. | |||||||||||||||
Level 2 | – | Observable inputs other than quoted prices in active markets for identical assets and liabilities. | |||||||||||||||
Level 3 | – | Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. | |||||||||||||||
Recurring Fair Value Measurements | |||||||||||||||||
At May 31, 2014, our financial assets and liabilities measured at fair value on a recurring basis were as follows: | |||||||||||||||||
(in thousands) | Quoted Prices | Significant | Significant | Totals | |||||||||||||
in | Other | Unobservable | |||||||||||||||
Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 1,284 | $ | - | $ | 1,284 | |||||||||
Total assets | $ | - | $ | 1,284 | $ | - | $ | 1,284 | |||||||||
Liabilities | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 4,475 | $ | - | $ | 4,475 | |||||||||
Contingent consideration obligation (2) | - | - | 404 | 404 | |||||||||||||
Total liabilities | $ | - | $ | 4,475 | $ | 404 | $ | 4,879 | |||||||||
At May 31, 2013, our financial assets and liabilities measured at fair value on a recurring basis were as follows: | |||||||||||||||||
(in thousands) | Quoted Prices | Significant | Significant | Totals | |||||||||||||
in | Other | Unobservable | |||||||||||||||
Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 761 | $ | - | $ | 761 | |||||||||
Total assets | $ | - | $ | 761 | $ | - | $ | 761 | |||||||||
Liabilities | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 9,774 | $ | - | $ | 9,774 | |||||||||
Total liabilities | $ | - | $ | 9,774 | $ | - | $ | 9,774 | |||||||||
-1 | The fair value of our derivative contracts is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “Note P – Derivative Instruments and Hedging Activities” for additional information regarding our use of derivative instruments. | ||||||||||||||||
-2 | The fair value of the contingent consideration obligation related to our acquisition of a 75% interest in Worthington Aritas is determined using a Monte Carlo simulation model based on management’s projections of future EBITDA levels. The fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement. At each reporting date, we will revalue the contingent consideration obligation to estimated fair value and record changes in fair value as income or expense in our consolidated statement of earnings. Refer to “Note O – Acquisitions” for additional information. | ||||||||||||||||
Non-Recurring Fair Value Measurements | |||||||||||||||||
At May 31, 2014, our assets measured at fair value on a non-recurring basis were categorized as follows: | |||||||||||||||||
(in thousands) | Quoted Prices | Significant | Significant | Totals | |||||||||||||
in Active | Other | Unobservable | |||||||||||||||
Markets | Observable | Inputs | |||||||||||||||
(Level 1) | Inputs | (Level 3) | |||||||||||||||
(Level 2) | |||||||||||||||||
Assets | |||||||||||||||||
Long-lived assets held for sale (1) | $ | - | $ | 25,040 | $ | - | $ | 25,040 | |||||||||
Long-lived assets held and used (2) | - | 7,034 | - | 7,034 | |||||||||||||
Total assets | $ | - | $ | 32,074 | $ | - | $ | 32,074 | |||||||||
-1 | During the fourth quarter of fiscal 2014, management committed to a plan to sell the Company’s 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $5,925,000, was lower than its net book value, an impairment charge of $18,959,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $7,583,000, was recorded within net earnings attributable to noncontrolling interest in our fiscal 2014 consolidated statement of earnings. | ||||||||||||||||
During the fourth quarter of fiscal 2014, management committed to plans to sell the Company’s stainless steel business, Precision Specialty Metals, Inc. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $19,115,000, was lower than its net book value, an impairment charge of $7,141,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | |||||||||||||||||
-2 | During the fourth quarter of fiscal 2014, we determined that indicators of impairment were present at the Company’s aluminum high-pressure cylinder business in New Albany, Mississippi, due to current and projected operating losses. Recoverability of the identified asset group was tested using future cash flow projections based on management’s long-range estimates of market conditions. The sum of these undiscounted future cash flows was less than the net book value of the asset group. In accordance with the applicable accounting guidance, the net assets were written down to their fair value of $7,034,000, resulting in an impairment charge of $1,412,000 within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | ||||||||||||||||
At May 31, 2013, our assets measured at fair value on a non-recurring basis were categorized as follows: | |||||||||||||||||
(in thousands) | Quoted | Significant | Significant | Totals | |||||||||||||
Prices in | Other | Unobservable | |||||||||||||||
Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Long-lived assets held and used (1) | $ | - | $ | 6,856 | $ | - | $ | 6,856 | |||||||||
Total assets | $ | - | $ | 6,856 | $ | - | $ | 6,856 | |||||||||
-1 | During the fourth quarter of fiscal 2013, the long-lived assets of our 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders, were written down to their estimated fair value of $6,856,000, resulting in an impairment charge of $4,968,000 within impairment of long-lived assets in our consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $1,987,000, was recorded within net earnings attributable to noncontrolling interest in our consolidated statement of earnings. Fair value was determined based on market prices for similar assets. | ||||||||||||||||
The non-derivative financial instruments included in the carrying amounts of cash and cash equivalents, receivables, income taxes receivable, other assets, deferred income taxes, accounts payable, short-term borrowings, accrued compensation, contributions to employee benefit plans and related taxes, other accrued expenses, income taxes payable and other liabilities approximate fair value due to their short-term nature. The fair value of long-term debt, including current maturities, based upon models utilizing market observable (Level 2) inputs and credit risk, was $674,488,000 and $421,056,000 at May 31, 2014 and 2013, respectively. The carrying amount of long-term debt, including current maturities, was $655,963,000 and $407,328,000 at May 31, 2014 and 2013, respectively. |
Operating_Leases
Operating Leases | 12 Months Ended | ||||
31-May-14 | |||||
Operating Leases | ' | ||||
Note R – Operating Leases | |||||
We lease certain property and equipment from third parties under non-cancelable operating lease agreements. Rent expense under operating leases was $14,677,000, $13,831,000 and $14,433,000 in fiscal 2014, fiscal 2013 and fiscal 2012, respectively. Future minimum lease payments for non-cancelable operating leases having an initial or remaining term in excess of one year at May 31, 2014, were as follows: | |||||
(in thousands) | |||||
2015 | $ | 9,091 | |||
2016 | 7,804 | ||||
2017 | 6,668 | ||||
2018 | 5,878 | ||||
2019 | 4,957 | ||||
Thereafter | 6,793 | ||||
Total | $ | 41,191 | |||
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
31-May-14 | |
Related Party Transactions | ' |
Note S – Related Party Transactions | |
We purchase from, and sell to, affiliated companies certain raw materials and services at prevailing market prices. Net sales to affiliated companies for fiscal 2014, fiscal 2013 and fiscal 2012 totaled $31,441,000, $19,568,000, and $22,006,000, respectively. Purchases from affiliated companies for fiscal 2014, fiscal 2013 and fiscal 2012 totaled $9,387,000, $4,930,000, and $4,313,000, respectively. Accounts receivable from affiliated companies were $4,124,000 and $4,466,000 at May 31, 2014 and 2013, respectively. Accounts payable to affiliated companies were $12,716,000 and $11,777,000 at May 31, 2014 and 2013, respectively. |
Quarterly_Results_of_Operation
Quarterly Results of Operations (Unaudited) | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Quarterly Results of Operations (Unaudited) | ' | ||||||||||||||||
Note T – Quarterly Results of Operations (Unaudited) | |||||||||||||||||
The following table summarizes the unaudited quarterly consolidated results of operations for fiscal 2014 and fiscal 2013: | |||||||||||||||||
(in thousands, except per share) | Three Months Ended | ||||||||||||||||
Fiscal 2014 | August 31 | November 30 | February 28 | May 31 | |||||||||||||
Net sales | $ | 692,291 | $ | 769,900 | $ | 773,230 | $ | 891,005 | |||||||||
Gross margin | 110,964 | 128,232 | 122,487 | 130,836 | |||||||||||||
Net earnings attributable to controlling interest | 54,557 | 22,977 | 40,603 | 33,163 | |||||||||||||
Earnings per share - basic | $ | 0.78 | $ | 0.33 | $ | 0.59 | $ | 0.49 | |||||||||
Earnings per share - diluted | 0.76 | 0.32 | 0.57 | 0.47 | |||||||||||||
Fiscal 2013 | 31-Aug | 30-Nov | 28-Feb | 31-May | |||||||||||||
Net sales | $ | 666,035 | $ | 622,622 | $ | 619,527 | $ | 704,060 | |||||||||
Gross margin | 93,651 | 94,856 | 97,026 | 111,110 | |||||||||||||
Net earnings attributable to controlling interest | 33,962 | 31,826 | 37,131 | 33,523 | |||||||||||||
Earnings per share - basic | $ | 0.5 | $ | 0.46 | $ | 0.53 | $ | 0.48 | |||||||||
Earnings per share - diluted | 0.49 | 0.45 | 0.52 | 0.46 | |||||||||||||
The sum of the quarterly earnings per share data presented in the table may not equal the annual results due to rounding and the impact of dilutive securities on the annual versus the quarterly earnings per share calculations. |
Schedule_ii_Valuation_and_Qual
Schedule ii - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||||||||||||||
31-May-14 | |||||||||||||||||||||||||||||||||
Schedule ii - Valuation and Qualifying Accounts | ' | ||||||||||||||||||||||||||||||||
WORTHINGTON INDUSTRIES, INC. AND SUBSIDIARIES | |||||||||||||||||||||||||||||||||
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||||||||||||||||||||
COL. A. | COL. B. | COL. C. | COL. D. | COL. E. | |||||||||||||||||||||||||||||
Description | Additions | ||||||||||||||||||||||||||||||||
Balance at | Charged to | Charged to | Deductions – | Balance at End | |||||||||||||||||||||||||||||
Beginning | Costs and | Other Accounts – | Describe (B) | of Period | |||||||||||||||||||||||||||||
of Period | Expenses | Describe (A) | |||||||||||||||||||||||||||||||
Year Ended May 31, 2014: | $ | 3,408,000 | $ | 32,000 | $ | - | $ | 397,000 | $ | 3,043,000 | |||||||||||||||||||||||
Deducted from asset accounts: | |||||||||||||||||||||||||||||||||
Allowance for possible losses on trade accounts receivable | |||||||||||||||||||||||||||||||||
Year Ended May 31, 2013: | $ | 3,329,000 | $ | 783,000 | $ | 26,000 | $ | 730,000 | $ | 3,408,000 | |||||||||||||||||||||||
Deducted from asset accounts: | |||||||||||||||||||||||||||||||||
Allowance for possible losses on trade accounts receivable | |||||||||||||||||||||||||||||||||
Year Ended May 31, 2012: | $ | 4,150,000 | $ | 339,000 | $ | 370,000 | $ | 1,530,000 | $ | 3,329,000 | |||||||||||||||||||||||
Deducted from asset accounts: | |||||||||||||||||||||||||||||||||
Allowance for possible losses on trade accounts receivable | |||||||||||||||||||||||||||||||||
Note A – Miscellaneous amounts. | |||||||||||||||||||||||||||||||||
Note B – Uncollectable accounts charged to the allowance. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
31-May-14 | |
Consolidation | ' |
Consolidation: The consolidated financial statements include the accounts of Worthington Industries, Inc. and consolidated subsidiaries (collectively, “we,” “our,” “Worthington,” or the “Company”). Investments in unconsolidated affiliates are accounted for using the equity method. Significant intercompany accounts and transactions are eliminated. | |
Worthington Aritaş Basinçli Kaplar Sanayi (“Worthington Aritas”), Spartan Steel Coating, LLC (“Spartan”), TWB Company, L.L.C. (“TWB”), Worthington Energy Innovations, LLC (“WEI”), and Worthington Nitin Cylinders Limited (“Worthington Nitin Cylinders”) in which we own controlling interests of 75%, 52%, 55%, 75%, and 60%, respectively, are consolidated with the equity owned by the other joint venture members shown as noncontrolling interest in our consolidated balance sheets, and the other joint venture members’ portion of net earnings and other comprehensive income shown as net earnings or comprehensive income attributable to noncontrolling interest in our consolidated statements of earnings and consolidated statements of comprehensive income, respectively. | |
On July 21, 2014, Severstal, the other member of our Spartan joint venture, announced that it had signed an agreement to sell certain steelmaking assets as well as its interests in three joint ventures, including Spartan, to AK Steel. | |
As more fully described in “Note O – Acquisitions”, on July 31, 2013, we purchased an additional 10% interest in TWB for $17,869,000, increasing our ownership to a 55% controlling interest. As a result, TWB’s results have been consolidated within the Steel Processing operating segment since the acquisition date. | |
Use of Estimates | ' |
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents: We consider all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. | |
Inventories | ' |
Inventories: Inventories are valued at the lower of cost or market. Cost is determined using the first-in, first-out method for all inventories. We believe our inventories were valued appropriately as of May 31, 2014 and May 31, 2013. | |
Derivative Financial Instruments | ' |
Derivative Financial Instruments: We utilize derivative financial instruments to manage exposure to certain risks related to our ongoing operations. The primary risks managed through the use of derivative instruments include interest rate risk, currency exchange risk and commodity price risk. All derivative instruments are accounted for using mark-to-market accounting. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, if so, the reason for holding it. Gains and losses on fair value hedges are recognized in current period earnings in the same line as the underlying hedged item. The effective portion of gains and losses on cash flow hedges is deferred as a component of accumulated other comprehensive income (“AOCI”) and recognized in earnings at the time the hedged item affects earnings, in the same financial statement caption as the underlying hedged item. Ineffectiveness of the hedges during the fiscal year ended May 31, 2014 (“fiscal 2014”), the fiscal year ended May 31, 2013 (“fiscal 2013”) and the fiscal year ended May 31, 2012 (“fiscal 2012”) was immaterial. Classification in the consolidated statements of earnings of gains and losses related to derivative instruments that do not qualify for hedge accounting is determined based on the underlying intent of the instruments. Cash flows related to derivative instruments are generally classified as operating activities in our consolidated statements of cash flows. | |
In order for hedging relationships to qualify for hedge accounting under current accounting guidance, we formally document each hedging relationship and its risk management objective. This documentation includes the hedge strategy, the hedging instrument, the hedged item, the nature of the risk being hedged, how hedge effectiveness will be assessed prospectively and retrospectively as well as a description of the method used to measure hedge ineffectiveness. | |
Derivative instruments are executed only with highly rated financial institutions. No credit loss is anticipated on existing instruments, and no such material losses have been experienced to date. We monitor our positions, as well as the credit ratings of counterparties to those positions. | |
We discontinue hedge accounting when it is determined that the derivative instrument is no longer effective in offsetting the hedged risk, expires or is sold, is terminated or is no longer designated as a hedging instrument because it is unlikely that a forecasted transaction will occur or we determine that designation of the hedging instrument is no longer appropriate. In all situations in which hedge accounting is discontinued and the derivative instrument is retained, we continue to carry the derivative instrument at its fair value on the consolidated balance sheet and recognize any subsequent changes in its fair value in net earnings immediately. When it is probable that a forecasted transaction will not occur, we discontinue hedge accounting and immediately recognize the gains and losses that were accumulated in AOCI. | |
Refer to “Note P – Derivative Instruments and Hedging Activities” for additional information regarding the consolidated balance sheet location and the risk classification of our derivative instruments. | |
Major Customers | ' |
In fiscal 2014, our largest customer accounted for approximately 8% of our consolidated net sales, and our ten largest customers accounted for approximately 31% of our consolidated net sales. A significant loss of, or decrease in, business from any of these customers could have an adverse effect on our sales and financial results if we cannot obtain replacement business. Also, due to consolidation within the industries we serve, including the construction, automotive and retail industries, our sales may be increasingly sensitive to deterioration in the financial condition of, or other adverse developments with respect to, one or more of our largest customers. | |
Receivables | ' |
Receivables: We review our receivables on an ongoing basis to ensure that they are properly valued and collectible. This is accomplished through two contra-receivable accounts: returns and allowances and allowance for doubtful accounts. Returns and allowances, including limited warranties on certain products, are used to record estimates of returns or other allowances resulting from quality, delivery, discounts or other issues affecting the value of receivables. This account is estimated based on historical trends and current market conditions, with the offset to net sales. The portion of the liability related to product warranties was immaterial at May 31, 2014 and May 31, 2013. | |
The allowance for doubtful accounts is used to record the estimated risk of loss related to the customers’ inability to pay. This allowance is maintained at a level that we consider appropriate based on factors that affect collectability, such as the financial health of our customers, historical trends of charge-offs and recoveries and current economic and market conditions. As we monitor our receivables, we identify customers that may have payment problems, and we adjust the allowance accordingly, with the offset to selling, general and administrative (“SG&A”) expense. Account balances are charged off against the allowance when recovery is considered remote. The allowance for doubtful accounts decreased approximately $365,000 during fiscal 2014 to $3,043,000. | |
While we believe our allowances are adequate, changes in economic conditions, the financial health of customers and bankruptcy settlements could impact our future earnings. If the economic environment and market conditions deteriorate, particularly in the automotive and construction end markets where our exposure is greatest, additional reserves may be required. | |
Property and Depreciation | ' |
Property and Depreciation: Property, plant and equipment are carried at cost and depreciated using the straight-line method. Buildings and improvements are depreciated over 10 to 40 years and machinery and equipment over 3 to 20 years. Depreciation expense was $62,344,000, $56,002,000, and $50,644,000 during fiscal 2014, fiscal 2013 and fiscal 2012, respectively. The increase in depreciation expense in fiscal 2014 resulted from the impact of acquisitions. Accelerated depreciation methods are used for income tax purposes. | |
Goodwill and Other Long-Lived Assets | ' |
Goodwill and Other Long-Lived Assets: We use the purchase method of accounting for all business combinations and recognize amortizable intangible assets separately from goodwill. The acquired assets and assumed liabilities in an acquisition are measured and recognized based on their estimated fair values at the date of acquisition, with goodwill representing the excess of the purchase price over the fair value of the identifiable net assets. A bargain purchase may occur, wherein the fair value of identifiable net assets exceeds the purchase price, and a gain is then recognized in the amount of that excess. Goodwill and intangible assets with indefinite lives are not amortized, but instead are tested for impairment annually, during the fourth quarter, or more frequently if events or changes in circumstances indicate that impairment may be present. Application of goodwill impairment testing involves judgment, including but not limited to, the identification of reporting units and estimation of the fair value of each reporting unit. A reporting unit is defined as an operating segment or one level below an operating segment. We test goodwill at the operating segment level as we have determined that the characteristics of the reporting units within each operating segment are similar and allow for their aggregation in accordance with the applicable accounting guidance. | |
The goodwill impairment test consists of comparing the fair value of each operating segment, determined using discounted cash flows, to each operating segment’s respective carrying value. If the estimated fair value of an operating segment exceeds its carrying value, there is no impairment. If the carrying amount of the operating segment exceeds its estimated fair value, a goodwill impairment is indicated. The amount of the impairment is determined by comparing the fair value of the net assets of the operating segment, excluding goodwill, to its estimated fair value, with the difference representing the implied fair value of the goodwill. If the implied fair value of the goodwill is lower than its carrying value, the difference is recorded as an impairment charge in our consolidated statements of earnings. | |
We performed our annual impairment evaluation of goodwill and other indefinite-lived intangible assets during the fourth quarter of fiscal 2014 and fiscal 2013 and concluded that the fair value of each reporting unit exceeded its carrying value; therefore, no impairment charges were recognized. As expected, the estimated fair value of the Engineered Cabs operating segment, which was formed in fiscal 2012 as a result of the acquisition of Worthington Industries Engineered Cabs, formerly Angus Industries, Inc., exceeded its carrying value by less than 10%. A 100 basis point decrease in the projected long-term growth rate for this operating segment could decrease the fair value by enough to result in some impairment based on the current forecast model. A 100 basis point decrease in the discount rate would have the opposite impact by increasing the valuation such that it would be greater than 10% of the carrying value. Future declines in the market and deterioration in earnings could lead to a step 2 calculation to quantify a potential impairment. The Engineered Cabs operating segment had goodwill totaling $44,933,000 at May 31, 2014. | |
We review the carrying value of our long-lived assets, including intangible assets with finite useful lives, for impairment whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable. Impairment testing involves a comparison of the sum of the undiscounted future cash flows of the asset or asset group to its respective carrying amount. If the sum of the undiscounted future cash flows exceeds the carrying amount, then no impairment exists. If the carrying amount exceeds the sum of the undiscounted future cash flows, then a second step is performed to determine the amount of impairment, if any, to be recognized. The loss recognized is equal to the amount that the carrying value of the asset or asset group exceeds fair value. | |
Our impairment testing for both goodwill and other long-lived assets, including intangible assets with finite useful lives, is largely based on cash flow models that require significant judgment and require assumptions about future volume trends, revenue and expense growth rates; and, in addition, external factors such as changes in economic trends and cost of capital. Significant changes in any of these assumptions could impact the outcomes of the tests performed. See “Note C – Goodwill and Other Long-Lived Assets” for additional details regarding these assets and related impairment testing. | |
Leases | ' |
Leases: Certain lease agreements contain fluctuating or escalating payments and rent holiday periods. The related rent expense is recorded on a straight-line basis over the length of the lease term. Leasehold improvements made by the lessee, whether funded by the lessee or by landlord allowances or incentives, are recorded as leasehold improvement assets and will be amortized over the shorter of the economic life or the lease term. These incentives are also recorded as deferred rent and amortized as reductions in rent expense over the lease term. | |
Stock-Based Compensation | ' |
Stock-Based Compensation: At May 31, 2014, we had stock-based compensation plans for our employees as well as our non-employee directors as described more fully in “Note J – Stock-Based Compensation.” All share-based awards, including grants of stock options and restricted common shares, are recorded as expense in the consolidated statements of earnings based on their grant-date fair values. | |
Revenue Recognition | ' |
Revenue Recognition: We recognize revenue upon transfer of title and risk of loss provided evidence of an arrangement exists, pricing is fixed and determinable and the ability to collect is probable. We provide, through charges to net sales, for returns and allowances based on experience and current customer activities. We also provide, through charges to net sales, for customer rebates and sales discounts based on specific agreements and recent and anticipated levels of customer activity. In circumstances where the collection of payment is not probable at the time of shipment, we defer recognition of revenue until payment is collected. | |
Advertising Expense | ' |
Advertising Expense: We expense advertising costs as incurred. Advertising expense was $6,788,000, $6,179,000, and $4,788,000 for fiscal 2014, fiscal 2013, and fiscal 2012, respectively. | |
Shipping and Handling Fees and Costs | ' |
Shipping and Handling Fees and Costs: Shipping and handling fees billed to customers are included in net sales, and shipping and handling costs incurred are included in cost of goods sold. | |
Environmental Costs | ' |
Environmental Costs: Environmental costs are capitalized if the costs extend the life of the property, increase its capacity, and/or mitigate or prevent contamination from future operations. Costs related to environmental contamination treatment and clean up are charged to expense. | |
Income Taxes | ' |
Income Taxes: We account for income taxes using the asset and liability method. The asset and liability method requires the recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between the tax basis and the financial reporting basis of our assets and liabilities. In assessing the realizability of deferred tax assets, we consider whether it is more likely than not that all, or a portion, of the deferred tax assets will not be realized. We provide a valuation allowance for deferred income tax assets when it is more likely than not that a portion of such deferred income tax assets will not be realized. | |
Tax benefits from uncertain tax positions that are recognized in the consolidated financial statements are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. | |
We have reserves for taxes and associated interest and penalties that may become payable in future years as a result of audits by taxing authorities. It is our policy to record these in income tax expense. While we believe the positions taken on previously filed tax returns are appropriate, we have established the tax and interest reserves in recognition that various taxing authorities may challenge our positions. The tax reserves are analyzed periodically, and adjustments are made as events occur to warrant adjustment to the reserves, such as lapsing of applicable statutes of limitations, conclusion of tax audits, additional exposure based on current calculations, identification of new issues and release of administrative guidance or court decisions affecting a particular tax issue. | |
Self-Insurance Reserves | ' |
Self-Insurance Reserves: We are largely self-insured with respect to workers’ compensation, general and automobile liability, property damage, employee medical claims and other potential losses. In order to reduce risk and better manage our overall loss exposure, we purchase stop-loss insurance that covers individual claims in excess of the deductible amounts. We maintain reserves for the estimated cost to settle open claims, which includes estimates of legal costs expected to be incurred, as well as an estimate of the cost of claims that have been incurred but not reported. These estimates are based on actuarial valuations that take into consideration the historical average claim volume, the average cost for settled claims, current trends in claim costs, changes in our business and workforce, general economic factors and other assumptions believed to be reasonable under the circumstances. The estimated reserves for these liabilities could be affected if future occurrences and claims differ from assumptions used and historical trends. | |
Recently Issued Accounting Standards | ' |
Recently Issued Accounting Standards: In December 2011, new accounting guidance was issued that establishes certain additional disclosure requirements about financial instruments and derivative instruments that are subject to netting arrangements. The new disclosures are required for annual reporting periods beginning on or after January 1, 2013, and interim periods within those periods. The adoption of this amended accounting guidance effective June 1, 2013 did not have a material impact on our financial position or results of operations. | |
In July 2012, amended accounting guidance was issued that simplifies how an entity tests indefinite-lived intangible assets for impairment. The amended guidance allows an entity to first assess qualitative factors to determine whether it is necessary to perform a quantitative impairment test. An entity is no longer required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative test unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amended guidance is effective for interim and annual indefinite-lived intangible asset impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The adoption of this amended accounting guidance effective June 1, 2013 did not have a material impact on our financial position or results of operations. | |
In March 2013, amended accounting guidance was issued regarding the accounting for cumulative translation adjustment. The amended guidance specifies that a cumulative translation adjustment should be released from earnings when an entity ceases to have a controlling financial interest in a subsidiary or a group of assets within a consolidated foreign entity and the sale or transfer results in the complete or substantially complete liquidation of the foreign entity. For sales of an equity method investment that is a foreign entity, a pro rata portion of the cumulative translation adjustment attributable to the investment would be recognized in earnings upon sale of the investment. The amended guidance is effective prospectively for annual reporting periods, and interim periods within those annual periods, beginning after December 15, 2013. Early adoption is permitted. We do not expect the adoption of this amended accounting guidance to have a material impact on our financial position or results of operations. | |
In April 2014, amended accounting guidance was issued that updates the definition of discontinued operations from current U.S. GAAP. Going forward only those disposals of components of an entity that represent a strategic shift that has (or will have) a major effect on an entity’s operations and financial results will be reported as discontinued operations in the financial statements. Currently, a component of an entity that is a reportable segment, an operating segment, a reporting unit, a subsidiary, or an asset group is eligible for discontinued operations presentation. Additionally, the existing condition that the entity will not have any significant continuing involvement in the operations of the component after the disposal transaction has been removed. The amended guidance is effective for applicable transactions that occur within annual periods beginning on or after December 15, 2014. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in financial statements previously issued or available for issuance. We adopted this amended guidance upon issuance, which did not have an impact on our financial position or results of operations. | |
In May 2014, amended accounting guidance was issued that replaces most existing revenue recognition guidance under U.S. GAAP. The amended guidance requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The amended guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. We are in the process of evaluating the effect this guidance will have on our financial position and results of operations. The amended guidance permits the use of either the retrospective or cumulative effect transition method. We have not selected a transition method nor have we determined the effect of the amended guidance on our ongoing financial reporting. | |
Cash Flow Hedges | ' |
Cash Flow Hedges | |
We enter into derivative instruments to hedge our exposure to changes in cash flows attributable to interest rate and commodity price fluctuations associated with certain forecasted transactions. These derivative instruments are designated and qualify as cash flow hedges. Accordingly, the effective portion of the gain or loss on the derivative instrument is reported as a component of other comprehensive income (“OCI”) and reclassified into earnings in the same line associated with the forecasted transaction and in the same period during which the hedged transaction affects earnings. The ineffective portion of the gain or loss on the derivative instrument is recognized in earnings immediately. | |
Economic (Non-designated) Hedges | ' |
Economic (Non-designated) Hedges | |
We enter into foreign currency contracts to manage our foreign exchange exposure related to inter-company and financing transactions that do not meet the requirements for hedge accounting treatment. We also enter into certain commodity contracts that do not qualify for hedge accounting treatment. Accordingly, these derivative instruments are adjusted to current market value at the end of each period through earnings. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Supplemental Cash Flow Information | ' | ||||||||||||
Supplemental cash flow information was as follows for the fiscal years ended May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Interest paid, net of amount capitalized | $ | 24,199 | $ | 22,614 | $ | 18,281 | |||||||
Income taxes paid, net of refunds | 81,997 | 64,260 | 46,445 |
Investments_in_Unconsolidated_1
Investments in Unconsolidated Affiliates (Tables) | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Balance Sheet | ' | ||||||||||||
Financial Information | ' | ||||||||||||
The following table presents combined information of the financial position for the affiliated companies accounted for using the equity method as of May 31, 2014 and 2013: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Cash | $ | 52,997 | $ | 70,380 | |||||||||
Receivable from partner (1) | 12,717 | 69,706 | |||||||||||
Other current assets | 454,417 | 518,262 | |||||||||||
Noncurrent assets | 294,001 | 350,681 | |||||||||||
Total assets | $ | 814,132 | $ | 1,009,029 | |||||||||
Current liabilities | $ | 128,595 | $ | 181,111 | |||||||||
Short-term borrowings | 40,992 | 21,369 | |||||||||||
Current maturities of long-term debt | 4,510 | 5,442 | |||||||||||
Long-term debt | 268,350 | 274,750 | |||||||||||
Other noncurrent liabilities | 20,217 | 18,345 | |||||||||||
Equity | 351,468 | 508,012 | |||||||||||
Total liabilities and equity | $ | 814,132 | $ | 1,009,029 | |||||||||
-1 | Represents cash owed from a joint venture partner as a result of centralized cash management. | ||||||||||||
Income Statement | ' | ||||||||||||
Financial Information | ' | ||||||||||||
The following table presents financial results of our three largest affiliated companies for the fiscal years ended May 31, 2014, 2013 and 2012. All other affiliated companies are combined and presented in the Other category. | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Net sales | |||||||||||||
WAVE | $ | 382,821 | $ | 370,702 | $ | 364,530 | |||||||
ClarkDietrich | 549,267 | 547,971 | 564,624 | ||||||||||
TWB | 54,003 | 344,065 | 312,943 | ||||||||||
Other | 506,711 | 490,996 | 443,646 | ||||||||||
Total net sales | $ | 1,492,802 | $ | 1,753,734 | $ | 1,685,743 | |||||||
Gross margin | |||||||||||||
WAVE | $ | 177,935 | $ | 167,924 | $ | 155,246 | |||||||
ClarkDietrich | 73,803 | 75,580 | 61,703 | ||||||||||
TWB | 6,109 | 41,116 | 40,098 | ||||||||||
Other | 54,773 | 48,229 | 57,346 | ||||||||||
Total gross margin | $ | 312,620 | $ | 332,849 | $ | 314,393 | |||||||
Operating income | |||||||||||||
WAVE | $ | 144,167 | $ | 137,202 | $ | 127,305 | |||||||
ClarkDietrich | 27,918 | 35,024 | 27,094 | ||||||||||
TWB | 4,273 | 28,241 | 28,141 | ||||||||||
Other | 37,574 | 30,457 | 38,473 | ||||||||||
Total operating income | $ | 213,932 | $ | 230,924 | $ | 221,013 | |||||||
Depreciation and amortization | |||||||||||||
WAVE | $ | 4,916 | $ | 3,919 | $ | 4,142 | |||||||
ClarkDietrich | 16,253 | 18,173 | 14,271 | ||||||||||
TWB | 880 | 5,123 | 3,259 | ||||||||||
Other | 14,909 | 13,497 | 12,481 | ||||||||||
Total depreciation and amortization | $ | 36,958 | $ | 40,712 | $ | 34,153 | |||||||
Interest expense | |||||||||||||
WAVE | $ | 6,464 | $ | 6,280 | $ | 3,427 | |||||||
ClarkDietrich | 103 | 3 | 3 | ||||||||||
TWB | - | - | - | ||||||||||
Other | 2,655 | 2,611 | 2,617 | ||||||||||
Total interest expense | $ | 9,222 | $ | 8,894 | $ | 6,047 | |||||||
Income tax expense | |||||||||||||
WAVE | $ | 3,606 | $ | 2,451 | $ | 2,789 | |||||||
ClarkDietrich | - | - | - | ||||||||||
TWB | 478 | 1,218 | 5,458 | ||||||||||
Other | 5,770 | 3,187 | 6,867 | ||||||||||
Total income tax expense | $ | 9,854 | $ | 6,856 | $ | 15,114 | |||||||
Net earnings | |||||||||||||
WAVE | $ | 134,019 | $ | 128,614 | $ | 121,261 | |||||||
ClarkDietrich | 27,837 | 35,005 | 27,203 | ||||||||||
TWB | 4,023 | 27,931 | 22,952 | ||||||||||
Other | 30,252 | 24,452 | 30,317 | ||||||||||
Total net earnings | $ | 196,131 | $ | 216,002 | $ | 201,733 | |||||||
Goodwill_and_Other_LongLived_A1
Goodwill and Other Long-Lived Assets (Tables) | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Summary of Changes in Carrying Amount of Goodwill | ' | ||||||||||||||||
The following table summarizes the changes in the carrying amount of goodwill during fiscal 2014 and fiscal 2013 by reportable business segment: | |||||||||||||||||
Pressure | Engineered | Other | Total | ||||||||||||||
Cylinders | Cabs | ||||||||||||||||
(in thousands) | |||||||||||||||||
Balance at May 31, 2012 | |||||||||||||||||
Goodwill | $ | 105,800 | $ | 45,230 | $ | 127,245 | $ | 278,275 | |||||||||
Accumulated impairment losses | - | - | (121,594 | ) | (121,594 | ) | |||||||||||
105,800 | 45,230 | 5,651 | 156,681 | ||||||||||||||
Acquisitions and purchase accounting adjustments | 57,010 | (297 | ) | - | 56,713 | ||||||||||||
Divestitures | (1,131 | ) | - | - | (1,131 | ) | |||||||||||
Translation adjustments | 1,595 | - | - | 1,595 | |||||||||||||
Balance at May 31, 2013 | |||||||||||||||||
Goodwill | 163,274 | 44,933 | 127,245 | 335,452 | |||||||||||||
Accumulated impairment losses | - | - | (121,594 | ) | (121,594 | ) | |||||||||||
163,274 | 44,933 | 5,651 | 213,858 | ||||||||||||||
Acquisitions and purchase accounting adjustments | 36,033 | - | - | 36,033 | |||||||||||||
Translation adjustments | 1,202 | - | - | 1,202 | |||||||||||||
Balance at May 31, 2014 | |||||||||||||||||
Goodwill | 200,509 | 44,933 | 127,245 | 372,687 | |||||||||||||
Accumulated impairment losses | - | - | (121,594 | ) | (121,594 | ) | |||||||||||
$ | 200,509 | $ | 44,933 | $ | 5,651 | $ | 251,093 | ||||||||||
Summary of Other Intangible Assets by Class | ' | ||||||||||||||||
The following table summarizes other intangible assets by class as of May 31, 2014 and 2013: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands) | Cost | Accumulated | Cost | Accumulated | |||||||||||||
Amortization | Amortization | ||||||||||||||||
Indefinite-lived intangible assets: | |||||||||||||||||
Trademarks | $ | 8,481 | $ | - | $ | 27,581 | $ | - | |||||||||
Total indefinite-lived intangible assets | 8,481 | - | 27,581 | - | |||||||||||||
Definite-lived intangible assets: | |||||||||||||||||
Patents and trademarks | $ | 4,696 | 148 | $ | 15,111 | 2,201 | |||||||||||
Customer relationships | 143,585 | 28,257 | 113,098 | 18,967 | |||||||||||||
Non-compete agreements | 10,733 | 4,263 | 11,669 | 3,427 | |||||||||||||
Other | 14,004 | 2,838 | 6,354 | 2,074 | |||||||||||||
Total definite-lived intangible assets | 173,018 | 35,506 | 146,232 | 26,669 | |||||||||||||
Total intangible assets | $ | 181,499 | $ | 35,506 | $ | 173,813 | $ | 26,669 | |||||||||
Estimated Amortization Expense | ' | ||||||||||||||||
Amortization expense for each of the next five fiscal years is estimated to be: | |||||||||||||||||
(in thousands) | |||||||||||||||||
2015 | $ | 17,527 | |||||||||||||||
2016 | $ | 16,888 | |||||||||||||||
2017 | $ | 16,269 | |||||||||||||||
2018 | $ | 15,836 | |||||||||||||||
2019 | $ | 13,216 |
Restructuring_and_Other_Expens1
Restructuring and Other Expense (Income) (Tables) | 12 Months Ended | ||||||||||||||||||||
31-May-14 | |||||||||||||||||||||
Schedule of Progression of Liabilities Associated with Restructuring Activities, Combined with Reconciliation to Restructuring and Other Expense (Income) | ' | ||||||||||||||||||||
A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other expense (income) financial statement caption in our consolidated statement of earnings for fiscal 2014, is summarized as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Expense | Payments | Adjustments | Ending | ||||||||||||||||
Balance | Balance | ||||||||||||||||||||
Early retirement and severance | $ | 5,029 | $ | 6,236 | $ | (4,703 | ) | $ | (67 | ) | $ | 6,495 | |||||||||
Facility exit and other costs | 1,200 | 2,477 | (3,021 | ) | (122 | ) | 534 | ||||||||||||||
$ | 6,229 | 8,713 | $ | (7,724 | ) | $ | (189 | ) | $ | 7,029 | |||||||||||
Net gain on sale of assets | (10,589 | ) | |||||||||||||||||||
Less: joint venture transactions | (1,036 | ) | |||||||||||||||||||
Restructuring and other income | $ | (2,912 | ) | ||||||||||||||||||
A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other expense financial statement caption in our consolidated statement of earnings for fiscal 2013, is summarized as follows: | |||||||||||||||||||||
(in thousands) | Beginning | Expense | Payments | Adjustments | Ending | ||||||||||||||||
Balance | Balance | ||||||||||||||||||||
Early retirement and severance | $ | 4,892 | $ | 2,228 | $ | (2,388 | ) | $ | 297 | $ | 5,029 | ||||||||||
Facility exit and other costs | 691 | 2,347 | (2,378 | ) | 540 | 1,200 | |||||||||||||||
$ | 5,583 | 4,575 | $ | (4,766 | ) | $ | 837 | $ | 6,229 | ||||||||||||
Net gain on sale of assets | (1,886 | ) | |||||||||||||||||||
Less: joint venture transactions | 604 | ||||||||||||||||||||
Restructuring and other expense | $ | 3,293 | |||||||||||||||||||
Contingent_Liabilities_and_Com1
Contingent Liabilities and Commitments (Tables) | 12 Months Ended | ||||
31-May-14 | |||||
Total Proceeds Received related to Insurance Claim since Date of Loss | ' | ||||
Total proceeds received related to the insurance claim since the date of loss have been as follows: | |||||
(in thousands) | |||||
Property and equipment | $ | 5,645 | |||
Business interruption | 2,868 | ||||
Other expenses | 745 | ||||
Total insurance proceeds | $ | 9,258 | |||
Debt_and_Receivables_Securitiz1
Debt and Receivables Securitization (Tables) | 12 Months Ended | ||||||||
31-May-14 | |||||||||
Summary of Long-term Debt and Short-term Borrowings Outstanding | ' | ||||||||
The following table summarizes our long-term debt and short-term borrowings outstanding at May 31, 2014 and 2013: | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Short-term borrowings | $ | 10,362 | $ | 113,728 | |||||
Floating rate senior notes due December 17, 2014 | 100,000 | 100,000 | |||||||
6.50% senior notes due April 15, 2020 | 149,912 | 149,888 | |||||||
4.60% senior notes due August 10, 2024 | 150,000 | 150,000 | |||||||
4.55% senior notes due April 15, 2026 | 249,472 | - | |||||||
Industrial revenue bonds due April 2019 | 2,024 | 2,084 | |||||||
Secured term loan | 4,235 | 5,036 | |||||||
Other | 320 | 320 | |||||||
Total debt | 666,325 | 521,056 | |||||||
Less: current maturities and short-term borrowings | 111,535 | 114,820 | |||||||
Total long-term debt | $ | 554,790 | $ | 406,236 | |||||
Maturities on Long-term Debt and Short-term Borrowings | ' | ||||||||
Maturities on long-term debt and short-term borrowings in the next five fiscal years, and the remaining years thereafter, are as follows: | |||||||||
(in thousands) | |||||||||
2015 | $ | 111,535 | |||||||
2016 | 1,238 | ||||||||
2017 | 1,274 | ||||||||
2018 | 1,341 | ||||||||
2019 | 1,130 | ||||||||
Thereafter | 550,423 | ||||||||
Total | $ | 666,941 | |||||||
Comprehensive_Income_Tables
Comprehensive Income (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
31-May-14 | |||||||||||||||||||||||||||||||||||||
Summary of Tax Effects of Each Component of Other Comprehensive Income or Loss | ' | ||||||||||||||||||||||||||||||||||||
The following table summarizes the tax effects of each component of other comprehensive income (loss) for the fiscal years ended May 31: | |||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
(in thousands) | Before- | Tax | Net-of- | Before- | Tax | Net-of- | Before- | Tax | Net-of- | ||||||||||||||||||||||||||||
Tax | Tax | Tax | Tax | Tax | Tax | ||||||||||||||||||||||||||||||||
Foreign currency translation | $ | 7,618 | - | $ | 7,618 | $ | 5,393 | - | $ | 5,393 | $ | (17,930 | ) | - | $ | (17,930 | ) | ||||||||||||||||||||
Pension liability adjustment | (1,555 | ) | 511 | (1,044 | ) | 3,688 | (1,415 | ) | 2,273 | (14,216 | ) | 4,975 | (9,241 | ) | |||||||||||||||||||||||
Cash flow hedges | 3,548 | (1,039 | ) | 2,509 | 1,461 | (763 | ) | 698 | (636 | ) | 318 | (318 | ) | ||||||||||||||||||||||||
Other comprehensive income (loss) | $ | 9,611 | $ | (528 | ) | $ | 9,083 | $ | 10,542 | $ | (2,178 | ) | $ | 8,364 | $ | (32,782 | ) | $ | 5,293 | $ | (27,489 | ) | |||||||||||||||
Components of AOCI Net of Tax | ' | ||||||||||||||||||||||||||||||||||||
The components of AOCI were as follows at May 31, 2014 and 2013: | |||||||||||||||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||||||||||||||||||||||
Foreign currency translation | $ | 11,015 | $ | 4,025 | |||||||||||||||||||||||||||||||||
Defined benefit pension liability, net of tax | (11,265 | ) | (10,221 | ) | |||||||||||||||||||||||||||||||||
Cash flow hedges, net of tax | (3,331 | ) | (5,840 | ) | |||||||||||||||||||||||||||||||||
Accumulated other comprehensive loss | $ | (3,581 | ) | $ | (12,036 | ) | |||||||||||||||||||||||||||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||||||
31-May-14 | |||||||||||||||||||||||||
Summary of Stock Option Activity | ' | ||||||||||||||||||||||||
The following tables summarize our stock option activity for the years ended May 31: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
(in thousands, except per share) | Stock | Weighted | Stock | Weighted | Stock | Weighted | |||||||||||||||||||
Options | Average | Options | Average | Options | Average | ||||||||||||||||||||
Exercise | Exercise | Exercise | |||||||||||||||||||||||
Price | Price | Price | |||||||||||||||||||||||
Outstanding, beginning of year | 5,517 | $ | 17.19 | 7,511 | $ | 16.65 | 7,852 | 16.29 | |||||||||||||||||
Granted | 130 | 32.21 | 1,034 | 20.83 | 600 | 21.15 | |||||||||||||||||||
Exercised | (828 | ) | 17.39 | (2,858 | ) | 17.18 | (675 | ) | 16.87 | ||||||||||||||||
Forfeited | (67 | ) | 16.13 | (170 | ) | 15.86 | (266 | ) | 15.55 | ||||||||||||||||
Outstanding, end of year | 4,752 | 17.58 | 5,517 | 17.19 | 7,511 | 16.65 | |||||||||||||||||||
Exercisable at end of year | 2,996 | 17.57 | 2,682 | 17.7 | 4,404 | 17.72 | |||||||||||||||||||
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | ' | ||||||||||||||||||||||||
Number of | Weighted | Aggregate | |||||||||||||||||||||||
Stock Options | Average | Intrinsic Value | |||||||||||||||||||||||
(in thousands) | Remaining | (in thousands) | |||||||||||||||||||||||
Contractual | |||||||||||||||||||||||||
Life | |||||||||||||||||||||||||
(in years) | |||||||||||||||||||||||||
May 31, 2014 | |||||||||||||||||||||||||
Outstanding | 4,752 | 5.5 | $ | 107,970 | |||||||||||||||||||||
Exercisable | 2,996 | 4.67 | 68,108 | ||||||||||||||||||||||
31-May-13 | |||||||||||||||||||||||||
Outstanding | 5,517 | 6.06 | $ | 94,860 | |||||||||||||||||||||
Exercisable | 2,682 | 4.5 | 44,752 | ||||||||||||||||||||||
31-May-12 | |||||||||||||||||||||||||
Outstanding | 7,511 | 5.53 | $ | 11,786 | |||||||||||||||||||||
Exercisable | 4,404 | 4.12 | 3,381 | ||||||||||||||||||||||
Summary of Non-Vested Stock Option Awards | ' | ||||||||||||||||||||||||
The following table summarizes information about non-vested stock option awards for the year ended May 31, 2014: | |||||||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||||||
Stock Options | Average | ||||||||||||||||||||||||
(in thousands) | Grant | ||||||||||||||||||||||||
Date Fair | |||||||||||||||||||||||||
Value Per | |||||||||||||||||||||||||
Share | |||||||||||||||||||||||||
Non-vested, beginning of year | 2,835 | $ | 5.96 | ||||||||||||||||||||||
Granted | 130 | 11.82 | |||||||||||||||||||||||
Vested | (1,142 | ) | 6.02 | ||||||||||||||||||||||
Forfeited | (67 | ) | 5.45 | ||||||||||||||||||||||
Non-vested, end of year | 1,756 | $ | 6.38 | ||||||||||||||||||||||
Summarize of Restricted Common Share Activity | ' | ||||||||||||||||||||||||
The following tables summarize our restricted common share activity for the years ended May 31: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
(in thousands, except per share) | Restricted | Weighted | Restricted | Weighted | Restricted | Weighted | |||||||||||||||||||
Common | Average | Common | Average | Common | Average | ||||||||||||||||||||
Shares | Exercise | Shares | Exercise | Shares | Exercise | ||||||||||||||||||||
Price | Price | Price | |||||||||||||||||||||||
Outstanding, beginning of year | 399 | $ | 18.74 | 513 | $ | 17.08 | 23 | 14.88 | |||||||||||||||||
Granted | 380 | 33.14 | 121 | 20.76 | 515 | 17.09 | |||||||||||||||||||
Vested | (185 | ) | 17.17 | (233 | ) | 16.1 | (23 | ) | 14.88 | ||||||||||||||||
Forfeited | (21 | ) | 30.7 | (2 | ) | 22.09 | (2 | ) | 23.1 | ||||||||||||||||
Outstanding, end of year | 573 | 28.36 | 399 | 18.74 | 513 | 17.08 | |||||||||||||||||||
Weighted average remaining contractual life of outstanding restricted common shares (in years) | 1.61 | 1.31 | 1.69 | ||||||||||||||||||||||
Aggregate intrinsic value of outstanding restricted common shares | $ | 23,112 | $ | 13,701 | $ | 8,344 | |||||||||||||||||||
Aggregate intrinsic value of restricted common shares vested during the year | $ | 7,499 | $ | 5,559 | $ | 342 | |||||||||||||||||||
Performance Shares Granted | ' | ||||||||||||||||||||||||
The table below sets forth the performance shares we granted during each of the last three fiscal years ended May 31 (at target levels). | |||||||||||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Granted | 59 | 108 | 91 | ||||||||||||||||||||||
Weighted average grant date fair value, per share | $ | 33.33 | $ | 22.08 | $ | 22.35 | |||||||||||||||||||
Pre-tax stock-based compensation | $ | 1,958 | $ | 2,383 | $ | 2,039 | |||||||||||||||||||
Non-Qualified Stock Options | ' | ||||||||||||||||||||||||
Non-Qualified Stock Options Granted | ' | ||||||||||||||||||||||||
The table below sets forth the non-qualified stock options granted during each of the last three fiscal years. For each grant, the exercise price was equal to the closing market price of the underlying common shares at each respective grant date. The fair values of these stock options were based on the Black-Scholes option pricing model, calculated at the respective grant dates. The calculated pre-tax stock-based compensation expense for these stock options, which is after an estimate of forfeitures, will be recognized on a straight-line basis over the respective vesting periods of the stock options. | |||||||||||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Granted | 130 | 1,034 | 600 | ||||||||||||||||||||||
Weighted average exercise price, per share | $ | 32.21 | $ | 20.83 | $ | 21.15 | |||||||||||||||||||
Weighted average grant date fair value, per share | $ | 12.92 | $ | 7.71 | $ | 8.25 | |||||||||||||||||||
Pre-tax stock-based compensation | $ | 1,539 | $ | 7,165 | $ | 4,456 | |||||||||||||||||||
Assumptions to Value Stock Options | ' | ||||||||||||||||||||||||
The weighted average fair value of stock options granted in fiscal 2014, fiscal 2013 and fiscal 2012 was based on the Black-Scholes option pricing model with the following weighted average assumptions: | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Assumptions used: | |||||||||||||||||||||||||
Dividend yield | 2.28 | % | 2.95 | % | 2.7 | % | |||||||||||||||||||
Expected volatility | 52.23 | % | 52.88 | % | 51.7 | % | |||||||||||||||||||
Risk-free interest rate | 1.69 | % | 0.91 | % | 1.9 | % | |||||||||||||||||||
Expected life (years) | 6 | 6 | 6 | ||||||||||||||||||||||
Service-Based Restricted Common Shares | ' | ||||||||||||||||||||||||
Service-Based Restricted Common Shares Granted | ' | ||||||||||||||||||||||||
The table below sets forth the restricted common shares we granted during each of the last three fiscal years ended May 31. The calculated pre-tax stock-based compensation expense for these restricted common shares will be recognized on a straight-line basis over their respective vesting periods. | |||||||||||||||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||||||||||||||
Granted | 380 | 121 | 515 | ||||||||||||||||||||||
Weighted average grant date fair value, per share | $ | 33.14 | $ | 20.77 | $ | 17.09 | |||||||||||||||||||
Pre-tax stock-based compensation | $ | 11,307 | $ | 2,299 | $ | 7,501 | |||||||||||||||||||
Market-Based Restricted Common Shares | ' | ||||||||||||||||||||||||
Assumptions to Value Stock Options | ' | ||||||||||||||||||||||||
The following assumptions were used to determine the grant-date fair value and the derived service period for these restricted common shares: | |||||||||||||||||||||||||
Dividend yield | 2.28 | % | |||||||||||||||||||||||
Expected volatility | 53.4 | % | |||||||||||||||||||||||
Risk-free interest rate | 1.41 | % |
Employee_Pension_Plans_Tables
Employee Pension Plans (Tables) | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Components of Net Periodic Pension Cost for the Defined Benefit Plan and the Defined Contribution Plans | ' | ||||||||||||||||
The following table summarizes the components of net periodic pension cost for the defined benefit plan and the defined contribution plans for the years ended May 31: | |||||||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||||||
Defined benefit plan: | |||||||||||||||||
Interest cost | $ | 1,403 | $ | 1,361 | $ | 1,213 | |||||||||||
Actual return on plan assets | 2,524 | 4,355 | (789 | ) | |||||||||||||
Net amortization and deferral | (4,175 | ) | (5,522 | ) | (756 | ) | |||||||||||
Net periodic pension cost (benefit) on defined benefit plan | (248 | ) | 194 | (332 | ) | ||||||||||||
Defined contribution plans | 12,586 | 9,955 | 8,643 | ||||||||||||||
Total retirement plan cost | $ | 12,338 | $ | 10,149 | $ | 8,311 | |||||||||||
Acturial Assumptions Used for Defined Benefit Plan | ' | ||||||||||||||||
The following actuarial assumptions were used for our defined benefit plan: | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
To determine benefit obligation: | |||||||||||||||||
Discount rate | 4.38 | % | 4.44 | % | 4.16 | % | |||||||||||
To determine net periodic pension cost: | |||||||||||||||||
Discount rate | 4.44 | % | 4.16 | % | 5.6 | % | |||||||||||
Expected long-term rate of return | 8 | % | 8 | % | 8 | % | |||||||||||
Rate of compensation increase | n/a | n/a | n/a | ||||||||||||||
Reconciliation of the Changes in the Projected Benefit Obligation and Fair Value of Plan Assets and the Funded Status for the Gerstenslager Plan | ' | ||||||||||||||||
The following tables provide a reconciliation of the changes in the projected benefit obligation and fair value of plan assets and the funded status for the Gerstenslager Plan during fiscal 2014 and fiscal 2013 as of the respective measurement dates: | |||||||||||||||||
(in thousands) | May 31, | May 31, | |||||||||||||||
2014 | 2013 | ||||||||||||||||
Change in benefit obligation | |||||||||||||||||
Benefit obligation, beginning of year | $ | 31,930 | $ | 33,023 | |||||||||||||
Interest cost | 1,403 | 1,361 | |||||||||||||||
Actuarial loss (gain) | 3,002 | (1,810 | ) | ||||||||||||||
Benefits paid | (796 | ) | (644 | ) | |||||||||||||
Benefit obligation, end of year | $ | 35,539 | $ | 31,930 | |||||||||||||
Change in plan assets | |||||||||||||||||
Fair value, beginning of year | $ | 24,442 | $ | 19,746 | |||||||||||||
Actual return on plan assets | 2,524 | 4,355 | |||||||||||||||
Company contributions | 300 | 985 | |||||||||||||||
Benefits paid | (796 | ) | (644 | ) | |||||||||||||
Fair value, end of year | $ | 26,470 | $ | 24,442 | |||||||||||||
Funded status | $ | (9,069 | ) | $ | (7,488 | ) | |||||||||||
Amounts recognized in the consolidated balance sheets consist of: | |||||||||||||||||
Other liabilities | $ | (9,069 | ) | $ | (7,488 | ) | |||||||||||
Accumulated other comprehensive income | 14,028 | 11,899 | |||||||||||||||
Amounts recognized in accumulated other comprehensive income consist of: | |||||||||||||||||
Net loss | 14,028 | 11,899 | |||||||||||||||
Total | $ | 14,028 | $ | 11,899 | |||||||||||||
Other Changes in Plan Assets And Benefit Obligations Recognized in OCI | ' | ||||||||||||||||
The following table shows other changes in plan assets and benefit obligations recognized in OCI during the fiscal year ended May 31: | |||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||
Net actuarial gain (loss) | $ | (2,419 | ) | $ | 4,559 | ||||||||||||
Amortization of prior service cost | 290 | 439 | |||||||||||||||
Total recognized in other comprehensive income | $ | (2,129 | ) | $ | 4,998 | ||||||||||||
Total recognized in net periodic benefit cost and other comprehensive income | $ | (1,881 | ) | $ | 4,804 | ||||||||||||
Plan Assets for Defined Benefit Plan | ' | ||||||||||||||||
Plan assets for the defined benefit plan consisted principally of the following as of the respective measurement dates: | |||||||||||||||||
May 31, | May 31, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Asset category | |||||||||||||||||
Equity securities | 52 | % | 70 | % | |||||||||||||
Debt securities | 44 | % | 26 | % | |||||||||||||
Other | 4 | % | 4 | % | |||||||||||||
Total | 100 | % | 100 | % | |||||||||||||
Estimated Future Benefits Expected to be Paid | ' | ||||||||||||||||
The following estimated future benefits, which reflect expected future service, as appropriate, are expected to be paid during the fiscal years noted: | |||||||||||||||||
(in thousands) | |||||||||||||||||
2015 | $ | 731 | |||||||||||||||
2016 | $ | 773 | |||||||||||||||
2017 | $ | 858 | |||||||||||||||
2018 | $ | 997 | |||||||||||||||
2019 | $ | 1,115 | |||||||||||||||
2020-2024 | $ | 7,337 | |||||||||||||||
Fair Value, Measurements, Recurring | ' | ||||||||||||||||
Plan Assets for Defined Benefit Plan | ' | ||||||||||||||||
The following table sets forth, by level within the fair value hierarchy, a summary of the defined benefit plan’s assets measured at fair value on a recurring basis at May 31, 2014: | |||||||||||||||||
(in thousands) | Fair Value | Quoted | Significant | Significant | |||||||||||||
Prices | Other | Unobservable | |||||||||||||||
in Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Investment: | |||||||||||||||||
Money Market Funds | $ | 1,099 | $ | 1,099 | $ | - | $ | - | |||||||||
Bond Funds | 11,570 | 11,570 | - | - | |||||||||||||
Equity Funds | 13,801 | 13,801 | - | - | |||||||||||||
Totals | $ | 26,470 | $ | 26,470 | $ | - | $ | - | |||||||||
The following table sets forth by level within the fair value hierarchy a summary of the defined benefit plan’s assets measured at fair value on a recurring basis at May 31, 2013: | |||||||||||||||||
(in thousands) | Fair Value | Quoted | Significant | Significant | |||||||||||||
Prices | Other | Unobservable | |||||||||||||||
in Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Investment: | |||||||||||||||||
Money Market Funds | $ | 939 | $ | 939 | $ | - | $ | - | |||||||||
Bond Funds | 6,274 | 6,274 | - | - | |||||||||||||
Equity Funds | 17,229 | 17,229 | - | - | |||||||||||||
Totals | $ | 24,442 | $ | 24,442 | $ | - | $ | - | |||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Earnings before Income Taxes | ' | ||||||||||||
Earnings before income taxes for the years ended May 31 include the following components: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
United States based operations | $ | 210,783 | $ | 190,942 | $ | 162,285 | |||||||
Non – United States based operations | 6,718 | 10,358 | 14,972 | ||||||||||
Earnings before income taxes | 217,501 | 201,300 | 177,257 | ||||||||||
Less: Net earnings attributable to non-controlling interests* | 8,852 | 393 | 9,758 | ||||||||||
Earnings before income taxes attributable to controlling interest | $ | 208,649 | $ | 200,907 | $ | 167,499 | |||||||
* | Net earnings attributable to non-controlling interest are not taxable to Worthington. | ||||||||||||
Components of Income Tax Expense (Benefit) | ' | ||||||||||||
Significant components of income tax expense (benefit) for the years ended May 31 were as follows: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Current | |||||||||||||
Federal | 73,149 | $ | 54,427 | $ | 47,543 | ||||||||
State and local | 3,537 | 4,109 | 2,756 | ||||||||||
Foreign | 6,579 | 4,131 | 830 | ||||||||||
83,265 | 62,667 | 51,129 | |||||||||||
Deferred | |||||||||||||
Federal | (25,453 | ) | 4,698 | 67 | |||||||||
State and local | (1,194 | ) | (2,170 | ) | (69 | ) | |||||||
Foreign | 731 | (730 | ) | 777 | |||||||||
(25,916 | ) | 1,798 | 775 | ||||||||||
$ | 57,349 | $ | 64,465 | $ | 51,904 | ||||||||
Reconciliation of 35% Federal Statutory Tax Rate to Total Tax Provision | ' | ||||||||||||
A reconciliation of the 35% federal statutory tax rate to total tax provision follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | |||||||
State and local income taxes, net of federal tax benefit | 2 | 2.3 | 1.7 | ||||||||||
Change in state and local valuation allowances | (0.9 | ) | (1.3 | ) | (0.1 | ) | |||||||
Non-U.S. income taxes at other than 35% | (1.0 | ) | (1.7 | ) | (2.4 | ) | |||||||
Change in Non-U.S. valuation allowances | 1.4 | 1.1 | 0.2 | ||||||||||
Qualified production activities deduction | (3.9 | ) | (3.0 | ) | (2.8 | ) | |||||||
Acquisition of an additional 10% interest in TWB | (3.4 | ) | (0.0 | ) | (0.0 | ) | |||||||
Research & development credits | (1.1 | ) | (0.1 | ) | (0.0 | ) | |||||||
Tax write-off of investment in foreign subsidiary | (1.1 | ) | (0.0 | ) | (0.0 | ) | |||||||
Other | 0.5 | (0.2 | ) | (0.6 | ) | ||||||||
Effective tax rate attributable to controlling interest | 27.5 | % | 32.1 | % | 31 | % | |||||||
Reconciliation of Unrecognized Tax Benefits | ' | ||||||||||||
A tabular reconciliation of unrecognized tax benefits follows: | |||||||||||||
(In thousands) | |||||||||||||
Balance at June 1, 2013 | $ | 3,705 | |||||||||||
Increases – tax positions taken in prior years | 609 | ||||||||||||
Increases – current tax positions | 635 | ||||||||||||
Settlements | (346 | ) | |||||||||||
Lapse of statutes of limitations | (493 | ) | |||||||||||
Balance at May 31, 2014 | $ | 4,110 | |||||||||||
Summary of Tax Years Open to Examination by Major Tax Jurisdiction | ' | ||||||||||||
The following is a summary of the tax years open to examination by major tax jurisdiction: | |||||||||||||
U.S. Federal – 2011 and forward | |||||||||||||
U.S. State and Local – 2008 and forward | |||||||||||||
Austria – 2009 and forward | |||||||||||||
Canada – 2010 and forward | |||||||||||||
Mexico – 2008 and forward | |||||||||||||
Deferred Tax Assets and Liabilities | ' | ||||||||||||
The components of our deferred tax assets and liabilities as of May 31 were as follows: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Deferred tax assets | |||||||||||||
Accounts receivable | $ | 2,400 | $ | 1,602 | |||||||||
Inventories | 7,210 | 4,840 | |||||||||||
Accrued expenses | 40,873 | 36,547 | |||||||||||
Net operating and capital loss carry forwards | 19,302 | 20,369 | |||||||||||
Tax credit carry forwards | 203 | 1,595 | |||||||||||
Stock-based compensation | 12,573 | 10,405 | |||||||||||
Derivative contracts | 1,838 | 3,047 | |||||||||||
Other | 541 | 7 | |||||||||||
Total deferred tax assets | 84,940 | 78,412 | |||||||||||
Valuation allowance for deferred tax assets | (21,701 | ) | (21,863 | ) | |||||||||
Net deferred tax assets | 63,239 | 56,549 | |||||||||||
Deferred tax liabilities | |||||||||||||
Property, plant and equipment | (67,472 | ) | (76,079 | ) | |||||||||
Undistributed earnings of unconsolidated affiliates | (39,429 | ) | (47,606 | ) | |||||||||
Other | (3,395 | ) | (61 | ) | |||||||||
Total deferred tax liabilities | (110,296 | ) | (123,746 | ) | |||||||||
Net deferred tax liabilities | $ | (47,057 | ) | $ | (67,197 | ) | |||||||
Deferred Tax Assets and Liabilities Classified in Consolidated Balance Sheet | ' | ||||||||||||
The above amounts are classified in the consolidated balance sheets as of May 31 as follows: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
Current assets: | |||||||||||||
Deferred income taxes | $ | 24,272 | $ | 21,928 | |||||||||
Noncurrent assets: | |||||||||||||
Other assets | 4 | 276 | |||||||||||
Noncurrent liabilities: | |||||||||||||
Deferred income taxes | (71,333 | ) | (89,401 | ) | |||||||||
Net deferred tax liabilities | $ | (47,057 | ) | $ | (67,197 | ) | |||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Computation of Basic and Diluted Earnings per Share | ' | ||||||||||||
The following table sets forth the computation of basic and diluted earnings per share for the years ended May 31: | |||||||||||||
(in thousands, except per share amounts) | 2014 | 2013 | 2012 | ||||||||||
Numerator (basic & diluted): | |||||||||||||
Net earnings attributable to controlling interest – income available to common shareholders | $ | 151,300 | $ | 136,442 | $ | 115,595 | |||||||
Denominator: | |||||||||||||
Denominator for basic earnings per share attributable to controlling interest – weighted average common shares | 68,944 | 69,301 | 69,651 | ||||||||||
Effect of dilutive securities | 2,720 | 2,013 | 601 | ||||||||||
Denominator for diluted earnings per share attributable to controlling interest – adjusted weighted average common shares | 71,664 | 71,314 | 70,252 | ||||||||||
Basic earnings per share attributable to controlling interest | $ | 2.19 | $ | 1.97 | $ | 1.66 | |||||||
Diluted earnings per share attributable to controlling interest | 2.11 | 1.91 | 1.65 |
Segment_Data_Tables
Segment Data (Tables) | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Financial Information for Reportable Segments | ' | ||||||||||||
The following table presents summarized financial information for our reportable business segments as of, and for the fiscal years ended, May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Net sales | |||||||||||||
Steel Processing | $ | 1,936,073 | $ | 1,462,630 | $ | 1,598,812 | |||||||
Pressure Cylinders | 928,396 | 859,264 | 770,101 | ||||||||||
Engineered Cabs | 200,528 | 226,002 | 104,272 | ||||||||||
Other | 61,429 | 64,348 | 61,516 | ||||||||||
Total net sales | $ | 3,126,426 | $ | 2,612,244 | $ | 2,534,701 | |||||||
Operating income (loss) | |||||||||||||
Steel Processing | $ | 119,025 | $ | 68,156 | $ | 73,626 | |||||||
Pressure Cylinders | 55,004 | 66,367 | 45,108 | ||||||||||
Engineered Cabs | (26,516 | ) | 4,158 | 4,878 | |||||||||
Other | (11,760 | ) | (9,539 | ) | (22,002 | ) | |||||||
Total operating income | $ | 135,753 | $ | 129,142 | $ | 101,610 | |||||||
Depreciation and amortization | |||||||||||||
Steel Processing | $ | 32,882 | $ | 25,918 | $ | 27,093 | |||||||
Pressure Cylinders | 31,984 | 26,919 | 20,407 | ||||||||||
Engineered Cabs | 10,027 | 9,096 | 3,540 | ||||||||||
Other | 4,837 | 4,536 | 4,833 | ||||||||||
Total depreciation and amortization | $ | 79,730 | $ | 66,469 | $ | 55,873 | |||||||
Impairment of long-lived assets | |||||||||||||
Steel Processing | $ | 7,141 | $ | - | $ | - | |||||||
Pressure Cylinders | 32,005 | 6,488 | - | ||||||||||
Engineered Cabs | 19,100 | - | - | ||||||||||
Other | - | - | 355 | ||||||||||
Total impairment of long-lived assets | $ | 58,246 | $ | 6,488 | $ | 355 | |||||||
Restructuring and other expense (income) | |||||||||||||
Steel Processing | $ | (3,382 | ) | $ | - | $ | - | ||||||
Pressure Cylinders | (745 | ) | 2,665 | 52 | |||||||||
Engineered Cabs | - | - | - | ||||||||||
Other | 1,215 | 628 | 5,932 | ||||||||||
Total restructuring and other expense | $ | (2,912 | ) | $ | 3,293 | $ | 5,984 | ||||||
Joint venture transactions | |||||||||||||
Steel Processing | $ | - | $ | - | $ | (2,102 | ) | ||||||
Pressure Cylinders | - | - | - | ||||||||||
Engineered Cabs | - | - | - | ||||||||||
Other | 1,036 | (604 | ) | 1,952 | |||||||||
Total joint venture transactions | $ | 1,036 | $ | (604 | ) | $ | (150 | ) | |||||
Total assets | |||||||||||||
Steel Processing | $ | 850,748 | $ | 610,464 | $ | 709,030 | |||||||
Pressure Cylinders | 818,720 | 742,686 | 575,250 | ||||||||||
Engineered Cabs | 181,251 | 201,048 | 199,594 | ||||||||||
Other | 445,662 | 396,659 | 393,923 | ||||||||||
Total assets | $ | 2,296,381 | $ | 1,950,857 | $ | 1,877,797 | |||||||
Capital expenditures | |||||||||||||
Steel Processing | $ | 16,682 | 8,371 | $ | 9,705 | ||||||||
Pressure Cylinders | 32,364 | 13,368 | 8,456 | ||||||||||
Engineered Cabs | 10,351 | 6,265 | 4,641 | ||||||||||
Other | 11,941 | 16,584 | 8,911 | ||||||||||
Total capital expenditures | $ | 71,338 | $ | 44,588 | $ | 31,713 | |||||||
Net Sales by Geographic Region | ' | ||||||||||||
The following table presents net sales by geographic region for the years ended May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
United States | $ | 2,917,484 | $ | 2,418,307 | $ | 2,333,575 | |||||||
Europe | 136,513 | 159,562 | 150,458 | ||||||||||
Mexico | 51,430 | - | - | ||||||||||
Canada | 10,324 | 21,257 | 29,097 | ||||||||||
Other | 10,675 | 13,118 | 21,571 | ||||||||||
Total | $ | 3,126,426 | $ | 2,612,244 | $ | 2,534,701 | |||||||
Property, Plant and Equipment, Net by Geographic Region | ' | ||||||||||||
The following table presents property, plant and equipment, net, by geographic region as of May 31: | |||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||
United States | $ | 429,068 | $ | 400,032 | |||||||||
Europe | 56,884 | 51,222 | |||||||||||
Mexico | 6,314 | - | |||||||||||
Canada | - | 1,275 | |||||||||||
Other | 6,595 | 6,901 | |||||||||||
Total | $ | 498,861 | $ | 459,430 | |||||||||
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||||||
31-May-14 | |||||||||||||
Steffes | ' | ||||||||||||
Schedule of Acquisition of Intangible Assets | ' | ||||||||||||
In connection with the acquisition of Steffes, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 10,000 | 9 | ||||||||||
Trade name | 290 | Less than 1 | |||||||||||
Total acquired identifiable intangible assets | $ | 10,290 | |||||||||||
Schedule of Consideration Transferred and Fair Value Assigned to Assets Acquired And Liabilities Assumed | ' | ||||||||||||
The following table summarizes the consideration transferred for Steffes and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Inventories | $ | 2,316 | |||||||||||
Intangible assets | 10,290 | ||||||||||||
Property, plant and equipment | 2,638 | ||||||||||||
Total identifiable assets | 15,244 | ||||||||||||
Goodwill | 13,046 | ||||||||||||
Purchase price | 28,290 | ||||||||||||
Estimated working capital deficit | 584 | ||||||||||||
Total cash paid | $ | 28,874 | |||||||||||
TWB | ' | ||||||||||||
Schedule of Acquisition of Intangible Assets | ' | ||||||||||||
In connection with the acquisition of TWB, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 17,438 | 6-May | ||||||||||
Trade names | 4,120 | Indefinite | |||||||||||
Non-compete agreement | 470 | 5 | |||||||||||
Total acquired identifiable intangible assets | $ | 22,028 | |||||||||||
Schedule of Consideration Transferred and Fair Value Assigned to Assets Acquired And Liabilities Assumed | ' | ||||||||||||
The following table summarizes the consideration transferred for our 55% controlling interest in TWB and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Consideration Transferred: | |||||||||||||
Cash consideration | $ | 17,869 | |||||||||||
Fair value of previously held interest in TWB | 72,369 | ||||||||||||
Total consideration | $ | 90,238 | |||||||||||
Estimated Fair Value of Assets Acquired and Liabilities Assumed: | |||||||||||||
Cash and cash equivalents | $ | 70,826 | |||||||||||
Accounts receivable | 52,012 | ||||||||||||
Inventories | 20,403 | ||||||||||||
Prepaid expenses and other current assets | 4,027 | ||||||||||||
Intangible assets | 22,028 | ||||||||||||
Other noncurrent assets | 103 | ||||||||||||
Property, plant and equipment | 52,390 | ||||||||||||
Total identifiable assets | 221,789 | ||||||||||||
Accounts payable | (50,642 | ) | |||||||||||
Accrued liabilities | (6,431 | ) | |||||||||||
Deferred taxes | (2,109 | ) | |||||||||||
Net assets | 162,607 | ||||||||||||
Noncontrolling interest | (72,369 | ) | |||||||||||
Total consideration | $ | 90,238 | |||||||||||
Palmer Mfg. And Tank, Inc | ' | ||||||||||||
Schedule of Acquisition of Intangible Assets | ' | ||||||||||||
In connection with the acquisition of Palmer, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 25,730 | 8 | ||||||||||
Trade name | 8,406 | 5 | |||||||||||
Non-compete agreement | 5,208 | 5 | |||||||||||
Other | 150 | 3 | |||||||||||
Total acquired identifiable intangible assets | $ | 39,494 | |||||||||||
Schedule of Consideration Transferred and Fair Value Assigned to Assets Acquired And Liabilities Assumed | ' | ||||||||||||
The following table summarizes the consideration transferred for Palmer and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents | $ | 364 | |||||||||||
Accounts receivable | 9,252 | ||||||||||||
Inventories | 17,758 | ||||||||||||
Prepaid expenses and other current assets | 9 | ||||||||||||
Intangible assets | 39,494 | ||||||||||||
Property, plant and equipment | 16,504 | ||||||||||||
Total identifiable assets | 83,381 | ||||||||||||
Accounts payable | (2,547 | ) | |||||||||||
Accrued liabilities | (2,175 | ) | |||||||||||
Net identifiable assets | 78,659 | ||||||||||||
Goodwill | 34,820 | ||||||||||||
Total cash consideration | $ | 113,479 | |||||||||||
Westerman, Inc | ' | ||||||||||||
Schedule of Acquisition of Intangible Assets | ' | ||||||||||||
In connection with the acquisition of Westerman, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 12,796 | 10 | ||||||||||
Trade name | 2,986 | 4-Mar | |||||||||||
Non-compete agreement | 1,050 | 5 | |||||||||||
Other | 1,486 | 3-Jan | |||||||||||
Total acquired identifiable intangible assets | $ | 18,318 | |||||||||||
Schedule of Consideration Transferred and Fair Value Assigned to Assets Acquired And Liabilities Assumed | ' | ||||||||||||
The following table summarizes the consideration transferred for Westerman and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | |||||||||||||
Cash and cash equivalents | $ | 639 | |||||||||||
Accounts receivable | 6,355 | ||||||||||||
Inventories | 15,377 | ||||||||||||
Prepaid expenses and other current assets | 836 | ||||||||||||
Intangible assets | 18,318 | ||||||||||||
Property, plant and equipment | 23,503 | ||||||||||||
Total identifiable assets | 65,028 | ||||||||||||
Accounts payable | (2,952 | ) | |||||||||||
Accrued liabilities | (2,479 | ) | |||||||||||
Other current liabilities | (765 | ) | |||||||||||
Short-term borrowings | (7,251 | ) | |||||||||||
Deferred income taxes | (11,022 | ) | |||||||||||
Net identifiable assets | 40,559 | ||||||||||||
Goodwill | 22,190 | ||||||||||||
Total cash consideration | $ | 62,749 | |||||||||||
Worthington Aritas | ' | ||||||||||||
Schedule of Acquisition of Intangible Assets | ' | ||||||||||||
In connection with the acquisition of our 75% interest in Worthington Aritas, we identified and valued the following identifiable intangible assets: | |||||||||||||
(in thousands) | Amount | Useful Life | |||||||||||
Category | (Years) | ||||||||||||
Customer relationships | $ | 8,400 | 10 | ||||||||||
Technological know-how | 8,100 | 20 | |||||||||||
Trade name | 180 | 2 | |||||||||||
Non-compete agreements | 120 | 3 | |||||||||||
Total acquired identifiable intangible assets | $ | 16,800 | |||||||||||
Schedule of Consideration Transferred and Fair Value Assigned to Assets Acquired And Liabilities Assumed | ' | ||||||||||||
The following table summarizes the consideration transferred for Worthington Aritas and the final fair values assigned to the assets acquired and liabilities assumed at the acquisition date: | |||||||||||||
(in thousands) | Preliminary | Measurement | Final | ||||||||||
Valuation | Period | Valuation | |||||||||||
February 28, 2014 | Adjustments | May 31, 2014 | |||||||||||
Cash and cash equivalents | $ | 1,037 | $ | - | $ | 1,037 | |||||||
Accounts receivable | 3,326 | (84 | ) | 3,242 | |||||||||
Inventories | 10,678 | - | 10,678 | ||||||||||
Prepaid expenses and other current assets | 1,317 | - | 1,317 | ||||||||||
Intangible assets | 16,800 | - | 16,800 | ||||||||||
Other noncurrent assets | 1,099 | - | 1,099 | ||||||||||
Property, plant and equipment | 5,467 | - | 5,467 | ||||||||||
Total identifiable assets | 39,724 | (84 | ) | 39,640 | |||||||||
Accounts payable | (5,587 | ) | - | (5,587 | ) | ||||||||
Short-term borrowings | (251 | ) | - | (251 | ) | ||||||||
Accrued liabilities | (2,756 | ) | (4,146 | ) | (6,902 | ) | |||||||
Other liabilities | (4,954 | ) | 4,954 | - | |||||||||
Deferred taxes | (2,787 | ) | - | (2,787 | ) | ||||||||
Net identifiable assets | 23,389 | 724 | 24,113 | ||||||||||
Goodwill | 23,586 | (599 | ) | 22,987 | |||||||||
Net assets | 46,975 | 125 | 47,100 | ||||||||||
Noncontrolling interest | (11,744 | ) | (31 | ) | (11,775 | ) | |||||||
Total consideration | $ | 35,231 | $ | 94 | $ | 35,325 | |||||||
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Schedule of Fair Value of Derivative Instruments | ' | ||||||||||||||||
The following table summarizes the fair value of our derivative instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2014: | |||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||
(in thousands) | Balance | Fair | Balance Sheet | Fair | |||||||||||||
Sheet | Value | Location | Value | ||||||||||||||
Location | |||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||
Interest rate contracts | Receivables | $ | - | Accounts payable | $ | 4,180 | |||||||||||
Commodity contracts | Receivables | 456 | Accounts payable | - | |||||||||||||
Totals | $ | 456 | $ | 4,180 | |||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||
Commodity contracts | Receivables | $ | 796 | Accounts payable | $ | 295 | |||||||||||
Foreign exchange contracts | Receivables | 32 | Accounts payable | - | |||||||||||||
Totals | $ | 828 | $ | 295 | |||||||||||||
Total Derivative Instruments | $ | 1,284 | $ | 4,475 | |||||||||||||
The following table summarizes the fair value of our derivative instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2013: | |||||||||||||||||
Asset Derivatives | Liability Derivatives | ||||||||||||||||
(in thousands) | Balance | Fair | Balance Sheet | Fair | |||||||||||||
Sheet | Value | Location | Value | ||||||||||||||
Location | |||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||
Interest rate contracts | Receivables | $ | - | Accounts payable | $ | 4,032 | |||||||||||
Other assets | - | Other liabilities | 3,863 | ||||||||||||||
- | 7,895 | ||||||||||||||||
Commodity contracts | Receivables | 425 | Accounts payable | 1,352 | |||||||||||||
425 | 1,352 | ||||||||||||||||
Totals | $ | 425 | $ | 9,247 | |||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||
Commodity contracts | Receivables | $ | 331 | Accounts payable | $ | 527 | |||||||||||
331 | 527 | ||||||||||||||||
Foreign exchange contracts | Receivables | 5 | Accounts payable | - | |||||||||||||
5 | - | ||||||||||||||||
Totals | $ | 336 | $ | 527 | |||||||||||||
Total Derivative Instruments | $ | 761 | $ | 9,774 | |||||||||||||
Schedule of Derivatives Designated as Cash Flow Hedging Instruments | ' | ||||||||||||||||
The following table summarizes the gain (loss) recognized in OCI and the gain (loss) reclassified from accumulated OCI into earnings for derivative instruments designated as cash flow hedges during the fiscal years ended May 31, 2014 and 2013: | |||||||||||||||||
(in thousands) | Income | Location of | Income | Location of | Income | ||||||||||||
(Loss) | Income (Loss) | (Loss) | Income (Loss) | (Loss) | |||||||||||||
Recognized | Reclassified from | Reclassified | (Ineffective | (Ineffective | |||||||||||||
in OCI | Accumulated OCI | from | Portion) | Portion) | |||||||||||||
(Effective | (Effective | Accumulated | Excluded from | Excluded | |||||||||||||
Portion) | Portion) | OCI | Effectiveness | from | |||||||||||||
(Effective | Testing | Effectiveness | |||||||||||||||
Portion) | Testing | ||||||||||||||||
For the fiscal year ended | |||||||||||||||||
May 31, 2014: | |||||||||||||||||
Interest rate contracts | $ | (3,351 | ) | Interest expense | $ | (4,586 | ) | Interest expense | $ | - | |||||||
Commodity contracts | (2,602 | ) | Cost of goods sold | (4,915 | ) | Cost of goods sold | - | ||||||||||
Totals | $ | (5,953 | ) | $ | (9,501 | ) | $ | - | |||||||||
For the fiscal year ended | |||||||||||||||||
May 31, 2013: | |||||||||||||||||
Interest rate contracts | $ | (951 | ) | Interest expense | $ | (4,011 | ) | Interest expense | $ | - | |||||||
Commodity contracts | (19 | ) | Cost of goods sold | 1,580 | Cost of goods sold | - | |||||||||||
Totals | $ | (970 | ) | $ | (2,431 | ) | $ | - | |||||||||
Schedule of Gain (Loss) Recognized in Earnings for Economic (Non-Designated) Derivative Financial Instruments | ' | ||||||||||||||||
The following table summarizes the gain (loss) recognized in earnings for economic (non-designated) derivative financial instruments during the fiscal years ended May 31, 2014 and 2013: | |||||||||||||||||
Income (Loss) Recognized | |||||||||||||||||
in Earnings | |||||||||||||||||
Location of Income (Loss) | Fiscal Year Ended | ||||||||||||||||
Recognized in Earnings | May 31, | ||||||||||||||||
(in thousands) | 2014 | 2013 | |||||||||||||||
Commodity contracts | Cost of goods sold | $ | (1,304 | ) | $ | 8,039 | |||||||||||
Foreign exchange contracts | Miscellaneous income (expense) | 27 | 536 | ||||||||||||||
Total | $ | (1,277 | ) | $ | 8,575 | ||||||||||||
Cash Flow Hedges | ' | ||||||||||||||||
Schedule of Summary of Derivative Hedges | ' | ||||||||||||||||
The following table summarizes our cash flow hedges outstanding at May 31, 2014: | |||||||||||||||||
(Dollars in thousands) | Notional | Maturity Date | |||||||||||||||
Amount | |||||||||||||||||
Commodity contracts | $ | 26,700 | June 2014 – December 2015 | ||||||||||||||
Interest rate contracts | $ | 100,000 | Dec-14 | ||||||||||||||
Derivatives Not Designated As Hedging Instruments | ' | ||||||||||||||||
Schedule of Summary of Derivative Hedges | ' | ||||||||||||||||
The following table summarizes our economic (non-designated) derivative instruments outstanding at May 31, 2014: | |||||||||||||||||
(Dollars in thousands) | Notional | Maturity Date(s) | |||||||||||||||
Amount | |||||||||||||||||
Commodity contracts | $ | 24,660 | June 2014 – December 2015 | ||||||||||||||
Foreign currency contracts | $ | 6,830 | Jun-14 |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Schedule of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||
At May 31, 2014, our financial assets and liabilities measured at fair value on a recurring basis were as follows: | |||||||||||||||||
(in thousands) | Quoted Prices | Significant | Significant | Totals | |||||||||||||
in | Other | Unobservable | |||||||||||||||
Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 1,284 | $ | - | $ | 1,284 | |||||||||
Total assets | $ | - | $ | 1,284 | $ | - | $ | 1,284 | |||||||||
Liabilities | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 4,475 | $ | - | $ | 4,475 | |||||||||
Contingent consideration obligation (2) | - | - | 404 | 404 | |||||||||||||
Total liabilities | $ | - | $ | 4,475 | $ | 404 | $ | 4,879 | |||||||||
At May 31, 2013, our financial assets and liabilities measured at fair value on a recurring basis were as follows: | |||||||||||||||||
(in thousands) | Quoted Prices | Significant | Significant | Totals | |||||||||||||
in | Other | Unobservable | |||||||||||||||
Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 761 | $ | - | $ | 761 | |||||||||
Total assets | $ | - | $ | 761 | $ | - | $ | 761 | |||||||||
Liabilities | |||||||||||||||||
Derivative contracts (1) | $ | - | $ | 9,774 | $ | - | $ | 9,774 | |||||||||
Total liabilities | $ | - | $ | 9,774 | $ | - | $ | 9,774 | |||||||||
-1 | The fair value of our derivative contracts is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “Note P – Derivative Instruments and Hedging Activities” for additional information regarding our use of derivative instruments. | ||||||||||||||||
-2 | The fair value of the contingent consideration obligation related to our acquisition of a 75% interest in Worthington Aritas is determined using a Monte Carlo simulation model based on management’s projections of future EBITDA levels. The fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement. At each reporting date, we will revalue the contingent consideration obligation to estimated fair value and record changes in fair value as income or expense in our consolidated statement of earnings. Refer to “Note O – Acquisitions” for additional information. | ||||||||||||||||
Assets Measured at Fair Value on Non-recurring Basis | ' | ||||||||||||||||
At May 31, 2014, our assets measured at fair value on a non-recurring basis were categorized as follows: | |||||||||||||||||
(in thousands) | Quoted Prices | Significant | Significant | Totals | |||||||||||||
in Active | Other | Unobservable | |||||||||||||||
Markets | Observable | Inputs | |||||||||||||||
(Level 1) | Inputs | (Level 3) | |||||||||||||||
(Level 2) | |||||||||||||||||
Assets | |||||||||||||||||
Long-lived assets held for sale (1) | $ | - | $ | 25,040 | $ | - | $ | 25,040 | |||||||||
Long-lived assets held and used (2) | - | 7,034 | - | 7,034 | |||||||||||||
Total assets | $ | - | $ | 32,074 | $ | - | $ | 32,074 | |||||||||
-1 | During the fourth quarter of fiscal 2014, management committed to a plan to sell the Company’s 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $5,925,000, was lower than its net book value, an impairment charge of $18,959,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $7,583,000, was recorded within net earnings attributable to noncontrolling interest in our fiscal 2014 consolidated statement of earnings. | ||||||||||||||||
During the fourth quarter of fiscal 2014, management committed to plans to sell the Company’s stainless steel business, Precision Specialty Metals, Inc. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $19,115,000, was lower than its net book value, an impairment charge of $7,141,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | |||||||||||||||||
-2 | During the fourth quarter of fiscal 2014, we determined that indicators of impairment were present at the Company’s aluminum high-pressure cylinder business in New Albany, Mississippi, due to current and projected operating losses. Recoverability of the identified asset group was tested using future cash flow projections based on management’s long-range estimates of market conditions. The sum of these undiscounted future cash flows was less than the net book value of the asset group. In accordance with the applicable accounting guidance, the net assets were written down to their fair value of $7,034,000, resulting in an impairment charge of $1,412,000 within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | ||||||||||||||||
At May 31, 2013, our assets measured at fair value on a non-recurring basis were categorized as follows: | |||||||||||||||||
(in thousands) | Quoted | Significant | Significant | Totals | |||||||||||||
Prices in | Other | Unobservable | |||||||||||||||
Active | Observable | Inputs | |||||||||||||||
Markets | Inputs | (Level 3) | |||||||||||||||
(Level 1) | (Level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Long-lived assets held and used (1) | $ | - | $ | 6,856 | $ | - | $ | 6,856 | |||||||||
Total assets | $ | - | $ | 6,856 | $ | - | $ | 6,856 | |||||||||
-1 | During the fourth quarter of fiscal 2013, the long-lived assets of our 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders, were written down to their estimated fair value of $6,856,000, resulting in an impairment charge of $4,968,000 within impairment of long-lived assets in our consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $1,987,000, was recorded within net earnings attributable to noncontrolling interest in our consolidated statement of earnings. Fair value was determined based on market prices for similar assets. |
Operating_Leases_Tables
Operating Leases (Tables) | 12 Months Ended | ||||
31-May-14 | |||||
Future Minimum Lease Payments for Noncancelable Operating Leases | ' | ||||
Future minimum lease payments for non-cancelable operating leases having an initial or remaining term in excess of one year at May 31, 2014, were as follows: | |||||
(in thousands) | |||||
2015 | $ | 9,091 | |||
2016 | 7,804 | ||||
2017 | 6,668 | ||||
2018 | 5,878 | ||||
2019 | 4,957 | ||||
Thereafter | 6,793 | ||||
Total | $ | 41,191 | |||
Quarterly_Results_of_Operation1
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
31-May-14 | |||||||||||||||||
Summary of Unaudited Quarterly Consolidated Results of Operations | ' | ||||||||||||||||
The following table summarizes the unaudited quarterly consolidated results of operations for fiscal 2014 and fiscal 2013: | |||||||||||||||||
(in thousands, except per share) | Three Months Ended | ||||||||||||||||
Fiscal 2014 | August 31 | November 30 | February 28 | May 31 | |||||||||||||
Net sales | $ | 692,291 | $ | 769,900 | $ | 773,230 | $ | 891,005 | |||||||||
Gross margin | 110,964 | 128,232 | 122,487 | 130,836 | |||||||||||||
Net earnings attributable to controlling interest | 54,557 | 22,977 | 40,603 | 33,163 | |||||||||||||
Earnings per share - basic | $ | 0.78 | $ | 0.33 | $ | 0.59 | $ | 0.49 | |||||||||
Earnings per share - diluted | 0.76 | 0.32 | 0.57 | 0.47 | |||||||||||||
Fiscal 2013 | 31-Aug | 30-Nov | 28-Feb | 31-May | |||||||||||||
Net sales | $ | 666,035 | $ | 622,622 | $ | 619,527 | $ | 704,060 | |||||||||
Gross margin | 93,651 | 94,856 | 97,026 | 111,110 | |||||||||||||
Net earnings attributable to controlling interest | 33,962 | 31,826 | 37,131 | 33,523 | |||||||||||||
Earnings per share - basic | $ | 0.5 | $ | 0.46 | $ | 0.53 | $ | 0.48 | |||||||||
Earnings per share - diluted | 0.49 | 0.45 | 0.52 | 0.46 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||||||
31-May-14 | 31-May-13 | 31-May-12 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-13 | 31-May-12 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | Jul. 31, 2013 | 31-May-14 | 31-May-14 | Jul. 21, 2014 | 31-May-14 | 31-May-14 | |
Facility | Building and Improvements | Building and Improvements | Machinery and Equipment | Machinery and Equipment | Engineered Cabs | Engineered Cabs | Engineered Cabs | Largest Customer | Largest Customer | Ten Largest Customers | Automotive Market | Foreign Operations | Foreign Operations | Foreign Operations | Collective Bargaining Agreements | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | WRC | Consolidated Entities | |||
JointVentures | Minimum | Maximum | Minimum | Maximum | Customer | Net Sales | Net Sales | Net Sales | Net Sales | Pre-tax earnings | Worthington Aritas | Spartan Steel Coating, LLC | TWB | TWB | Worthington Energy Innovations, LLC | Worthington Nitin Cylinders Limited | Severstal | Facility | JointVentures | ||||||||
Country | Subsequent Event | ||||||||||||||||||||||||||
State | JointVentures | ||||||||||||||||||||||||||
Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of controlling interest by the company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | 52.00% | 55.00% | 55.00% | 75.00% | 60.00% | ' | ' | ' |
Number of assets and interests to be sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' |
Percentage of additional interest acquired by the company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 10.00% | ' | ' | ' | ' | ' |
Purchase of additional interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $17,869,000 | ' | ' | ' | ' | ' | ' |
Number of production facilities operated | 80 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 34 | ' |
Number of States operated | 25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Countries operated | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of joint ventures | 13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 |
Concentration risk percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | 31.00% | 36.00% | ' | 7.00% | -2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of consolidated net assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of labor force | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of customers | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance for doubtful accounts increase (decrease) | -365,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Receivables, allowances | 3,043,000 | 3,408,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property, plant and equipment, estimated useful life | ' | ' | ' | '10 years | '40 years | '3 years | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation Expenses | 62,344,000 | 56,002,000 | 50,644,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | 251,093,000 | 213,858,000 | 156,681,000 | ' | ' | ' | ' | 44,933,000 | 44,933,000 | 45,230,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exceeded carrying value percentage | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Decrease in long-term growth rate | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Advertising Expenses | $6,788,000 | $6,179,000 | $4,788,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Cash Flow Supplemental Disclosures [Line Items] | ' | ' | ' |
Interest paid, net of amount capitalized | $24,199 | $22,614 | $18,281 |
Income taxes paid, net of refunds | $81,997 | $64,260 | $46,445 |
Investments_in_Unconsolidated_2
Investments in Unconsolidated Affiliates - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | ||||||||||||||||||
31-May-14 | 31-May-13 | 31-May-12 | 31-May-13 | 31-May-13 | 31-May-14 | 31-May-14 | 31-May-13 | Dec. 31, 2011 | 31-May-14 | Jul. 31, 2013 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | Oct. 18, 2013 | Oct. 18, 2013 | Jan. 31, 2012 | 31-May-14 | 31-May-14 | |
Entity | Entity | Entity | Worthington Modern Steel Framing Manufacturing Co., Ltd. | Worthington Modern Steel Framing Manufacturing Co., Ltd. | ClarkDietrich | WAVE | WAVE | WAVE | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | Joint Venture Transactions | |
China | TWB | TWB | Worthington Modern Steel Framing Manufacturing Co., Ltd. | ArtiFlex | ClarkDietrich | Samuel Steel Pickling Company | Seviacero | Zhejiang Nisshin Worthington Precision Specialty Steel Co | Zhejiang Nisshin Worthington Precision Specialty Steel Co | Zhejiang Nisshin Worthington Precision Specialty Steel Co | LEFCO Worthington, LLC | Worthington Specialty Processing | WAVE | |||||||||
Maximum | ||||||||||||||||||||||
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of interest by unconsolidated affiliates | ' | ' | ' | ' | 40.00% | ' | ' | ' | ' | ' | ' | 40.00% | 50.00% | 25.00% | 31.25% | 50.00% | 10.00% | 10.00% | 34.00% | ' | 51.00% | 50.00% |
Percentage of additional interest acquired by the company | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of controlling interest by the company | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55.00% | 55.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of investment in unconsolidated affiliates | ' | ' | ' | $4,751,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of equity interest, percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 49.00% | ' | ' |
Distributions from unconsolidated affiliates | 85,346,000 | 84,539,000 | 138,471,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Non-recurring special dividend received | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cumulative distributions in excess of investment | ' | ' | ' | ' | ' | ' | 59,287,000 | 63,187,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Excess distributions from unconsolidated affiliates | 9,223,000 | 863,000 | 45,879,000 | ' | ' | 9,223,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of affiliated companies | 3 | 3 | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consolidated retained earnings undistributed earnings net of tax | $13,241,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Schedule_of_Combined_Financial
Schedule of Combined Financial Information for Unconsolidated Affiliates (Detail) (USD $) | 31-May-14 | 31-May-13 | ||
In Thousands, unless otherwise specified | ||||
Investments in and Advances to Affiliates [Line Items] | ' | ' | ||
Cash | $52,997 | $70,380 | ||
Receivable from partner | 12,717 | [1] | 69,706 | [1] |
Other current assets | 454,417 | 518,262 | ||
Noncurrent assets | 294,001 | 350,681 | ||
Total assets | 814,132 | 1,009,029 | ||
Current liabilities | 128,595 | 181,111 | ||
Short-term borrowings | 40,992 | 21,369 | ||
Current maturities of long-term debt | 4,510 | 5,442 | ||
Long-term debt | 268,350 | 274,750 | ||
Other noncurrent liabilities | 20,217 | 18,345 | ||
Equity | 351,468 | 508,012 | ||
Total liabilities and equity | $814,132 | $1,009,029 | ||
[1] | Represents cash owed from a joint venture partner as a result of centralized cash management. |
Financial_Results_of_Three_Lar
Financial Results of Three Largest Affiliated Companies (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' |
Net sales | $1,492,802 | $1,753,734 | $1,685,743 |
Gross margin | 312,620 | 332,849 | 314,393 |
Operating income | 213,932 | 230,924 | 221,013 |
Depreciation and amortization | 36,958 | 40,712 | 34,153 |
Interest expense | 9,222 | 8,894 | 6,047 |
Income tax expense | 9,854 | 6,856 | 15,114 |
Net earnings | 196,131 | 216,002 | 201,733 |
WAVE | ' | ' | ' |
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' |
Net sales | 382,821 | 370,702 | 364,530 |
Gross margin | 177,935 | 167,924 | 155,246 |
Operating income | 144,167 | 137,202 | 127,305 |
Depreciation and amortization | 4,916 | 3,919 | 4,142 |
Interest expense | 6,464 | 6,280 | 3,427 |
Income tax expense | 3,606 | 2,451 | 2,789 |
Net earnings | 134,019 | 128,614 | 121,261 |
ClarkDietrich | ' | ' | ' |
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' |
Net sales | 549,267 | 547,971 | 564,624 |
Gross margin | 73,803 | 75,580 | 61,703 |
Operating income | 27,918 | 35,024 | 27,094 |
Depreciation and amortization | 16,253 | 18,173 | 14,271 |
Interest expense | 103 | 3 | 3 |
Net earnings | 27,837 | 35,005 | 27,203 |
TWB | ' | ' | ' |
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' |
Net sales | 54,003 | 344,065 | 312,943 |
Gross margin | 6,109 | 41,116 | 40,098 |
Operating income | 4,273 | 28,241 | 28,141 |
Depreciation and amortization | 880 | 5,123 | 3,259 |
Income tax expense | 478 | 1,218 | 5,458 |
Net earnings | 4,023 | 27,931 | 22,952 |
Other Affiliates | ' | ' | ' |
Investments in and Advances to Affiliates [Line Items] | ' | ' | ' |
Net sales | 506,711 | 490,996 | 443,646 |
Gross margin | 54,773 | 48,229 | 57,346 |
Operating income | 37,574 | 30,457 | 38,473 |
Depreciation and amortization | 14,909 | 13,497 | 12,481 |
Interest expense | 2,655 | 2,611 | 2,617 |
Income tax expense | 5,770 | 3,187 | 6,867 |
Net earnings | $30,252 | $24,452 | $30,317 |
Summary_of_Changes_in_Carrying
Summary of Changes in Carrying Amount of Goodwill (Detail) (USD $) | 12 Months Ended | ||||||||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-14 | 31-May-13 | 31-May-13 | 31-May-14 | 31-May-14 | 31-May-13 | 31-May-12 |
Pressure Cylinders | Pressure Cylinders | Engineered Cabs | Engineered Cabs | Other | Other | Other | |||
Goodwill [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill, beginning balance | $335,452 | $278,275 | $163,274 | $105,800 | $45,230 | $44,933 | $127,245 | $127,245 | $127,245 |
Accumulated impairment losses, beginning balance | -121,594 | -121,594 | ' | ' | ' | ' | -121,594 | -121,594 | -121,594 |
Goodwill net, beginning balance | 213,858 | 156,681 | 163,274 | 105,800 | 45,230 | 44,933 | 5,651 | 5,651 | 5,651 |
Acquisitions and purchase accounting adjustments | 36,033 | 56,713 | 36,033 | 57,010 | -297 | ' | ' | ' | ' |
Divestitures | ' | -1,131 | ' | -1,131 | ' | ' | ' | ' | ' |
Translation adjustments | 1,202 | 1,595 | 1,202 | 1,595 | ' | ' | ' | ' | ' |
Goodwill, ending balance | 372,687 | 335,452 | 200,509 | 163,274 | 44,933 | 44,933 | 127,245 | 127,245 | 127,245 |
Accumulated impairment losses, ending balance | -121,594 | -121,594 | ' | ' | ' | ' | -121,594 | -121,594 | -121,594 |
Goodwill net, ending balance | $251,093 | $213,858 | $200,509 | $163,274 | $44,933 | $44,933 | $5,651 | $5,651 | $5,651 |
Goodwill_and_Other_LongLived_A2
Goodwill and Other Long-Lived Assets - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Nov. 30, 2013 | 31-May-14 | 31-May-13 | 31-May-12 | 31-May-13 | 31-May-14 | 31-May-13 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-13 | 31-May-13 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | Oct. 31, 2012 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-14 | 31-May-13 | Nov. 30, 2013 | 31-May-14 | |||
Worthington Nitin Cylinders Limited | Worthington Nitin Cylinders Limited | Worthington Nitin Cylinders Limited | Zhejiang Nisshin Worthington Precision Specialty Steel Co | Aluminium High Pressure Cylinder Business | Long-lived assets held and used | Long-lived assets held and used | Long-lived assets held and used | Long-lived assets held and used | Long-lived assets held and used | Joint Venture Transactions | Joint Venture Transactions | Minimum | Maximum | Pressure Cylinders | Pressure Cylinders | Pressure Cylinders | Pressure Cylinders | Pressure Cylinders | Engineered Cabs | Engineered Cabs | |||||||
Noncontrolling Interest | Noncontrolling Interest | Worthington Nitin Cylinders Limited | Zhejiang Nisshin Worthington Precision Specialty Steel Co | Aluminium High Pressure Cylinder Business | Worthington Nitin Cylinders Limited | Long-lived assets held and used | |||||||||||||||||||||
Worthington Nitin Cylinders Limited | |||||||||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Definite-lived intangible assets, estimated useful lives | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '20 years | ' | ' | ' | ' | ' | ' | ' | ||
Impairment of long-lived assets | $30,734,000 | $58,246,000 | $6,488,000 | $355,000 | ' | ' | ' | $7,141,000 | $1,412,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,520,000 | $11,634,000 | $1,570,000 | ' | ' | $19,100,000 | ' | ||
Amortization expense | ' | 17,386,000 | 10,467,000 | 5,229,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Percent of controlling interest by the company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Asset measured at fair value on nonrecurring basis | ' | 32,074,000 | 6,856,000 | ' | ' | ' | ' | ' | ' | 7,034,000 | [1] | 6,856,000 | [2] | 6,856,000 | 19,115,000 | 7,034,000 | ' | 5,925,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of long-lived assets | ' | 58,246,000 | 6,488,000 | 355,000 | 4,968,000 | 7,583,000 | 1,987,000 | ' | ' | ' | ' | ' | ' | ' | 18,959,000 | ' | ' | ' | ' | ' | ' | 32,005,000 | 6,488,000 | ' | 19,100,000 | ||
Gain/loss on sale of assets | ' | ($10,589,000) | ($1,886,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50,000 | ' | ' | ' | ' | ' | ' | ||
[1] | During the fourth quarter of fiscal 2014, we determined that indicators of impairment were present at the Company's aluminum high-pressure cylinder business in New Albany, Mississippi, due to current and projected operating losses. Recoverability of the identified asset group was tested using future cash flow projections based on management's long-range estimates of market conditions. The sum of these undiscounted future cash flows was less than the net book value of the asset group. In accordance with the applicable accounting guidance, the net assets were written down to their fair value of $7,034,000, resulting in an impairment charge of $1,412,000 within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | ||||||||||||||||||||||||||
[2] | During the fourth quarter of fiscal 2013, the long-lived assets of our 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders, were written down to their estimated fair value of $6,856,000, resulting in an impairment charge of $4,968,000 within impairment of long-lived assets in our consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $1,987,000, was recorded within net earnings attributable to noncontrolling interest in our consolidated statement of earnings. Fair value was determined based on market prices for similar assets. |
Summary_of_Other_Intangible_As
Summary of Other Intangible Assets by Class (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Other Intangible Assets [Line Items] | ' | ' |
Indefinite-lived intangible assets, cost | $8,481 | $27,581 |
Cost | 181,499 | 173,813 |
Definite-lived intangible assets, cost | 173,018 | 146,232 |
Accumulated Amortization | 35,506 | 26,669 |
Trademarks | ' | ' |
Other Intangible Assets [Line Items] | ' | ' |
Indefinite-lived intangible assets, cost | 8,481 | 27,581 |
Patents and Trademarks | ' | ' |
Other Intangible Assets [Line Items] | ' | ' |
Definite-lived intangible assets, cost | 4,696 | 15,111 |
Accumulated Amortization | 148 | 2,201 |
Customer Relationships | ' | ' |
Other Intangible Assets [Line Items] | ' | ' |
Definite-lived intangible assets, cost | 143,585 | 113,098 |
Accumulated Amortization | 28,257 | 18,967 |
Non-compete Agreements | ' | ' |
Other Intangible Assets [Line Items] | ' | ' |
Definite-lived intangible assets, cost | 10,733 | 11,669 |
Accumulated Amortization | 4,263 | 3,427 |
Other Intangible Assets | ' | ' |
Other Intangible Assets [Line Items] | ' | ' |
Definite-lived intangible assets, cost | 14,004 | 6,354 |
Accumulated Amortization | $2,838 | $2,074 |
Estimated_Amortization_Expense
Estimated Amortization Expense (Detail) (USD $) | 31-May-14 |
In Thousands, unless otherwise specified | |
Expected Amortization Expense [Line Items] | ' |
2015 | $17,527 |
2016 | 16,888 |
2017 | 16,269 |
2018 | 15,836 |
2019 | $13,216 |
Schedule_of_Progression_of_Lia
Schedule of Progression of Liabilities Associated with Restructuring Activities, Combined with Reconciliation to Restructuring and Other Expense (Income) (Detail) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Beginning Balance | $6,229,000 | $5,583,000 | ' |
Expense/ (Income) | 8,713,000 | 4,575,000 | ' |
Payments | -7,724,000 | -4,766,000 | ' |
Adjustments | -189,000 | 837,000 | ' |
Ending Balance | 7,029,000 | 6,229,000 | 5,583,000 |
Net gain on sale of assets | -10,589,000 | -1,886,000 | ' |
Less: joint venture transactions | -1,036,000 | 604,000 | 150,000 |
Restructuring and other expense (income) | -2,912,000 | 3,293,000 | 5,984,000 |
Early Retirement And Severance | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Beginning Balance | 5,029,000 | 4,892,000 | ' |
Expense/ (Income) | 6,236,000 | 2,228,000 | ' |
Payments | -4,703,000 | -2,388,000 | ' |
Adjustments | -67,000 | 297,000 | ' |
Ending Balance | 6,495,000 | 5,029,000 | ' |
Facility Exit And Other Costs | ' | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' | ' |
Beginning Balance | 1,200,000 | 691,000 | ' |
Expense/ (Income) | 2,477,000 | 2,347,000 | ' |
Payments | -3,021,000 | -2,378,000 | ' |
Adjustments | -122,000 | 540,000 | ' |
Ending Balance | $534,000 | $1,200,000 | ' |
Restructuring_and_Other_Expens2
Restructuring and Other Expense (Income) - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 3 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||
31-May-14 | 31-May-13 | Dec. 10, 2013 | 31-May-14 | 31-May-13 | 31-May-14 | Jun. 30, 2013 | 31-May-14 | 31-May-13 | 31-May-13 | Oct. 31, 2012 | 31-May-13 | 31-May-14 | 31-May-13 | 31-May-13 | Nov. 12, 2013 | 31-May-14 | 31-May-13 | 31-May-13 | 31-May-13 | |
Baltimore Steel Facility | Early Retirement And Severance | Early Retirement And Severance | MidRise Construction Business | ITS | Metal Framing | Metal Framing | Metal Framing | Pressure Cylinders | Pressure Cylinders | Pressure Cylinders | Pressure Cylinders | Pressure Cylinders | Pressure Cylinders | Commercial Stairs | Commercial Stairs | Commercial Stairs | Global Group | |||
Early Retirement And Severance | Early Retirement And Severance | North America | Early Retirement And Severance | Early Retirement And Severance | ||||||||||||||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future payments for restructuring | $6,399,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facility exit and other costs incurred | ' | ' | ' | ' | ' | ' | ' | 924,000 | ' | ' | ' | ' | 377,000 | ' | ' | 524,000 | 652,000 | 1,530,000 | ' | ' |
Gain on sale of assets held for sale | -10,589,000 | -1,886,000 | ' | ' | ' | ' | 4,762,000 | -112,000 | 1,886,000 | ' | 50,000 | ' | ' | ' | ' | 5,939,000 | ' | ' | ' | ' |
Severance accrual adjustment | ' | ' | 1,380,000 | ' | ' | 564,000 | ' | ' | ' | ' | ' | 2,488,000 | 578,000 | ' | ' | 3,714,000 | ' | ' | ' | ' |
Cash proceeds from sale of assets | ' | ' | ' | ' | ' | ' | 7,457,000 | ' | 5,637,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facility exit and other costs incurred | ' | 1,546,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 177,000 | ' | ' | ' | 1,624,000 | ' | ' |
Severance expense adjustment | 8,713,000 | 4,575,000 | ' | 6,236,000 | 2,228,000 | ' | ' | ' | ' | 264,000 | ' | ' | ' | ' | ' | ' | ' | ' | -94,000 | 98,000 |
Severance accrual adjustment | ($189,000) | $837,000 | ' | ($67,000) | $297,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,488,000 | ' | ' | ' | ' | ' |
Contingent_Liabilities_and_Com2
Contingent Liabilities and Commitments - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Jan. 27, 2012 | 31-May-14 | 31-May-12 | Jul. 01, 2011 | 31-May-14 | 31-May-14 | 31-May-13 | 31-May-12 | |
Bernz | Coleman Cylinders | Pressure Cylinders Voluntary Product Recall | Pressure Cylinders Voluntary Product Recall | Pressure Cylinders Voluntary Product Recall | ||||
Minimum | ||||||||
Commitment And Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Exposure related to legal matter | ' | $2,000,000 | ' | ' | ' | ' | ' | ' |
Loss related to litigation settlement | ' | 2,000,000 | ' | ' | ' | ' | ' | ' |
Damages awarded to the plaintiff | 3,700,000 | ' | ' | ' | ' | ' | ' | ' |
Gain on legal dispute settlement | ' | ' | 1,500,000 | ' | ' | 3,951,000 | ' | ' |
Amount paid to resolve preexisting relationship with seller | ' | ' | ' | 10,000,000 | ' | ' | ' | ' |
Reserves recognized prior to closing | ' | ' | ' | 14,402,000 | ' | ' | ' | ' |
Inventory recall expenses | ' | ' | ' | ' | ' | ' | 2,571,000 | 9,671,000 |
Annual royalty payments in exchange for rights | ' | ' | ' | ' | 2,000,000 | ' | ' | ' |
Insurance proceeds for replacement value of damaged property and equipment | ' | 5,645,000 | ' | ' | ' | ' | ' | ' |
Book value of assets | ' | 145,000 | ' | ' | ' | ' | ' | ' |
Gain on damaged property and equipment | ' | $5,500,000 | ' | ' | ' | ' | ' | ' |
Total_Proceeds_Received_relate
Total Proceeds Received related to Insurance Claim since Date of Loss (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | 31-May-14 |
Unusual or Infrequent Item [Line Items] | ' |
Insurance proceeds, operating | $9,258 |
Property and equipment | ' |
Unusual or Infrequent Item [Line Items] | ' |
Insurance proceeds, operating | 5,645 |
Business interruption | ' |
Unusual or Infrequent Item [Line Items] | ' |
Insurance proceeds, operating | 2,868 |
Other expenses | ' |
Unusual or Infrequent Item [Line Items] | ' |
Insurance proceeds, operating | $745 |
Guarantees_Additional_Informat
Guarantees - Additional Information (Detail) (USD $) | 31-May-14 |
Residual Value Guarantee | ' |
Loss Contingencies [Line Items] | ' |
Maximum potential obligation | $13,019,000 |
Guarantee Repayment | ' |
Loss Contingencies [Line Items] | ' |
Maximum potential obligation | 3,333,000 |
Financial Stand-By Letters Of Credit | ' |
Loss Contingencies [Line Items] | ' |
Borrowings outstanding | $14,332,000 |
Summary_of_Longterm_Debt_and_S
Summary of Long-term Debt and Short-term Borrowings Outstanding (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Debt | $666,325 | $521,056 |
current maturities and short-term borrowings | 111,535 | 114,820 |
Total long-term debt | 554,790 | 406,236 |
Short-term borrowings | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | 10,362 | 113,728 |
Floating rate senior notes due December 17, 2014 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | 100,000 | 100,000 |
6.50% senior notes due April 15, 2020 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | 149,912 | 149,888 |
4.60% senior notes due August 10, 2024 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | 150,000 | 150,000 |
Unsecured Senior Notes, Four Point Five Five Percent, Due April Fifteen Twenty Twenty Six | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | 249,472 | ' |
Industrial revenue bonds due April 2019 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | 2,024 | 2,084 |
Secured Term Loan | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | 4,235 | 5,036 |
Other Debt | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt | $320 | $320 |
Summary_of_Longterm_Debt_and_S1
Summary of Long-term Debt and Short-term Borrowings Outstanding (Parenthetical) (Detail) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||
31-May-14 | 31-May-13 | 31-May-14 | 31-May-13 | Aug. 10, 2012 | 31-May-14 | Apr. 13, 2014 | 31-May-14 | Dec. 29, 2011 | 31-May-14 | |
Floating rate senior notes due December 17, 2014 | Floating rate senior notes due December 17, 2014 | 6.50% senior notes due April 15, 2020 | 6.50% senior notes due April 15, 2020 | 4.60% senior notes due August 10, 2024 | 4.60% senior notes due August 10, 2024 | Unsecured Senior Notes, Four Point Five Five Percent, Due April Fifteen Twenty Twenty Six | Unsecured Senior Notes, Four Point Five Five Percent, Due April Fifteen Twenty Twenty Six | Industrial revenue bonds due April 2019 | Industrial revenue bonds due April 2019 | |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate | ' | ' | 6.50% | 6.50% | 4.60% | 4.60% | 4.55% | 4.55% | ' | ' |
Debt, maturity date | 17-Dec-14 | 17-Dec-14 | 15-Apr-20 | 15-Apr-20 | 10-Aug-24 | 10-Aug-24 | 15-Apr-26 | 15-Apr-26 | ' | ' |
Debt, maturity date (year and month) | ' | ' | ' | ' | ' | ' | ' | ' | '2019-04 | '2019-04 |
Debt_and_Receivables_Securitiz2
Debt and Receivables Securitization - Additional Information (Detail) (USD $) | 31-May-14 | 31-May-13 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | Aug. 10, 2012 | 31-May-14 | Apr. 13, 2014 | 31-May-14 | Apr. 13, 2010 | Dec. 29, 2011 | 31-May-14 | Dec. 29, 2011 | Dec. 29, 2011 | Dec. 29, 2011 | 31-May-14 | Mar. 31, 2013 | Mar. 31, 2012 |
Unsecured Revolving Credit Facility | Line of Credit | Line of Credit | Worthington Aritas | Worthington Nitin Cylinders Limited | Cash Flow Hedges | Cash Flow Hedges | Financial Stand-By Letters Of Credit | 2014 Notes | 4.60% senior notes due August 10, 2024 | 4.60% senior notes due August 10, 2024 | Unsecured Senior Notes, Four Point Five Five Percent, Due April Fifteen Twenty Twenty Six | Unsecured Senior Notes, Four Point Five Five Percent, Due April Fifteen Twenty Twenty Six | 6.50% Unsecured Senior Notes due April 15, 2020 | Industrial revenue bonds due April 2019 | Industrial revenue bonds due April 2019 | Industrial revenue bonds due April 2019 | Industrial revenue bonds due April 2019 | Industrial revenue bonds due April 2019 | Securities Sold under Agreements to Repurchase | Securities Sold under Agreements to Repurchase | Securities Sold under Agreements to Repurchase | |||
Maximum | Interest Rate Contracts | Interest Rate Contracts | Maximum | Minimum | ||||||||||||||||||||
Six-month LIBOR rate | ||||||||||||||||||||||||
Debt And Receivables Securitization [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowings outstanding | $0 | ' | ' | ' | ' | $4,437,000 | $5,925,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ' | ' |
Debt, Interest rate | ' | ' | ' | ' | ' | 5.60% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | 11,732,000 | ' | 425,000,000 | ' | ' | ' | 9,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' |
Maturity date | ' | ' | '2017-05 | ' | ' | ' | '2014-11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2015-01 | ' | ' |
Applicable variable rate | ' | ' | ' | ' | ' | ' | 7.52% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of days past due trade accounts receivables are ineligible for securitization | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '90 days | ' | ' |
Facility fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 652,000 | 983,000 | 1,232,000 |
Debt maturity period | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average variable rate | ' | ' | ' | 1.20% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding stand-by letters of credit amount for third-party beneficiaries | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,332,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining borrowing capacity | 413,268,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt borrowings outstanding | 655,963,000 | 407,328,000 | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | 2,024,000 | ' | ' | ' | ' | ' |
Debt maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17-Dec-14 | 10-Aug-24 | 10-Aug-24 | 15-Apr-26 | 15-Apr-26 | 15-Apr-20 | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.80% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional Amount | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate swap interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 4.46% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument effective interest rate percentage after interest rate swap | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.26% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000,000 | ' | 250,000,000 | ' | 150,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.60% | 4.60% | 4.55% | 4.55% | 6.50% | ' | ' | ' | 5.00% | 2.75% | ' | ' | ' |
Percentage of principal amount debt instrument was sold to the public | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.79% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Yield to maturity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.57% | ' | 6.52% | ' | ' | ' | ' | ' | ' | ' | ' |
Debt discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 528,000 | ' | 165,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issuance cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,256,000 | ' | 1,535,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Settlement of hedge interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,081,000 | ' | 1,358,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of principal amount debt instrument was sold to the public | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.89% | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument maturity month and year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2019-04 | '2019-04 | ' | ' | ' | ' | ' | ' |
Debt instrument required monthly payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $31,000 | ' | ' | ' | ' | ' | ' | ' |
Maturities_on_Longterm_Debt_an
Maturities on Long-term Debt and Short-term Borrowings (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
2015 | $111,535 | $114,820 |
2016 | 1,238 | ' |
2017 | 1,274 | ' |
2018 | 1,341 | ' |
2019 | 1,130 | ' |
Thereafter | 550,423 | ' |
Total | $666,941 | ' |
Summary_of_Tax_Effects_of_Each
Summary of Tax Effects of Each Component of Other Comprehensive Income or Loss (Detail) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Before-Tax | ' | ' | ' |
Foreign currency translation, before tax | $7,618,000 | $5,393,000 | ($17,930,000) |
Pension liability adjustment, before tax | -1,555,000 | 3,688,000 | -14,216,000 |
Cash flow hedges, before tax | 3,548,000 | 1,461,000 | -636,000 |
Other comprehensive income (loss), before tax | 9,611,000 | 10,542,000 | -32,782,000 |
Tax | ' | ' | ' |
Foreign currency translation, tax | ' | ' | ' |
Pension liability adjustment, tax | 511,000 | -1,415,000 | 4,975,000 |
Cash flow hedges, tax | -1,039,000 | -763,000 | 318,000 |
Other comprehensive income (loss), tax | -528,000 | -2,178,000 | 5,293,000 |
Net-of-tax | ' | ' | ' |
Foreign currency translation, net-of-tax | 7,618,000 | 5,393,000 | -17,930,000 |
Pension liability adjustment, net-of-tax | -1,044,000 | 2,273,000 | -9,241,000 |
Cash flow hedges, net-of-tax | 2,509,000 | 698,000 | -318,000 |
Other comprehensive income (loss), net-of-tax | $9,083,000 | $8,364,000 | ($27,489,000) |
Components_of_AOCI_Net_of_Tax_
Components of AOCI Net of Tax (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Foreign currency translation | $11,015 | $4,025 |
Defined benefit pension liability, net of tax | -11,265 | -10,221 |
Cash flow hedges, net of tax | -3,331 | -5,840 |
Accumulated other comprehensive loss | ($3,581) | ($12,036) |
Comprehensive_Income_Additiona
Comprehensive Income - Additional Information (Detail) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Other Comprehensive Income (Loss) [Line Items] | ' | ' | ' |
Net loss reclassified from AOCI for cash flow hedges | ($5,965,000) | ($1,604,000) | ($1,245,000) |
Net loss reclassified from AOCI for cash flow hedges, tax | 3,536,000 | 827,000 | 794,000 |
Losses in accumulated other comprehensive income expected to be reclassified into net earnings | -1,287,000 | ' | ' |
Losses in accumulated other comprehensive income expected to be reclassified into net earnings, tax | $763,000 | ' | ' |
Equity_Additional_Information_
Equity - Additional Information (Detail) (USD $) | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 | Jun. 25, 2014 | Jun. 29, 2011 |
Subsequent Event | Maximum | ||||
Class of Stock [Line Items] | ' | ' | ' | ' | ' |
Common Stock shares authorized for repurchase | ' | ' | ' | 10,000,000 | 10,000,000 |
Common Stock remaining shares authorized for repurchase | 1,722,332 | ' | ' | 11,722,332 | ' |
Repurchase of common shares | $128,218 | $30,417 | $73,418 | ' | ' |
Purchases and retirement of common shares (in shares) | 3,380,500 | 925,000 | ' | ' | ' |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | |||
31-May-14 | Mar. 31, 2014 | 31-May-13 | 31-May-12 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Common stock authorized for issuance | 1,670,708 | ' | ' | ' |
Stock based compensation expense, pre tax | $22,017,000 | ' | $13,270,000 | $11,742,000 |
Stock based compensation expense, after tax | 13,778,000 | ' | 8,339,000 | 7,871,000 |
Unrecognized compensation cost | 20,572,000 | ' | ' | ' |
Unrecognized compensation cost related to non-vested awards, expense period | '3 years | ' | ' | ' |
Purchase price percentage of fair market value on the date of grant for stock options | 100.00% | ' | ' | ' |
Stock options expiration period | '10 years | ' | ' | ' |
Total intrinsic value of stock options exercised | ' | 16,748,000 | ' | ' |
Cash received from the exercise of stock options | ' | 4,618,000 | ' | ' |
Tax benefit realized from the exercise of these stock options | ' | 8,880,000 | ' | ' |
Service-based restricted common shares granted to employees cliff vesting period | '3 years | ' | ' | ' |
Market-Based Restricted Common Shares | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Restricted common shares, granted | 360,000 | ' | ' | ' |
Common share awards vesting, minimum price per share | $50 | ' | ' | ' |
Common share awards vesting, minimum consecutive days at stated price | '30 days | ' | ' | ' |
Restricted common shares, fair value per share | $24.19 | ' | ' | ' |
Unrecognized compensation cost | $8,708,000 | ' | ' | ' |
Service-based vesting condition period, years | '3 years | ' | ' | ' |
Before June 30, 2011 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock options vesting percentage | 20.00% | ' | ' | ' |
After June 30, 2011 | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock options vesting percentage | 33.00% | ' | ' | ' |
Maximum | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Purchase price percentage of fair market value on the date of grant for stock options | 100.00% | ' | ' | ' |
NonQualified_Stock_Options_Gra
Non-Qualified Stock Options Granted (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Granted | 130 | 1,034 | 600 |
Weighted average exercise price, per share | $32.21 | $20.83 | $21.15 |
Weighted average grant date fair value, per share | $12.92 | $7.71 | $8.25 |
Pre-tax stock-based compensation | $1,539 | $7,165 | $4,456 |
Assumptions_To_Value_Stock_Opt
Assumptions To Value Stock Options (Detail) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Non-Qualified Stock Options | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Dividend yield | 2.28% | 2.95% | 2.70% |
Expected volatility | 52.23% | 52.88% | 51.70% |
Risk-free interest rate | 1.69% | 0.91% | 1.90% |
Expected life (years) | '6 years | '6 years | '6 years |
Market-Based Restricted Common Shares | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Dividend yield | 2.28% | ' | ' |
Expected volatility | 53.40% | ' | ' |
Risk-free interest rate | 1.41% | ' | ' |
Summary_of_Stock_Option_Activi
Summary of Stock Option Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Stock Options | ' | ' | ' |
Outstanding, beginning of year | 5,517 | 7,511 | 7,852 |
Granted | 130 | 1,034 | 600 |
Exercised | -828 | -2,858 | -675 |
Forfeited | -67 | -170 | -266 |
Outstanding, end of year | 4,752 | 5,517 | 7,511 |
Exercisable at end of year | 2,996 | 2,682 | 4,404 |
Weighted Average Exercise Price | ' | ' | ' |
Outstanding, beginning of year | $17.19 | $16.65 | $16.29 |
Granted | $32.21 | $20.83 | $21.15 |
Exercised | $17.39 | $17.18 | $16.87 |
Forfeited | $16.13 | $15.86 | $15.55 |
Outstanding, end of year | $17.58 | $17.19 | $16.65 |
Exercisable at end of year | $17.57 | $17.70 | $17.72 |
Weighted Average Remaining Contractual Life (in years) | ' | ' | ' |
Outstanding | '5 years 6 months | '6 years 22 days | '5 years 6 months 11 days |
Exercisable | '4 years 8 months 1 day | '4 years 6 months | '4 years 1 month 13 days |
Aggregate intrinsic value | ' | ' | ' |
Outstanding | $107,970 | $94,860 | $11,786 |
Exercisable | $68,108 | $44,752 | $3,381 |
Summary_of_NonVested_Stock_Opt
Summary of Non-Vested Stock Option Awards (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Number of Stock Options | ' | ' | ' |
Non-vested, beginning of year | 2,835 | ' | ' |
Granted | 130 | 1,034 | 600 |
Vested | -1,142 | ' | ' |
Forfeited | -67 | ' | ' |
Non-vested, end of year | 1,756 | 2,835 | ' |
Weighted Average Grant Date Fair Value Per Share | ' | ' | ' |
Non-vested, beginning of year | $5.96 | ' | ' |
Granted | $11.82 | ' | ' |
Vested | $6.02 | ' | ' |
Forfeited | $5.45 | ' | ' |
Non-vested, end of year | $6.38 | $5.96 | ' |
Restricted_Common_Shares_Grant
Restricted Common Shares Granted (Detail) (Service-Based Restricted Common Shares, USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Service-Based Restricted Common Shares | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Granted | 380,000 | 121,000 | 515,000 |
Weighted average grant date fair value, per share | $33.14 | $20.77 | $17.09 |
Pre-tax stock-based compensation | $11,307,000 | $2,299,000 | $7,501,000 |
Summary_of_Restricted_Common_S
Summary of Restricted Common Share Activity (Detail) (Restricted Common Shares, USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Restricted Common Shares | ' | ' | ' |
Restricted Common Shares | ' | ' | ' |
Outstanding, beginning of year | 399,000 | 513,000 | 23,000 |
Granted | 380,000 | 121,000 | 515,000 |
Vested | -185,000 | -233,000 | -23,000 |
Forfeited | -21,000 | -2,000 | -2,000 |
Outstanding, end of year | 573,000 | 399,000 | 513,000 |
Weighted Average Exercise Price | ' | ' | ' |
Outstanding, beginning of year | $18.74 | $17.08 | $14.88 |
Granted | $33.14 | $20.76 | $17.09 |
Vested | $17.17 | $16.10 | $14.88 |
Forfeited | $30.70 | $22.09 | $23.10 |
Outstanding, end of year | $28.36 | $18.74 | $17.08 |
Weighted Average Remaining Contractual Life (in years) | ' | ' | ' |
Weighted average remaining contractual life of outstanding restricted common shares (in years) | '1 year 7 months 10 days | '1 year 3 months 22 days | '1 year 8 months 9 days |
Aggregate intrinsic value | ' | ' | ' |
Aggregate intrinsic value of outstanding restricted common shares | $23,112 | $13,701 | $8,344 |
Aggregate intrinsic value of restricted common shares vested during the year | $7,499 | $5,559 | $342 |
Performance_Shares_Granted_Det
Performance Shares Granted (Detail) (Performance Shares, USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Performance Shares | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Granted | 59,000 | 108,000 | 91,000 |
Weighted average grant date fair value, per share | $33.33 | $22.08 | $22.35 |
Pre-tax stock-based compensation | $1,958,000 | $2,383,000 | $2,039,000 |
Components_of_Net_Periodic_Pen
Components of Net Periodic Pension Cost for Defined Benefit Plan and Defined Contribution Plans (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Employee Benefit Plan [Line Items] | ' | ' | ' |
Interest cost | $1,403 | $1,361 | $1,213 |
Actual return on plan assets | 2,524 | 4,355 | -789 |
Net amortization and deferral | -4,175 | -5,522 | -756 |
Net periodic pension cost (benefit) on defined benefit plan | -248 | 194 | -332 |
Defined contribution plans | 12,586 | 9,955 | 8,643 |
Total retirement plan cost | $12,338 | $10,149 | $8,311 |
Actuarial_Assumptions_Used_for
Actuarial Assumptions Used for Defined Benefit Plan (Detail) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
To determine benefit obligation: | ' | ' | ' |
Discount rate | 4.38% | 4.44% | 4.16% |
To determine net periodic pension cost: | ' | ' | ' |
Discount rate | 4.44% | 4.16% | 5.60% |
Expected long-term rate of return | 8.00% | 8.00% | 8.00% |
Rate of compensation increase | ' | ' | ' |
Reconciliation_of_Changes_in_P
Reconciliation of Changes in Projected Benefit Obligation and Fair Value of Plan Assets and Funded Status for Gerstenslager Plan (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Change in benefit obligation | ' | ' | ' |
Benefit obligation, beginning of year | $31,930 | $33,023 | ' |
Interest cost | 1,403 | 1,361 | 1,213 |
Actuarial loss (gain) | 3,002 | -1,810 | ' |
Benefits paid | -796 | -644 | ' |
Benefit obligation, end of year | 35,539 | 31,930 | 33,023 |
Change in plan assets | ' | ' | ' |
Fair value, beginning of year | 24,442 | 19,746 | ' |
Actual return on plan assets | 2,524 | 4,355 | -789 |
Company contributions | 300 | 985 | ' |
Benefits paid | -796 | -644 | ' |
Fair value, end of year | 26,470 | 24,442 | 19,746 |
Funded status | -9,069 | -7,488 | ' |
Amounts recognized in the consolidated balance sheets consist of: | ' | ' | ' |
Other liabilities | -9,069 | -7,488 | ' |
Accumulated other comprehensive income | 14,028 | 11,899 | ' |
Amounts recognized in accumulated other comprehensive income consist of: | ' | ' | ' |
Net loss | 14,028 | 11,899 | ' |
Total | $14,028 | $11,899 | ' |
Other_Changes_in_Plan_Assets_A
Other Changes in Plan Assets And Benefit Obligations Recognized in OCI (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 |
Defined Benefit Plan Disclosure [Line Items] | ' | ' |
Net actuarial gain (loss) | ($2,419) | $4,559 |
Amortization of prior service cost | 290 | 439 |
Total recognized in other comprehensive income | -2,129 | 4,998 |
Total recognized in net periodic benefit cost and other comprehensive income | ($1,881) | $4,804 |
Employee_Pension_Plans_Additio
Employee Pension Plans - Additional Information (Detail) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Estimated net gain | $327,208 | ' | ' |
Description of investment policy and strategy for the defined benefit plan | 'The investment policy and strategy for the defined benefit plan is: (i) long-term in nature with liquidity requirements that are anticipated to be minimal due to the projected normal retirement date of the average employee and the current average age of participants; (ii) to earn nominal returns, net of investment fees, equal to or in excess of the actuarial assumptions of the plan; and (iii) to include a strategic asset allocation of 60-80% equities, including international, and 20-40% fixed income investments. | ' | ' |
Weighted-average asset allocation | 100.00% | 100.00% | ' |
Expected employer contribution to defined benefit plan during fiscal 2014 | 824,602 | ' | ' |
Net periodic pension costs | -248,000 | 194,000 | -332,000 |
Assumed salary rate increase | ' | ' | ' |
Discount rate | 4.44% | 4.16% | 5.60% |
Fixed Income Investments | Minimum | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Weighted-average asset allocation | 20.00% | ' | ' |
Fixed Income Investments | Maximum | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Weighted-average asset allocation | 40.00% | ' | ' |
Austrian Pressure Cylinders | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Accrued liability of unfunded plans included in other liabilities | 6,440,000 | 6,074,000 | ' |
Net periodic pension costs | $677,000 | $689,000 | $623,000 |
Assumed salary rate increase | 3.00% | 3.00% | 3.00% |
Discount rate | 3.25% | 4.50% | 4.50% |
Equity Securities | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Weighted-average asset allocation | 52.00% | 70.00% | ' |
Equity Securities | Minimum | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Weighted-average asset allocation | 60.00% | ' | ' |
Equity Securities | Maximum | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Weighted-average asset allocation | 80.00% | ' | ' |
Summary_of_Defined_Benefit_Pla
Summary of Defined Benefit Plan's Assets Measured at Fair Value on Recurring Basis (Detail) (USD $) | 31-May-14 | 31-May-13 | 31-May-12 |
In Thousands, unless otherwise specified | |||
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | $26,470 | $24,442 | $19,746 |
Quoted Prices In Active Markets (Level 1) | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | 26,470 | 24,442 | ' |
Money Market Funds | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | 1,099 | 939 | ' |
Money Market Funds | Quoted Prices In Active Markets (Level 1) | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | 1,099 | 939 | ' |
Bond Funds | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | 11,570 | 6,274 | ' |
Bond Funds | Quoted Prices In Active Markets (Level 1) | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | 11,570 | 6,274 | ' |
Equity Funds | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | 13,801 | 17,229 | ' |
Equity Funds | Quoted Prices In Active Markets (Level 1) | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Defined Benefit plan assets fair value | $13,801 | $17,229 | ' |
Plan_Assets_for_Defined_Benefi
Plan Assets for Defined Benefit Plan (Detail) | 31-May-14 | 31-May-13 |
Asset category | ' | ' |
Weighted-average asset allocation | 100.00% | 100.00% |
Equity Securities | ' | ' |
Asset category | ' | ' |
Weighted-average asset allocation | 52.00% | 70.00% |
Debt Securities | ' | ' |
Asset category | ' | ' |
Weighted-average asset allocation | 44.00% | 26.00% |
Other securities | ' | ' |
Asset category | ' | ' |
Weighted-average asset allocation | 4.00% | 4.00% |
Estimated_Future_Benefits_Expe
Estimated Future Benefits Expected to be Paid (Detail) (USD $) | 31-May-14 |
In Thousands, unless otherwise specified | |
Defined Benefit Plan Disclosure [Line Items] | ' |
2015 | $731 |
2016 | 773 |
2017 | 858 |
2018 | 997 |
2019 | 1,115 |
2020-2024 | $7,337 |
Earnings_before_Income_Taxes_D
Earnings before Income Taxes (Detail) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 | |||
Schedule of Income Before Income Tax [Line Items] | ' | ' | ' | |||
United States based operations | $210,783 | $190,942 | $162,285 | |||
Non - United States based operations | 6,718 | 10,358 | 14,972 | |||
Earnings before income taxes | 217,501 | 201,300 | 177,257 | |||
Less: Net earnings attributable to non-controlling interests | 8,852 | [1] | 393 | [1] | 9,758 | [1] |
Earnings before income taxes attributable to controlling interest | $208,649 | $200,907 | $167,499 | |||
[1] | Net earnings attributable to non-controlling interest are not taxable to Worthington. |
Components_of_Income_Tax_Expen
Components of Income Tax Expense (Benefit) (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 | 31-May-12 |
Current | ' | ' | ' |
Federal | $73,149 | $54,427 | $47,543 |
State and local | 3,537 | 4,109 | 2,756 |
Foreign | 6,579 | 4,131 | 830 |
Current Income Tax Expense (Benefit), Total | 83,265 | 62,667 | 51,129 |
Deferred | ' | ' | ' |
Federal | -25,453 | 4,698 | 67 |
State and local | -1,194 | -2,170 | -69 |
Foreign | 731 | -730 | 777 |
Provision for deferred income taxes | -25,916 | 1,798 | 775 |
Income tax expense | $57,349 | $64,465 | $51,904 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Income Taxes [Line Items] | ' | ' | ' |
Tax benefits related to stock-based compensation credited to additional paid-in capital | $7,115,000 | $4,054,000 | $32,000 |
Tax benefits (expenses) related to defined benefit pension liability credited to (deducted from) other comprehensive income (loss) ["OCI"] | 511,000 | -1,415,000 | 4,975,000 |
Tax benefits (expenses) related to cash flow hedges credited to (deducted from) OCI | -1,039,000 | -763,000 | 318,000 |
Effective tax rates upon inclusion of net earnings attributable to noncontrollng interests | 26.40% | 32.00% | 29.30% |
Minimum likelihood of tax benefits being recognized upon ultimate settlement | 50.00% | ' | ' |
Total unrecognized tax benefits | 4,110,000 | 3,705,000 | 4,410,000 |
Unrecognized tax benefits if recognized would affect tax rate attributable to controlling interest | 2,672,000 | ' | ' |
Interest and penalties related to unrecognized tax benefits | 1,049,000 | 1,128,000 | 1,219,000 |
Liability for unrecognized tax benefit expected to be settled in the next 12 months | 832,000 | ' | ' |
Undistributed earnings of consolidated foreign subsidiaries | 237,000,000 | ' | ' |
Deferred tax liability would have been required if earnings were not permanently reinvested | 22,000,000 | ' | ' |
Valuation allowance for deferred tax assets | 21,701,000 | 21,863,000 | ' |
TWB | Joint Venture Transactions | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Percentage of additional interest acquired by the company | 10.00% | ' | ' |
One-time tax adjustment | 7,100,000 | ' | ' |
State and Local Jurisdiction | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Net operating loss carry forwards | 14,614,000 | ' | ' |
Net operating loss carry forwards, expiration dates | 'From fiscal 2015 to the fiscal year ending May 31, 2034 | ' | ' |
Valuation allowance for deferred tax assets | 12,754,000 | ' | ' |
Foreign | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Net operating loss carry forwards | 3,423,000 | ' | ' |
Net operating loss carry forwards, expiration dates | 'From fiscal 2015 to the fiscal year ending May 31, 2022 | ' | ' |
Capital loss carry forwards | 1,265,000 | ' | ' |
Capital loss carry forwards, expiration dates | 'No future expiration date | ' | ' |
Valuation allowance for deferred tax assets | 8,947,000 | ' | ' |
Foreign Investment Enterprises | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Tax credit carry forwards | $203,000 | ' | ' |
Tax credit carry forwards, expiration dates | 'That expire from fiscal 2015 to the fiscal year ending May 31, 2017 | ' | ' |
Reconciliation_of_35_Federal_S
Reconciliation of 35% Federal Statutory Tax Rate to Total Tax Provision (Detail) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Reconciliation of Statutory Federal Tax Rate [Line Items] | ' | ' | ' |
Federal statutory rate | 35.00% | 35.00% | 35.00% |
State and local income taxes, net of federal tax benefit | 2.00% | 2.30% | 1.70% |
Change in state and local valuation allowances | -0.90% | -1.30% | -0.10% |
Non-U.S. income taxes at other than 35% | -1.00% | -1.70% | -2.40% |
Change in Non-U.S. valuation allowances | 1.40% | 1.10% | 0.20% |
Qualified production activities deduction | -3.90% | -3.00% | -2.80% |
Acquisition of an additional 10% interest in TWB | -3.40% | 0.00% | 0.00% |
Research & development credits | -1.10% | -0.10% | 0.00% |
Tax write-off of investment in foreign subsidiary | -1.10% | 0.00% | 0.00% |
Other | 0.50% | -0.20% | -0.60% |
Effective tax rate attributable to controlling interest | 27.50% | 32.10% | 31.00% |
Reconciliation_of_Unrecognized
Reconciliation of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | |
31-May-14 | 31-May-12 | |
Income Tax Contingency [Line Items] | ' | ' |
Beginning Balance | $3,705,000 | $4,410,000 |
Increases - tax positions taken in prior years | 609,000 | ' |
Increases - current tax positions | 635,000 | ' |
Settlements | -346,000 | ' |
Lapse of statutes of limitations | -493,000 | ' |
Ending Balance | $4,110,000 | $4,410,000 |
Summary_of_Tax_Years_Open_to_E
Summary of Tax Years Open to Examination by Major Tax Jurisdiction (Detail) | 12 Months Ended |
31-May-14 | |
UNITED STATES | Federal | ' |
Income Tax Examination [Line Items] | ' |
Tax years open to examination by major jurisdiction | '2011 and forward |
UNITED STATES | State and Local Jurisdiction | ' |
Income Tax Examination [Line Items] | ' |
Tax years open to examination by major jurisdiction | '2008 and forward |
AUSTRIA | ' |
Income Tax Examination [Line Items] | ' |
Tax years open to examination by major jurisdiction | '2009 and forward |
CANADA | ' |
Income Tax Examination [Line Items] | ' |
Tax years open to examination by major jurisdiction | '2010 and forward |
Mexico | ' |
Income Tax Examination [Line Items] | ' |
Tax years open to examination by major jurisdiction | '2008 and forward |
Summary_of_Tax_Years_Open_to_E1
Summary of Tax Years Open to Examination by Major Tax Jurisdiction (Parenthetical) (Detail) | 12 Months Ended |
31-May-14 | |
UNITED STATES | Federal | ' |
Income Tax Examination [Line Items] | ' |
Open tax years | '2011 |
UNITED STATES | State and Local Jurisdiction | ' |
Income Tax Examination [Line Items] | ' |
Open tax years | '2008 |
AUSTRIA | ' |
Income Tax Examination [Line Items] | ' |
Open tax years | '2009 |
CANADA | ' |
Income Tax Examination [Line Items] | ' |
Open tax years | '2010 |
Mexico | ' |
Income Tax Examination [Line Items] | ' |
Open tax years | '2008 |
Deferred_Tax_Assets_and_Liabil
Deferred Tax Assets and Liabilities (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ' | ' |
Accounts receivable | $2,400 | $1,602 |
Inventories | 7,210 | 4,840 |
Accrued expenses | 40,873 | 36,547 |
Net operating and capital loss carry forwards | 19,302 | 20,369 |
Tax credit carry forwards | 203 | 1,595 |
Stock-based compensation | 12,573 | 10,405 |
Derivative contracts | 1,838 | 3,047 |
Other | 541 | 7 |
Total deferred tax assets | 84,940 | 78,412 |
Valuation allowance for deferred tax assets | -21,701 | -21,863 |
Net deferred tax assets | 63,239 | 56,549 |
Deferred tax liabilities | ' | ' |
Property, plant and equipment | -67,472 | -76,079 |
Undistributed earnings of unconsolidated affiliates | -39,429 | -47,606 |
Other | -3,395 | -61 |
Total deferred tax liabilities | -110,296 | -123,746 |
Net deferred tax liabilities | ($47,057) | ($67,197) |
Deferred_Tax_Assets_and_Liabil1
Deferred Tax Assets and Liabilities Classified in Consolidated Balance Sheet (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Schedule of Deferred Income Tax Assets and Liabilities [Line Items] | ' | ' |
Deferred income taxes, current assets | $24,272 | $21,928 |
Other assets, noncurrent assets | 4 | 276 |
Deferred income taxes, noncurrent liabilities | -71,333 | -89,401 |
Net deferred tax liabilities | ($47,057) | ($67,197) |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Earnings Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | 31-May-14 | Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-14 | 31-May-13 | 31-May-12 |
Numerator (basic & diluted): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net earnings attributable to controlling interest - income available to common shareholders | $33,163 | $40,603 | $22,977 | $54,557 | $33,523 | $37,131 | $31,826 | $33,962 | $151,300 | $136,442 | $115,595 |
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Denominator for basic earnings per share attributable to controlling interest - weighted average common shares | ' | ' | ' | ' | ' | ' | ' | ' | 68,944 | 69,301 | 69,651 |
Effect of dilutive securities | ' | ' | ' | ' | ' | ' | ' | ' | 2,720 | 2,013 | 601 |
Denominator for diluted earnings per share attributable to controlling interest - adjusted weighted average common shares | ' | ' | ' | ' | ' | ' | ' | ' | 71,664 | 71,314 | 70,252 |
Basic earnings per share attributable to controlling interest | $0.49 | $0.59 | $0.33 | $0.78 | $0.48 | $0.53 | $0.46 | $0.50 | $2.19 | $1.97 | $1.66 |
Diluted earnings per share attributable to controlling interest | $0.47 | $0.57 | $0.32 | $0.76 | $0.46 | $0.52 | $0.45 | $0.49 | $2.11 | $1.91 | $1.65 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Stock options excluded from computation of diluted earnings per share | 7,945 | 257,667 | 3,451,046 |
Segment_Data_Additional_Inform
Segment Data - Additional Information (Detail) | 12 Months Ended |
31-May-14 | |
Segment | |
Segment Reporting Information [Line Items] | ' |
Number of reportable segments | 3 |
Joint Venture Transactions | PSI Energy Solutions, LLC | ' |
Segment Reporting Information [Line Items] | ' |
Percent of controlling interest by the company | 75.00% |
Joint Venture Transactions | Professional Supply, Inc. | ' |
Segment Reporting Information [Line Items] | ' |
Percent of controlling interest by the company | 20.00% |
Joint Venture Transactions | Stonehenge Structured Finance Partners, LLC | ' |
Segment Reporting Information [Line Items] | ' |
Percent of controlling interest by the company | 5.00% |
Financial_Information_for_Repo
Financial Information for Reportable Segments (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
31-May-14 | Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-14 | 31-May-13 | 31-May-12 | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $891,005,000 | $773,230,000 | $769,900,000 | $692,291,000 | $704,060,000 | $619,527,000 | $622,622,000 | $666,035,000 | $3,126,426,000 | $2,612,244,000 | $2,534,701,000 |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 135,753,000 | 129,142,000 | 101,610,000 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 79,730,000 | 66,469,000 | 55,873,000 |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' | ' | ' | 58,246,000 | 6,488,000 | 355,000 |
Restructuring and other expense (income) | ' | ' | ' | ' | ' | ' | ' | ' | -2,912,000 | 3,293,000 | 5,984,000 |
Joint venture transactions | ' | ' | ' | ' | ' | ' | ' | ' | 1,036,000 | -604,000 | -150,000 |
Total assets | 2,296,381,000 | ' | ' | ' | 1,950,857,000 | ' | ' | ' | 2,296,381,000 | 1,950,857,000 | 1,877,797,000 |
Total capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 71,338,000 | 44,588,000 | 31,713,000 |
Steel Processing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 1,936,073,000 | 1,462,630,000 | 1,598,812,000 |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 119,025,000 | 68,156,000 | 73,626,000 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 32,882,000 | 25,918,000 | 27,093,000 |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' | ' | ' | 7,141,000 | ' | ' |
Restructuring and other expense (income) | ' | ' | ' | ' | ' | ' | ' | ' | -3,382,000 | ' | ' |
Joint venture transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,102,000 |
Total assets | 850,748,000 | ' | ' | ' | 610,464,000 | ' | ' | ' | 850,748,000 | 610,464,000 | 709,030,000 |
Total capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 16,682,000 | 8,371,000 | 9,705,000 |
Pressure Cylinders | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 928,396,000 | 859,264,000 | 770,101,000 |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 55,004,000 | 66,367,000 | 45,108,000 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 31,984,000 | 26,919,000 | 20,407,000 |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' | ' | ' | 32,005,000 | 6,488,000 | ' |
Restructuring and other expense (income) | ' | ' | ' | ' | ' | ' | ' | ' | -745,000 | 2,665,000 | 52,000 |
Total assets | 818,720,000 | ' | ' | ' | 742,686,000 | ' | ' | ' | 818,720,000 | 742,686,000 | 575,250,000 |
Total capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 32,364,000 | 13,368,000 | 8,456,000 |
Engineered Cabs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 200,528,000 | 226,002,000 | 104,272,000 |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -26,516,000 | 4,158,000 | 4,878,000 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 10,027,000 | 9,096,000 | 3,540,000 |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' | ' | ' | 19,100,000 | ' | ' |
Total assets | 181,251,000 | ' | ' | ' | 201,048,000 | ' | ' | ' | 181,251,000 | 201,048,000 | 199,594,000 |
Total capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 10,351,000 | 6,265,000 | 4,641,000 |
Other | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 61,429,000 | 64,348,000 | 61,516,000 |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | -11,760,000 | -9,539,000 | -22,002,000 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 4,837,000 | 4,536,000 | 4,833,000 |
Impairment of long-lived assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 355,000 |
Restructuring and other expense (income) | ' | ' | ' | ' | ' | ' | ' | ' | 1,215,000 | 628,000 | 5,932,000 |
Joint venture transactions | ' | ' | ' | ' | ' | ' | ' | ' | 1,036,000 | -604,000 | 1,952,000 |
Total assets | 445,662,000 | ' | ' | ' | 396,659,000 | ' | ' | ' | 445,662,000 | 396,659,000 | 393,923,000 |
Total capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | $11,941,000 | $16,584,000 | $8,911,000 |
Net_Sales_by_Geographic_Region
Net Sales by Geographic Region (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | 31-May-14 | Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-14 | 31-May-13 | 31-May-12 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $891,005 | $773,230 | $769,900 | $692,291 | $704,060 | $619,527 | $622,622 | $666,035 | $3,126,426 | $2,612,244 | $2,534,701 |
UNITED STATES | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 2,917,484 | 2,418,307 | 2,333,575 |
Europe | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 136,513 | 159,562 | 150,458 |
Mexico | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 51,430 | ' | ' |
CANADA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 10,324 | 21,257 | 29,097 |
Other Countries | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | $10,675 | $13,118 | $21,571 |
Property_Plant_and_Equipment_N
Property, Plant and Equipment, Net by Geographic Region (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Segment Reporting Information [Line Items] | ' | ' |
Property, plant and equipment, net | $498,861 | $459,430 |
UNITED STATES | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property, plant and equipment, net | 429,068 | 400,032 |
Europe | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property, plant and equipment, net | 56,884 | 51,222 |
Mexico | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property, plant and equipment, net | 6,314 | ' |
CANADA | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property, plant and equipment, net | ' | 1,275 |
Other Countries | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property, plant and equipment, net | $6,595 | $6,901 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 12 Months Ended | |
31-May-14 | 31-May-13 | |
TWB | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Cash consideration for acquired entity | $17,869,000 | ' |
Fair value inputs, control premium | 10.00% | ' |
Net sales | 319,542,000 | ' |
Earnings before income taxes | 22,991,000 | ' |
Proforma net sales | 3,180,428,000 | 2,956,309,000 |
TWB | Joint Venture Transactions | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Cash consideration for acquired entity | 17,869,000 | ' |
Business Acquisition, Date of Acquisition Agreement | 31-Jul-13 | ' |
Percentage of additional interest acquired by the company | 10.00% | ' |
Percent of controlling interest by the company | 55.00% | ' |
Previously held percentage of ownership interest | 45.00% | ' |
Recognized gain from previously held equity interest | 11,000,000 | ' |
Palmer Mfg. And Tank, Inc | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Cash consideration for acquired entity | 113,479,000 | ' |
Business Acquisition, Date of Acquisition Agreement | 9-Apr-13 | ' |
Steffes | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Cash consideration for acquired entity | 28,874,000 | ' |
Business Acquisition, Date of Acquisition Agreement | 27-Mar-14 | ' |
Total consideration for acquired entity | 28,290,000 | ' |
Worthington Aritas | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Business Acquisition, Date of Acquisition Agreement | 24-Jan-14 | ' |
Percentage of additional interest acquired by the company | 75.00% | ' |
Percent of interest owned by noncontrolling interest | 25.00% | ' |
Total consideration for acquired entity | 35,325,000 | ' |
Contingent consideration estimated fair value | 404,000 | ' |
Additional consideration to the former owners | 2,000,000 | ' |
Earnings before interest, taxes, depreciation and amortization | 5,000,000 | ' |
Acquisition related costs | 1,520,000 | ' |
Westerman, Inc | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Cash consideration for acquired entity | 62,749,000 | ' |
Business Acquisition, Date of Acquisition Agreement | 17-Sep-12 | ' |
Percentage of additional interest acquired by the company | 100.00% | ' |
Assumption of debt related to acquisition, current | $7,251,000 | ' |
Schedule_of_Acquisition_of_Int
Schedule of Acquisition of Intangible Assets (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | 31-May-14 |
Westerman, Inc | ' |
Business Acquisition [Line Items] | ' |
Total acquired identifiable intangible assets | $18,318 |
Westerman, Inc | Customer Relationships | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 12,796 |
Useful Life (Years) | '10 years |
Westerman, Inc | Trade Names | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 2,986 |
Westerman, Inc | Trade Names | Minimum | ' |
Business Acquisition [Line Items] | ' |
Useful Life (Years) | '3 years |
Westerman, Inc | Trade Names | Maximum | ' |
Business Acquisition [Line Items] | ' |
Useful Life (Years) | '4 years |
Westerman, Inc | Non-compete Agreements | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 1,050 |
Useful Life (Years) | '5 years |
Westerman, Inc | Other Intangible Assets | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 1,486 |
Westerman, Inc | Other Intangible Assets | Minimum | ' |
Business Acquisition [Line Items] | ' |
Useful Life (Years) | '1 year |
Westerman, Inc | Other Intangible Assets | Maximum | ' |
Business Acquisition [Line Items] | ' |
Useful Life (Years) | '3 years |
Steffes | ' |
Business Acquisition [Line Items] | ' |
Total acquired identifiable intangible assets | 10,290 |
Steffes | Trade Names | ' |
Business Acquisition [Line Items] | ' |
Acquired indefinite lived intangible assets | 290 |
Steffes | Customer Relationships | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 10,000 |
Useful Life (Years) | '9 years |
Steffes | Trade Names | Maximum | ' |
Business Acquisition [Line Items] | ' |
Useful Life (Years) | '1 year |
Palmer Mfg. And Tank, Inc | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 39,494 |
Total acquired identifiable intangible assets | 39,494 |
Palmer Mfg. And Tank, Inc | Customer Relationships | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 25,730 |
Useful Life (Years) | '8 years |
Palmer Mfg. And Tank, Inc | Trade Names | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 8,406 |
Useful Life (Years) | '5 years |
Palmer Mfg. And Tank, Inc | Non-compete Agreements | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 5,208 |
Useful Life (Years) | '5 years |
Palmer Mfg. And Tank, Inc | Other Intangible Assets | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 150 |
Useful Life (Years) | '3 years |
Worthington Aritas | ' |
Business Acquisition [Line Items] | ' |
Total acquired identifiable intangible assets | 16,800 |
Worthington Aritas | Customer Relationships | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 8,400 |
Useful Life (Years) | '10 years |
Worthington Aritas | Trade Names | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 180 |
Useful Life (Years) | '2 years |
Worthington Aritas | Non-compete Agreements | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 120 |
Useful Life (Years) | '3 years |
Worthington Aritas | Technological know-how | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 8,100 |
Useful Life (Years) | '20 years |
TWB | ' |
Business Acquisition [Line Items] | ' |
Total acquired identifiable intangible assets | 22,028 |
TWB | Trade Names | ' |
Business Acquisition [Line Items] | ' |
Acquired indefinite lived intangible assets | 4,120 |
TWB | Customer Relationships | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | 17,438 |
TWB | Customer Relationships | Minimum | ' |
Business Acquisition [Line Items] | ' |
Useful Life (Years) | '5 years |
TWB | Customer Relationships | Maximum | ' |
Business Acquisition [Line Items] | ' |
Useful Life (Years) | '6 years |
TWB | Non-compete Agreements | ' |
Business Acquisition [Line Items] | ' |
Acquired finite lived intangible assets | $470 |
Useful Life (Years) | '5 years |
Schedule_of_Consideration_Tran
Schedule of Consideration Transferred and Fair Value Assigned to Assets Acquired And Liabilities Assumed (Detail) (USD $) | 31-May-14 | 31-May-13 | 31-May-12 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 |
TWB | Worthington Aritas | Worthington Aritas | Worthington Aritas | Steffes | Palmer Mfg. And Tank, Inc | Westerman, Inc | ||||
Preliminary Valuation | Measurement Period Adjustments | |||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash consideration | ' | ' | ' | $17,869,000 | ' | ' | ' | $28,874,000 | $113,479,000 | $62,749,000 |
Fair value of previously held interest in TWB | ' | ' | ' | 72,369,000 | ' | ' | ' | ' | ' | ' |
Total consideration | ' | ' | ' | 90,238,000 | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | ' | ' | ' | 70,826,000 | 1,037,000 | 1,037,000 | ' | ' | 364,000 | 639,000 |
Accounts receivable | ' | ' | ' | 52,012,000 | 3,242,000 | 3,326,000 | -84,000 | ' | 9,252,000 | 6,355,000 |
Inventories | ' | ' | ' | 20,403,000 | 10,678,000 | 10,678,000 | ' | 2,316,000 | 17,758,000 | 15,377,000 |
Prepaid expenses and other current assets | ' | ' | ' | 4,027,000 | 1,317,000 | 1,317,000 | ' | ' | 9,000 | 836,000 |
Intangible assets | ' | ' | ' | 22,028,000 | 16,800,000 | 16,800,000 | ' | 10,290,000 | 39,494,000 | 18,318,000 |
Other noncurrent assets | ' | ' | ' | 103,000 | 1,099,000 | 1,099,000 | ' | ' | ' | ' |
Property, plant and equipment | ' | ' | ' | ' | ' | ' | ' | ' | 16,504,000 | ' |
Property, plant and equipment | ' | ' | ' | 52,390,000 | 5,467,000 | 5,467,000 | ' | 2,638,000 | ' | 23,503,000 |
Total identifiable assets | ' | ' | ' | 221,789,000 | 39,640,000 | 39,724,000 | -84,000 | 15,244,000 | 83,381,000 | 65,028,000 |
Accounts payable | ' | ' | ' | -50,642,000 | -5,587,000 | -5,587,000 | ' | ' | -2,547,000 | -2,952,000 |
Short-term borrowings | ' | ' | ' | ' | -251,000 | -251,000 | ' | ' | ' | -7,251,000 |
Accrued liabilities | ' | ' | ' | ' | -6,902,000 | -2,756,000 | -4,146,000 | ' | ' | ' |
Accrued liabilities | ' | ' | ' | -6,431,000 | ' | -4,954,000 | 4,954,000 | ' | -2,175,000 | -2,479,000 |
Deferred taxes | ' | ' | ' | -2,109,000 | -2,787,000 | -2,787,000 | ' | ' | ' | ' |
Other current liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | -765,000 |
Deferred income taxes | ' | ' | ' | ' | ' | ' | ' | ' | ' | -11,022,000 |
Net identifiable assets | ' | ' | ' | ' | 24,113,000 | 23,389,000 | 724,000 | ' | 78,659,000 | 40,559,000 |
Goodwill | 251,093,000 | 213,858,000 | 156,681,000 | ' | 22,987,000 | 23,586,000 | -599,000 | 13,046,000 | 34,820,000 | 22,190,000 |
Net assets | ' | ' | ' | 162,607,000 | 47,100,000 | 46,975,000 | 125,000 | ' | ' | ' |
Purchase price | ' | ' | ' | ' | 35,325,000 | ' | ' | 28,290,000 | ' | ' |
Noncontrolling interest | ' | ' | ' | -72,369,000 | -11,775,000 | -11,744,000 | -31,000 | ' | ' | ' |
Estimated working capital deficit | ' | ' | ' | ' | ' | ' | ' | 584,000 | ' | ' |
Total cash consideration | ' | ' | ' | $90,238,000 | $35,325,000 | $35,231,000 | $94,000 | ' | $113,479,000 | $62,749,000 |
Schedule_of_Fair_Value_of_Deri
Schedule of Fair Value of Derivative Instruments (Detail) (USD $) | 31-May-14 | 31-May-13 |
In Thousands, unless otherwise specified | ||
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | $1,284 | $761 |
Liability Derivatives at Fair Value | ' | 9,774 |
Derivatives Designated As Hedging Instruments | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | 456 | 425 |
Liability Derivatives at Fair Value | 4,180 | 9,247 |
Derivatives Designated As Hedging Instruments | Interest Rate Contracts | ' | ' |
Derivative [Line Items] | ' | ' |
Liability Derivatives at Fair Value | ' | 7,895 |
Derivatives Designated As Hedging Instruments | Interest Rate Contracts | Other Liabilities | ' | ' |
Derivative [Line Items] | ' | ' |
Liability Derivatives at Fair Value | ' | 3,863 |
Derivatives Designated As Hedging Instruments | Interest Rate Contracts | Accounts Payable | ' | ' |
Derivative [Line Items] | ' | ' |
Liability Derivatives at Fair Value | 4,180 | 4,032 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | ' | 425 |
Liability Derivatives at Fair Value | ' | 1,352 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Receivables | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | 456 | 425 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Accounts Payable | ' | ' |
Derivative [Line Items] | ' | ' |
Liability Derivatives at Fair Value | ' | 1,352 |
Derivatives Not Designated As Hedging Instruments | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | 828 | 336 |
Liability Derivatives at Fair Value | 4,475 | 527 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | ' | 331 |
Liability Derivatives at Fair Value | ' | 527 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Receivables | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | 796 | 331 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Accounts Payable | ' | ' |
Derivative [Line Items] | ' | ' |
Liability Derivatives at Fair Value | 295 | 527 |
Derivatives Not Designated As Hedging Instruments | Foreign Exchange Contracts | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | ' | 5 |
Liability Derivatives at Fair Value | 295 | ' |
Derivatives Not Designated As Hedging Instruments | Foreign Exchange Contracts | Receivables | ' | ' |
Derivative [Line Items] | ' | ' |
Asset Derivatives at Fair Value | $32 | $5 |
Derivative_Instruments_and_Hed2
Derivative Instruments and Hedging Activities - Additional Information (Detail) (USD $) | 12 Months Ended | |
31-May-14 | 31-May-13 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ' | ' |
Impact to fair value of derivative assets and liabilities as a result of recognition on a net basis | $730,000 | $740,000 |
Losses in accumulated other comprehensive income expected to be reclassified into net earnings | -1,287,000 | ' |
Losses in accumulated other comprehensive income expected to be reclassified into net earnings, tax | $763,000 | ' |
Schedule_of_Summary_of_Derivat
Schedule of Summary of Derivative Hedges (Detail) (USD $) | 12 Months Ended |
31-May-14 | |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | ' |
Derivative [Line Items] | ' |
Notional Amount | 24,660,000 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Minimum | ' |
Derivative [Line Items] | ' |
Maturity Date(s) | '2014-06 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Maximum | ' |
Derivative [Line Items] | ' |
Maturity Date(s) | '2015-12 |
Derivatives Not Designated As Hedging Instruments | Foreign Currency Contracts | ' |
Derivative [Line Items] | ' |
Notional Amount | 6,830,000 |
Maturity Date(s) | '2014-06 |
Cash Flow Hedges | Commodity Contracts | ' |
Derivative [Line Items] | ' |
Notional Amount | 26,700,000 |
Cash Flow Hedges | Commodity Contracts | Minimum | ' |
Derivative [Line Items] | ' |
Maturity Date(s) | '2014-06 |
Cash Flow Hedges | Commodity Contracts | Maximum | ' |
Derivative [Line Items] | ' |
Maturity Date(s) | '2015-12 |
Cash Flow Hedges | Interest Rate Contracts | ' |
Derivative [Line Items] | ' |
Notional Amount | 100,000,000 |
Maturity Date(s) | '2014-12 |
Schedule_of_Derivatives_Design
Schedule of Derivatives Designated as Cash Flow Hedging Instruments (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 |
Derivative [Line Items] | ' | ' |
Income (Loss) Recognized in OCI (Effective Portion) | ($5,953) | ($970) |
Income (Loss) Reclassified from Accumulated OCI (Effective Portion) | -9,501 | -2,431 |
Income (Loss) (Ineffective Portion) Excluded from Effectiveness Testing | ' | ' |
Interest Rate Contracts | ' | ' |
Derivative [Line Items] | ' | ' |
Income (Loss) Recognized in OCI (Effective Portion) | -3,351 | -951 |
Interest Rate Contracts | Interest Expense | ' | ' |
Derivative [Line Items] | ' | ' |
Income (Loss) Reclassified from Accumulated OCI (Effective Portion) | -4,586 | -4,011 |
Income (Loss) (Ineffective Portion) Excluded from Effectiveness Testing | ' | ' |
Commodity Contracts | ' | ' |
Derivative [Line Items] | ' | ' |
Income (Loss) Recognized in OCI (Effective Portion) | -2,602 | -19 |
Commodity Contracts | Cost Of Goods Sold | ' | ' |
Derivative [Line Items] | ' | ' |
Income (Loss) Reclassified from Accumulated OCI (Effective Portion) | -4,915 | 1,580 |
Income (Loss) (Ineffective Portion) Excluded from Effectiveness Testing | ' | ' |
Schedule_of_Gain_Loss_Recogniz
Schedule of Gain (Loss) Recognized in Earnings for Economic (Non-Designated) Derivative Financial Instruments (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | 31-May-14 | 31-May-13 |
Derivative [Line Items] | ' | ' |
Gain (Loss) Recognized in Earnings | ($1,277) | $8,575 |
Commodity Contracts | Cost Of Goods Sold | ' | ' |
Derivative [Line Items] | ' | ' |
Gain (Loss) Recognized in Earnings | -1,304 | 8,039 |
Foreign Exchange Contracts | Miscellaneous Income (Expense) | ' | ' |
Derivative [Line Items] | ' | ' |
Gain (Loss) Recognized in Earnings | $27 | $536 |
Schedule_of_Financial_Assets_A
Schedule of Financial Assets And Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | 31-May-14 | 31-May-13 | ||
In Thousands, unless otherwise specified | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Assets | $1,284 | $761 | ||
Liabilities | 4,879 | 9,774 | ||
Worthington Aritas | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Percentage of additional interest acquired by the company | 75.00% | ' | ||
Derivative Contracts | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Assets | 1,284 | [1] | 761 | [1] |
Liabilities | 4,475 | [1] | 9,774 | [1] |
Contingent consideration obligation | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Liabilities | 404 | [2] | ' | |
Significant Other Observable Inputs (Level 2) | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Assets | 1,284 | 761 | ||
Liabilities | 4,475 | 9,774 | ||
Significant Other Observable Inputs (Level 2) | Derivative Contracts | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Assets | 1,284 | [1] | 761 | [1] |
Liabilities | 4,475 | [1] | 9,774 | [1] |
Significant Unobservable Inputs (Level 3) | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Liabilities | 404 | ' | ||
Significant Unobservable Inputs (Level 3) | Contingent consideration obligation | ' | ' | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ||
Liabilities | $404 | [2] | ' | |
[1] | The fair value of our derivative contracts is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to "Note P - Derivative Instruments and Hedging Activities" for additional information regarding our use of derivative instruments. | |||
[2] | The fair value of the contingent consideration obligation related to our acquisition of a 75% interest in Worthington Aritas is determined using a Monte Carlo simulation model based on management's projections of future EBITDA levels. The fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement. At each reporting date, we will revalue the contingent consideration obligation to estimated fair value and record changes in fair value as income or expense in our consolidated statement of earnings. Refer to "Note O - Acquisitions" for additional information. |
Assets_Measured_at_Fair_Value_
Assets Measured at Fair Value on Non-recurring Basis (Detail) (USD $) | 31-May-14 | 31-May-13 | ||
Fair Value [Line Items] | ' | ' | ||
Asset measured at fair value on nonrecurring basis | $32,074,000 | $6,856,000 | ||
Long Lived Assets Held For Sale | ' | ' | ||
Fair Value [Line Items] | ' | ' | ||
Asset measured at fair value on nonrecurring basis | 25,040,000 | [1] | ' | |
Long-lived assets held and used | ' | ' | ||
Fair Value [Line Items] | ' | ' | ||
Asset measured at fair value on nonrecurring basis | 7,034,000 | [2] | 6,856,000 | [3] |
Significant Other Observable Inputs (Level 2) | ' | ' | ||
Fair Value [Line Items] | ' | ' | ||
Asset measured at fair value on nonrecurring basis | 32,074,000 | 6,856,000 | ||
Significant Other Observable Inputs (Level 2) | Long Lived Assets Held For Sale | ' | ' | ||
Fair Value [Line Items] | ' | ' | ||
Asset measured at fair value on nonrecurring basis | 25,040,000 | [1] | ' | |
Significant Other Observable Inputs (Level 2) | Long-lived assets held and used | ' | ' | ||
Fair Value [Line Items] | ' | ' | ||
Asset measured at fair value on nonrecurring basis | $7,034,000 | [2] | $6,856,000 | [3] |
[1] | During the fourth quarter of fiscal 2014, management committed to a plan to sell the Company's 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $5,925,000, was lower than its net book value, an impairment charge of $18,959,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $7,583,000, was recorded within net earnings attributable to noncontrolling interest in our fiscal 2014 consolidated statement of earnings. During the fourth quarter of fiscal 2014, management committed to plans to sell the Company's stainless steel business, Precision Specialty Metals, Inc. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair value less costs to sell. As the fair value of the asset group, or $19,115,000, was lower than its net book value, an impairment charge of $7,141,000 was recognized within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | |||
[2] | During the fourth quarter of fiscal 2014, we determined that indicators of impairment were present at the Company's aluminum high-pressure cylinder business in New Albany, Mississippi, due to current and projected operating losses. Recoverability of the identified asset group was tested using future cash flow projections based on management's long-range estimates of market conditions. The sum of these undiscounted future cash flows was less than the net book value of the asset group. In accordance with the applicable accounting guidance, the net assets were written down to their fair value of $7,034,000, resulting in an impairment charge of $1,412,000 within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | |||
[3] | During the fourth quarter of fiscal 2013, the long-lived assets of our 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders, were written down to their estimated fair value of $6,856,000, resulting in an impairment charge of $4,968,000 within impairment of long-lived assets in our consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $1,987,000, was recorded within net earnings attributable to noncontrolling interest in our consolidated statement of earnings. Fair value was determined based on market prices for similar assets. |
Assets_Measured_at_Fair_Value_1
Assets Measured at Fair Value on Non-recurring Basis (Parenthetical) (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||
31-May-13 | 31-May-14 | 31-May-13 | 31-May-12 | 31-May-14 | 31-May-13 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-14 | 31-May-13 | 31-May-14 | 31-May-13 | |||
Long-lived assets held and used | Long-lived assets held and used | Worthington Nitin Cylinders Limited | Worthington Nitin Cylinders Limited | Worthington Nitin Cylinders Limited | Zhejiang Nisshin Worthington Precision Specialty Steel Co | Zhejiang Nisshin Worthington Precision Specialty Steel Co | Global Group | Global Group | Global Group | Global Group | |||||||
Long-lived assets held and used | Noncontrolling Interest | Long-lived assets held and used | Long-lived assets held and used | Long-lived assets held and used | |||||||||||||
Fair Value [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Ownership interest in joint venture | ' | ' | ' | ' | ' | ' | 60.00% | ' | ' | ' | ' | ' | ' | ' | ' | ||
Asset measured at fair value on nonrecurring basis | $6,856,000 | $32,074,000 | $6,856,000 | ' | $7,034,000 | [1] | $6,856,000 | [2] | ' | $5,925,000 | ' | ' | ' | ' | ' | $7,034,000 | $6,856,000 |
Impairment of long-lived assets | ' | 58,246,000 | 6,488,000 | 355,000 | ' | ' | 18,959,000 | ' | 7,583,000 | 7,141,000 | ' | 1,412,000 | 4,968,000 | ' | ' | ||
Net asset | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,115,000 | ' | ' | ' | ' | ||
Net earnings attribute to non controlling interest | $1,987,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
[1] | During the fourth quarter of fiscal 2014, we determined that indicators of impairment were present at the Company's aluminum high-pressure cylinder business in New Albany, Mississippi, due to current and projected operating losses. Recoverability of the identified asset group was tested using future cash flow projections based on management's long-range estimates of market conditions. The sum of these undiscounted future cash flows was less than the net book value of the asset group. In accordance with the applicable accounting guidance, the net assets were written down to their fair value of $7,034,000, resulting in an impairment charge of $1,412,000 within impairment of long-lived assets in our fiscal 2014 consolidated statement of earnings. | ||||||||||||||||
[2] | During the fourth quarter of fiscal 2013, the long-lived assets of our 60%-owned consolidated joint venture in India, Worthington Nitin Cylinders, were written down to their estimated fair value of $6,856,000, resulting in an impairment charge of $4,968,000 within impairment of long-lived assets in our consolidated statement of earnings. The portion of this impairment loss attributable to the noncontrolling interest, or $1,987,000, was recorded within net earnings attributable to noncontrolling interest in our consolidated statement of earnings. Fair value was determined based on market prices for similar assets. |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | 31-May-14 | 31-May-13 |
Fair Value Measurement [Line Items] | ' | ' |
Long-term debt at fair value including current maturities | $674,488,000 | $421,056,000 |
Long-term debt at carrying amount including current maturities | $655,963,000 | $407,328,000 |
Operating_Leases_Additional_In
Operating Leases - Additional Information (Detail) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Operating Leased Assets [Line Items] | ' | ' | ' |
Operating leases rent expenses | $14,677,000 | $13,831,000 | $14,433,000 |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments for Noncancelable Operating Lease (Detail) (USD $) | 31-May-14 |
In Thousands, unless otherwise specified | |
Operating Leased Assets [Line Items] | ' |
2015 | $9,091 |
2016 | 7,804 |
2017 | 6,668 |
2018 | 5,878 |
2019 | 4,957 |
Thereafter | 6,793 |
Total | $41,191 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 12 Months Ended | ||
31-May-14 | 31-May-13 | 31-May-12 | |
Related Party Transaction [Line Items] | ' | ' | ' |
Net sales to affiliates | $31,441,000 | $19,568,000 | $22,006,000 |
Purchases from affiliates | 9,387,000 | 4,930,000 | 4,313,000 |
Receivables from affiliates | 4,124,000 | 4,466,000 | ' |
Payable to affiliates | $12,716,000 | $11,777,000 | ' |
Summary_of_Unaudited_Quarterly
Summary of Unaudited Quarterly Consolidated Results of Operations (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | 31-May-14 | Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-14 | 31-May-13 | 31-May-12 |
Quarterly Financial Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $891,005 | $773,230 | $769,900 | $692,291 | $704,060 | $619,527 | $622,622 | $666,035 | $3,126,426 | $2,612,244 | $2,534,701 |
Gross margin | 130,836 | 122,487 | 128,232 | 110,964 | 111,110 | 97,026 | 94,856 | 93,651 | 492,519 | 396,643 | 332,868 |
Net earnings attributable to controlling interest | $33,163 | $40,603 | $22,977 | $54,557 | $33,523 | $37,131 | $31,826 | $33,962 | $151,300 | $136,442 | $115,595 |
Earnings per share - basic | $0.49 | $0.59 | $0.33 | $0.78 | $0.48 | $0.53 | $0.46 | $0.50 | $2.19 | $1.97 | $1.66 |
Earnings per share - diluted | $0.47 | $0.57 | $0.32 | $0.76 | $0.46 | $0.52 | $0.45 | $0.49 | $2.11 | $1.91 | $1.65 |
Recovered_Sheet1
SCHEDULE II - Valuation and Qualifying Accounts (Detail) (Allowance for Doubtful Accounts, USD $) | 12 Months Ended | |||||
31-May-14 | 31-May-13 | 31-May-12 | ||||
Allowance for Doubtful Accounts | ' | ' | ' | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' | |||
Balance at Beginning of Period | $3,408,000 | $3,329,000 | $4,150,000 | |||
Charged to Costs and Expenses | 32,000 | 783,000 | 339,000 | |||
Charged to Other Accounts - Describe | ' | 26,000 | [1] | 370,000 | [1] | |
Deductions - Describe | 397,000 | [2] | 730,000 | [2] | 1,530,000 | [2] |
Balance at End of Period | $3,043,000 | $3,408,000 | $3,329,000 | |||
[1] | Miscellaneous amounts. | |||||
[2] | Uncollectable accounts charged to the allowance. |