Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
May 31, 2020 | Jul. 23, 2020 | Nov. 30, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | May 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
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 Interactive Data Current | Yes | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Title of 12(b) Security | Common Shares, Without Par Value | ||
Security Exchange Name | NYSE | ||
Entity Common Stock, Shares Outstanding | 55,092,728 | ||
Entity Public Float | $ 1,423,020,261 | ||
Entity File Number | 1-8399 | ||
Entity Incorporation, State or Country Code | OH | ||
Entity Tax Identification Number | 31-1189815 | ||
Entity Address, Address Line One | 200 Old Wilson Bridge Road | ||
Entity Address, City or Town | Columbus | ||
Entity Address, State or Province | OH | ||
Entity Address, Postal Zip Code | 43085 | ||
City Area Code | 614 | ||
Local Phone Number | 438-3210 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Documents Incorporated by Reference | Selected portions of the Registrant’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on September 23, 2020, are incorporated by reference into Part III of this Annual Report on Form 10-K to the extent provided herein. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 147,198 | $ 92,363 |
Receivables, less allowances of $1,521 and $1,150 at May 31, 2020 and May 31, 2019, respectively | 341,038 | 501,944 |
Inventories: | ||
Raw materials | 234,629 | 268,607 |
Work in process | 76,497 | 113,848 |
Finished products | 93,975 | 101,825 |
Total inventories | 405,101 | 484,280 |
Income taxes receivable | 8,376 | 10,894 |
Assets held for sale | 12,928 | 6,924 |
Prepaid expenses and other current assets | 68,538 | 69,508 |
Total current assets | 983,179 | 1,165,913 |
Investments in unconsolidated affiliates | 203,329 | 214,930 |
Operating lease assets | 31,557 | |
Goodwill | 321,434 | 334,607 |
Other intangible assets, net of accumulated amortization of $92,774 and $87,759 at May 31, 2020 and May 31, 2019, respectively | 184,416 | 196,059 |
Other assets | 34,956 | 20,623 |
Property, plant and equipment: | ||
Land | 24,197 | 23,996 |
Buildings and improvements | 302,796 | 310,112 |
Machinery and equipment | 1,055,139 | 1,049,068 |
Construction in progress | 52,231 | 49,423 |
Total property, plant and equipment | 1,434,363 | 1,432,599 |
Less: accumulated depreciation | 861,719 | 853,935 |
Total property, plant and equipment, net | 572,644 | 578,664 |
Total assets | 2,331,515 | 2,510,796 |
Current liabilities: | ||
Accounts payable | 247,017 | 393,517 |
Accrued compensation, contributions to employee benefit plans and related taxes | 64,650 | 78,155 |
Dividends payable | 14,648 | 14,431 |
Other accrued items | 49,974 | 59,810 |
Current operating lease liabilities | 10,851 | |
Income taxes payable | 949 | 1,164 |
Current maturities of long-term debt | 149 | 150,943 |
Total current liabilities | 388,238 | 698,020 |
Other liabilities | 75,786 | 69,976 |
Distributions in excess of investment in unconsolidated affiliate | 103,837 | 121,948 |
Long-term debt | 699,516 | 598,356 |
Noncurrent operating lease liabilities | 25,763 | |
Deferred income taxes, net | 71,942 | 74,102 |
Total liabilities | 1,365,082 | 1,562,402 |
Shareholders' equity - controlling interest: | ||
Preferred shares, without par value; authorized - 1,000,000 shares; issued and outstanding - none | ||
Common shares, without par value; authorized - 150,000,000 shares; issued and outstanding, 2020 - 54,616,485 shares, 2019 - 55,467,525 shares | ||
Additional paid-in capital | 283,776 | 283,177 |
Accumulated other comprehensive loss, net of taxes of $7,922 and $7,100 at May 31, 2020 and May 31, 2019, respectively | (35,217) | (43,464) |
Retained earnings | 572,262 | 591,533 |
Total shareholders' equity - controlling interest | 820,821 | 831,246 |
Noncontrolling interests | 145,612 | 117,148 |
Total equity | 966,433 | 948,394 |
Total liabilities and equity | $ 2,331,515 | $ 2,510,796 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Receivables, allowances | $ 1,521 | $ 1,150 |
Other intangible assets, accumulated amortization | $ 92,774 | $ 87,759 |
Preferred shares, without par value | ||
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 | ||
Common shares, authorized | 150,000,000 | 150,000,000 |
Common shares, shares issued | 54,616,485 | 55,467,525 |
Common shares, shares outstanding | 54,616,485 | 55,467,525 |
Accumulated other comprehensive income (loss), taxes | $ 7,922 | $ 7,100 |
Consolidated Statements of Earn
Consolidated Statements of Earnings - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Income Statement [Abstract] | ||||
Net sales | $ 3,059,119 | $ 3,759,556 | $ 3,581,620 | |
Cost of goods sold | 2,615,782 | 3,279,601 | 3,018,763 | |
Gross margin | 443,337 | 479,955 | 562,857 | |
Selling, general and administrative expense | 328,110 | 338,392 | 367,460 | |
Impairment of goodwill and long-lived assets | 82,690 | 7,817 | 61,208 | |
Restructuring and other expense (income), net | 10,048 | (11,018) | (7,421) | |
Operating income | 22,489 | 144,764 | 141,610 | |
Other income (expense): | ||||
Miscellaneous income, net | 9,099 | 2,716 | 2,996 | |
Interest expense | (31,616) | (38,063) | (38,675) | |
Loss on extinguishment of debt | (4,034) | |||
Equity in net income of unconsolidated affiliates | 114,848 | 97,039 | 103,139 | |
Earnings before income taxes | 110,786 | 206,456 | 209,070 | |
Income tax expense | 26,342 | 43,183 | 8,220 | |
Net earnings | 84,444 | 163,273 | 200,850 | |
Net earnings attributable to noncontrolling interests | [1] | 5,648 | 9,818 | 6,056 |
Net earnings attributable to controlling interest | $ 78,796 | $ 153,455 | $ 194,794 | |
Basic | ||||
Average common shares outstanding | 54,958 | 57,196 | 60,923 | |
Earnings per share attributable to controlling interest | $ 1.43 | $ 2.68 | $ 3.20 | |
Diluted | ||||
Average common shares outstanding | 55,983 | 58,823 | 63,042 | |
Earnings per share attributable to controlling interest | $ 1.41 | $ 2.61 | $ 3.09 | |
[1] | Net earnings attributable to noncontrolling interests are not taxable to Worthington. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net earnings | $ 84,444 | $ 163,273 | $ 200,850 |
Other comprehensive income (loss): | |||
Foreign currency translation, net of tax | 10,497 | (14,772) | 12,744 |
Pension liability adjustment, net of tax | (4,030) | (1,785) | 1,566 |
Cash flow hedges, net of tax | 1,780 | (12,447) | 959 |
Other comprehensive income (loss) | 8,247 | (29,004) | 15,269 |
Comprehensive income | 92,691 | 134,269 | 216,119 |
Comprehensive income attributable to noncontrolling interests | 5,648 | 9,698 | 6,429 |
Comprehensive income attributable to controlling interest | $ 87,043 | $ 124,571 | $ 209,690 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Thousands | Total | Worthington Energy Innovations L L C | Worthington Samuel Coil Processing Llc | Common Shares | Additional Paid-in Capital | Accumulated Other Comprehensive Loss, Net of Tax | Retained Earnings | Total | Noncontrolling Interests | Noncontrolling InterestsWorthington Energy Innovations L L C | Noncontrolling InterestsWorthington Samuel Coil Processing Llc |
Balance at May. 31, 2017 | $ 1,073,929 | $ 303,391 | $ (27,775) | $ 676,019 | $ 951,635 | $ 122,294 | |||||
Balance (in shares) at May. 31, 2017 | 62,802,456 | ||||||||||
Net earnings | 200,850 | 194,794 | 194,794 | 6,056 | |||||||
Other comprehensive income (loss) | 15,269 | 14,896 | 14,896 | 373 | |||||||
Common shares issued, net of withholding tax | (2,120) | (2,120) | (2,120) | ||||||||
Common shares issued, net of withholding tax (in shares) | 449,465 | ||||||||||
Theoretical common shares in NQ plans | 1,218 | 1,218 | 1,218 | ||||||||
Stock-based compensation | 13,460 | 13,460 | 13,460 | ||||||||
Purchase of noncontrolling interest | (1,913) | 924 | 924 | (2,837) | |||||||
Sale of controlling interest | $ (365) | $ (365) | |||||||||
Reclassification of stranded tax effects | (1,701) | 1,701 | |||||||||
Repurchases and retirement of common shares | $ (204,267) | (21,281) | (182,986) | (204,267) | |||||||
Repurchases and retirement of common shares (in shares) | 4,375,000 | (4,375,000) | |||||||||
Dividends to noncontrolling interests | $ (7,915) | (7,915) | |||||||||
Cash dividends declared ($0.80 per share in 2017, $0.84 per share in 2018 and $0.92 per share in 2019) | (51,771) | (51,771) | (51,771) | ||||||||
Balance at May. 31, 2018 | 1,036,375 | 295,592 | (14,580) | 637,757 | 918,769 | 117,606 | |||||
Balance (in shares) at May. 31, 2018 | 58,876,921 | ||||||||||
Net earnings | 163,273 | 153,455 | 153,455 | 9,818 | |||||||
Other comprehensive income (loss) | (29,004) | (28,884) | (28,884) | (120) | |||||||
Common shares issued, net of withholding tax | (6,371) | (6,371) | (6,371) | ||||||||
Common shares issued, net of withholding tax (in shares) | 690,604 | ||||||||||
Theoretical common shares in NQ plans | 680 | 680 | 680 | ||||||||
Stock-based compensation | 13,927 | 13,927 | 13,927 | ||||||||
Repurchases and retirement of common shares | $ (168,113) | (20,651) | (147,462) | (168,113) | |||||||
Repurchases and retirement of common shares (in shares) | 4,100,000 | (4,100,000) | |||||||||
ASC 606 transition adjustment | $ 1,744 | 1,174 | 1,174 | 570 | |||||||
Dividends to noncontrolling interests | (10,726) | (10,726) | |||||||||
Cash dividends declared ($0.80 per share in 2017, $0.84 per share in 2018 and $0.92 per share in 2019) | (53,391) | (53,391) | (53,391) | ||||||||
Balance at May. 31, 2019 | 948,394 | 283,177 | (43,464) | 591,533 | 831,246 | 117,148 | |||||
Balance (in shares) at May. 31, 2019 | 55,467,525 | ||||||||||
Net earnings | 84,444 | 78,796 | 78,796 | 5,648 | |||||||
Other comprehensive income (loss) | 8,247 | 8,247 | 8,247 | ||||||||
Common shares issued, net of withholding tax | (6,513) | (6,513) | (6,513) | ||||||||
Common shares issued, net of withholding tax (in shares) | 448,960 | ||||||||||
Theoretical common shares in NQ plans | 547 | 547 | 547 | ||||||||
Stock-based compensation | 13,191 | 13,191 | 13,191 | ||||||||
Repurchases and retirement of common shares | $ (50,972) | (6,626) | (44,346) | (50,972) | |||||||
Repurchases and retirement of common shares (in shares) | 1,300,000 | (1,300,000) | |||||||||
Consolidation of Worthington Samuel Coil Processing LLC | $ 24,269 | $ 24,269 | |||||||||
Dividends to noncontrolling interests | $ (1,453) | (1,453) | |||||||||
Cash dividends declared ($0.80 per share in 2017, $0.84 per share in 2018 and $0.92 per share in 2019) | (53,721) | (53,721) | (53,721) | ||||||||
Balance at May. 31, 2020 | $ 966,433 | $ 283,776 | $ (35,217) | $ 572,262 | $ 820,821 | $ 145,612 | |||||
Balance (in shares) at May. 31, 2020 | 54,616,485 |
Consolidated Statements of Eq_2
Consolidated Statements of Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Statement Of Stockholders Equity [Abstract] | |||
Cash dividend declared, per share | $ 0.96 | $ 0.92 | $ 0.84 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Operating activities: | |||
Net earnings | $ 84,444 | $ 163,273 | $ 200,850 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization | 92,678 | 95,602 | 103,359 |
Impairment of goodwill and long-lived assets | 82,690 | 7,817 | 61,208 |
Provision for (benefit from) deferred income taxes | (1,309) | 17,435 | (38,237) |
Bad debt expense | 580 | 659 | 11 |
Equity in net income of unconsolidated affiliates, net of distributions | 8,106 | 7,347 | (13,352) |
Net gain on sale of assets | (5,057) | (7,059) | (10,522) |
Stock-based compensation | 11,883 | 11,733 | 13,758 |
Loss on extinguishment of debt | 4,034 | ||
Changes in assets and liabilities, net of impact of acquisitions: | |||
Receivables | 147,225 | 73,346 | (53,066) |
Inventories | 62,126 | (33,649) | (84,654) |
Accounts payable | (142,684) | (93,294) | 83,053 |
Accrued compensation and employee benefits | (11,878) | (19,159) | 11,615 |
Other operating items, net | 3,888 | (26,192) | 7,322 |
Net cash provided by operating activities | 336,726 | 197,859 | 281,345 |
Investing activities: | |||
Investment in property, plant and equipment | (95,503) | (84,499) | (76,088) |
Acquisitions, net of cash acquired | (30,748) | (10,402) | (285,028) |
Distributions from unconsolidated affiliate | 56,693 | 2,400 | |
Proceeds from sale of assets | 10,036 | 49,683 | 21,311 |
Net cash provided (used) by investing activities | (116,215) | 11,475 | (337,405) |
Financing activities: | |||
Net repayments of short-term borrowings, net of issuance costs | (948) | ||
Proceeds from long-term debt, net of issuance costs | 101,464 | 197,685 | |
Principal payments on long-term debt | (154,913) | (1,394) | (31,130) |
Proceeds from issuance of common shares, net of tax withholdings | (6,513) | (6,371) | (2,120) |
Payments to noncontrolling interests | (1,453) | (10,726) | (7,915) |
Repurchase of common shares | (50,972) | (168,113) | (204,267) |
Dividends paid | (53,289) | (52,334) | (51,359) |
Net cash used by financing activities | (165,676) | (238,938) | (100,054) |
Increase (decrease) in cash and cash equivalents | 54,835 | (29,604) | (156,114) |
Cash and cash equivalents at beginning of year | 92,363 | 121,967 | 278,081 |
Cash and cash equivalents at end of year | $ 147,198 | $ 92,363 | $ 121,967 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
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. The Company owns controlling interests in the following four joint ventures: Spartan Steel Coating, L.L.C. (“Spartan”) (52%), TWB Company, L.L.C. (“TWB”) (55%), Worthington Samuel Coil Processing LLC (“Samuel” or “Samuel joint venture”) (63%), and Deconsolidation of Engineered Cabs: On November 1, 2019, we closed on an agreement with an affiliate of Angeles Equity Partners, LLC by which we contributed substantially all of the net assets of the Company’s Engineered Cabs business to a newly-formed joint venture, Taxi Workhorse Holdings, LLC (the “Cabs joint venture”), in which the Company retained a 20% noncontrolling interest. Immediately following the contribution, the Cabs joint venture acquired the net assets of Crenlo Cab Products, LLC (“Crenlo”). The investment in the Cabs joint venture is accounted for under the equity method, due to lack of control as more fully described in “NOTE C – Investments in Unconsolidated Affiliates”. The Company’s contribution to the Cabs joint venture consisted of the net assets of its two primary manufacturing facilities located in Greeneville, Tennessee and Watertown, South Dakota. As a result of the contribution, an impairment charge of $35,194,000 was recognized when the disposal group met the criteria as assets held for sale as of August 31, 2019. Certain non-core assets of the Engineered Cabs business, including the fabricated products facility in Stow, Ohio, and the steel packaging facility in Greensburg, Indiana, were retained. Refer to “NOTE D – Goodwill and Other Long-Lived Assets” for additional information on the retained assets. Upon closing of the transaction, the contributed net assets were deconsolidated, resulting in a one-time net gain after final post-closing adjustments of $258,000 within restructuring and other expense (income), net in our fiscal 2020 consolidated statement of earnings, as summarized below. (in thousands) Retained investment (at fair value) $ 13,831 Contributed net assets (at carrying value) 13,394 Gain on deconsolidation 437 Less: deal costs (179 ) Net gain on deconsolidation $ 258 In accordance with the applicable accounting guidance, our minority ownership interest in the Cabs joint venture was recorded at fair value as of the closing date. The Company’s estimate of fair value was based on a preliminary valuation of the net assets of the Cabs joint venture. For additional information regarding the fair value of our minority ownership interest in the Cabs joint venture, refer to “NOTE R – Fair Value Measurements”. Use of Estimates: The preparation of consolidated 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 consolidated 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 net realizable value. Cost is determined using the first-in, first-out method for all inventories. The assessment of net realizable value requires the use of estimates to determine cost to complete, normal profit margin and the ultimate selling price of the inventory. We believe our inventories were valued appropriately as of May 31, 2020 and May 31, 2019. 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 financial instruments include interest rate risk, foreign currency exchange risk and commodity price risk. All derivative financial instruments are accounted for using mark-to-market accounting. The accounting for changes in the fair value of a derivative financial 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. Gains and losses on cash flow hedges are deferred as a component of accumulated other comprehensive income or loss (“AOCI”) and recognized in earnings at the time the hedged item affects earnings, in the same financial statement caption as the underlying hedged item. Classification in the consolidated statements of earnings of gains and losses related to derivative financial instruments that do not qualify for hedge accounting is determined based on the underlying intent of the instruments. Cash flows related to derivative financial 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. Derivative financial instruments are executed only with highly-rated counterparties. No credit loss is anticipated on existing instruments, and no material credit 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 financial 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 financial instrument is retained, we continue to carry the derivative financial 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 Q – Derivative Financial Instruments and Hedging Activities” for additional information regarding the consolidated balance sheet location and the risk classification of our derivative financial instruments. Risks and Uncertainties : As of May 31, 2020, excluding our joint ventures, we operated 26 manufacturing facilities worldwide, principally in two operating segments, which correspond with our reportable business segments: Steel Processing and Pressure Cylinders. We also held equity positions in nine joint ventures, which operated 48 manufacturing facilities worldwide, as of May 31, 2020. Our largest end market is the automotive industry, which comprised 32%, 38%, and 37% of consolidated net sales in fiscal 2020, fiscal 2019, and fiscal 2018 , respectively. Our international operations represented 7%, 5%, and 9% of consolidated net sales and 2%, 6%, and 6% of consolidated net earnings attributable to controlling interest in fiscal 2020, fiscal 2019, and fiscal 2018 , respectively, and 13% of consolidated net assets as of May 31, 2020 and May 31, 2019. As of May 31, 2020, approximately 9% of our consolidated labor force was represented by collective bargaining units. 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 2020, our largest customer accounted for slightly less than 10% of our consolidated net sales, and our ten largest customers accounted for approximately 30% 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 consolidated net sales and financial results if we were not able to 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. The COVID-19 pandemic and the various actions taken to contain or mitigate the outbreak have caused, and are continuing to cause, business slowdowns or shutdowns and significant disruption in global markets and economies, which has exacerbated and could further exacerbate the conditions noted in the risks above. T he extent to which our operations will continue to be impacted by COVID-19 will depend on future developments, which are highly uncertain and cannot be accurately predicted, including the further spread, the duration of the pandemic and its eventual impact on world economies. Receivables: We review our receivables on an ongoing basis to ensure that they are properly valued and collectible. This is accomplished through an allowance for doubtful accounts. 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 increased approximately $371,000 during fiscal to $1,521,000. While we believe our allowance for doubtful accounts is 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 $79,368,000, $80,316,000 and $83,680,000 during fiscal 2020, fiscal 2019 and fiscal 2018 , respectively. 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 and indefinite-lived 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. With the exception of Pressure Cylinders, 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. For our Pressure Cylinders operating segment, the oil & gas equipment business has been treated as a separate reporting unit since the second quarter of fiscal 2016. In the third quarter of fiscal 2020, an interim test of the oil & gas equipment business was performed, and the results of the analysis indicated the book value of the corresponding goodwill was fully impaired and written off. Refer to “NOTE D – Goodwill and Other Long-Lived Assets” for additional information on the goodwill impairment. For goodwill and indefinite-lived intangible assets, we test for impairment by first evaluating qualitative factors including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance. If there are no concerns raised from this evaluation, no further testing is performed. If however, our qualitative analysis indicates it is more likely than not that the fair value is less than the carrying amount, a quantitative analysis is performed. The quantitative analysis compares the fair value of each reporting unit or indefinite-lived intangible asset to the related carrying amount, and an impairment loss is recognized in our consolidated statements of earnings equivalent to the excess of the carrying amount over the fair value. Fair value is determined based on discounted cash flows or appraised values, as appropriate. Either way, our policy is to perform a quantitative analysis of each reporting unit at least every three years. We performed our annual impairment evaluation of goodwill and other indefinite-lived intangible assets during the fourth quarter of fiscal 2020 and concluded the fair value of each reporting unit exceeded its carrying value. 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 impairment loss recognized is equal to the amount that the carrying value of the asset or asset group exceeds its fair value. and are recorded in a single line in the consolidated balance sheets. We classify assets as held for sale if we commit to a plan to sell the assets within one year and actively market the assets in their current condition for a price that is reasonable in comparison to their estimated fair value. Our impairment testing for both goodwill and other long-lived assets, including intangible assets with finite useful lives, See “Note D – Goodwill and Other Long-Lived Assets” for additional details regarding these assets and related impairment testing. Equity method investments: Investments in affiliated companies that we do not control, either through majority ownership or otherwise, are accounted for using the equity method. We review our equity-method investments for impairment whenever events or changes in circumstances indicate that the carrying value of the investment might not be recoverable. Events and circumstances can include, but are not limited to: evidence we do not have the ability to recover the carrying value; the inability of the investee to sustain earnings; the current fair value of the investment is less than the carrying value; and other investors cease to provide support or reduce their financial commitment to the investee. If the fair value of the investment is less than the carrying value, and the investment will not recover in the near term, then other-than-temporary impairment may exist. When the loss in value of an investment is determined to be other-than-temporary, we recognize an impairment in the period the conclusion is made. Strategic Investments: From time to time the Company may make investments in both privately and publicly held equity securities in which the Company does not have a controlling interest or significant influence. Investments are recorded at fair value and changes in the fair value of equity securities are recognized in net earnings below operating income. The Company elected to record equity securities without readily determinable fair values at cost, less impairment, plus or minus subsequent adjustments for observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Leases: On June 1, 2019, we adopted the new lease accounting standard under U.S. GAAP, Accounting Standards Update 2016-02, (“Topic 842”) using the modified retrospective approach. Under Topic 842, leases are categorized as operating or financing leases upon inception. Leased assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right of use (“ROU”) assets include any initial direct costs and prepayments less lease incentives. Lease terms include options to renew or terminate the lease when it is reasonably certain the Company will exercise such options. As most of our leases do not include an implicit rate, we use our collateralized incremental borrowing rate based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of goods sold or selling, general and administrative expense depending on the underlying nature of the leased assets. For operating leases with variable payments dependent upon an index or rate that commenced subsequent to adoption of Topic 842 , we apply the active index or rate as of the lease commencement date. Variable lease payments not based on an index or rate are not included in the operating lease liability as they cannot be reasonably estimated and are recognized in the period in which the obligation for those payments is incurred. Leases with a term of twelve months or less upon the commencement date are considered short-term leases and are not included on the consolidated balance sheets and are expensed on a straight-line basis over the lease term. Refer to “Note S – Leases” for additional information on the adoption and impact of Topic 842. Stock-Based Compensation: At May 31, 2020, we had stock-based compensation plans for our employees as well as our non-employee directors as described more fully in “Note K – 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 over the vesting period based on their grant-date fair values. Forfeitures are recognized as they occur. Revenue Recognition : Through fiscal 2018, in accordance with our historical accounting policies for revenue recognition, we recognized revenue upon transfer of title and risk of loss, or in the case of toll processing revenue, upon delivery of the goods, provided persuasive evidence of an arrangement existed, pricing was fixed or determinable and collectability was reasonably assured. Through charges to net sales, provisions were made for returns and allowances, customer rebates and sales discounts based on past experiences, specific agreements, and anticipated levels of customer activity. On June 1, 2018, we adopted new accounting guidance that replaces most existing revenue recognition accounting guidance under U.S. GAAP, Accounting Standards Update 2014-09, Revenue from Contracts with Customers (Topic 606) Under the new revenue recognition accounting guidance, we recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration we expect to receive for those goods or services, including any variable consideration. Returns and allowances are used to record estimates of returns or other allowances resulting from quality, delivery, discounts or other issues and are estimated based on historical trends and current market conditions, with the offset to net sales. Shipping and handling costs charged to customers are treated as fulfillment activities and are recorded in both net sales and cost of goods sold at the time control is transferred to the customer. Due to the short-term nature of our contracts with customers, we have elected to apply the practical expedients under Topic 606 to: (1) expense as incurred, incremental costs of obtaining a contract; and (2) not adjust the consideration for the effects of a significant financing component for contracts with an original expected duration of one year or less. When we satisfy (or partially satisfy) a performance obligation, prior to being able to invoice the customer, we recognize an unbilled receivable when the right to consideration is unconditional and a contract asset when the right to consideration is conditional. Unbilled receivables and contract assets are included in receivables and prepaid and other current assets, respectively, on the consolidated balance sheets. Additionally, we do not maintain contract liability balances, as performance obligations are satisfied prior to customer payment for product. Payments from customers are generally due within 30 to 60 days of invoicing, which generally occurs upon shipment or delivery of the goods. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that we collect from a customer, are excluded from revenue. Certain contracts with customers include warranties associated with the delivered goods or services. These warranties are not considered to be separate performance obligations, and accordingly, we record an estimated liability for potential warranty costs as the goods or services are transferred. With the exception of the toll processing revenue stream and certain contracts within the oil & gas equipment revenue stream, we recognize revenue at the point in time the performance obligation is satisfied and control of the product is transferred to the customer upon shipment or delivery. Generally, we receive and acknowledge purchase orders from our customers, which define the quantity, pricing, payment and other applicable terms and conditions. In some cases, we receive a blanket purchase order from our customers, which includes pricing, payment and other terms and conditions, with quantities defined at the time each customer subsequently issues periodic releases against the blanket purchase order. For the toll processing revenue stream and certain contracts within the oil & gas equipment revenue stream, we recognize revenue over time. Revenue is primarily measured using the cost-to-cost method, which we believe best depicts the transfer of control to the customer. Under the cost-to-cost method, the extent of progress towards completion is measured based on the ratio of actual costs incurred to the total estimated costs expected upon satisfying the identified performance obligation. Revenues are recorded proportionally as costs are incurred. We have elected to not disclose the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less. Certain contracts contain variable consideration, which is not constrained, and primarily include estimated sales returns, customer rebates, and sales discounts which are recorded on an expected value basis. These estimates are based on historical returns, analysis of credit memo data and other known factors. We account for rebates by recording reductions to revenue for rebates in the same period the related revenue is recorded. The amount of these reductions is based upon the terms agreed to with the customer. We do not exercise significant judgments in determining the timing of satisfaction of performance obligations or the transaction price. Refer to “Note B – Revenue Recognition” for additional information on revenue recognition. Advertising Expense: Advertising costs are expensed as incurred and included in SG&A expense. Advertising expense was $17,603,000, $15,574,000, and $15,236,000 for fiscal 2020, fiscal 2019 and fiscal 2018 , respectively. Statements of Cash Flows: Supplemental cash flow information was as follows for the fiscal years ended May 31: (in thousands) 2020 2019 2018 Interest paid, net of amount capitalized $ 32,994 $ 38,807 $ 34,839 Income taxes paid, net of refunds $ 25,076 $ 38,848 $ 44,819 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. We evaluate the deferred tax assets to determine whether it is more likely than not that all, or a portion, of the deferred tax assets will not be realized and provide a valuation allowance as appropriate. 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 income 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 /penalties reserves in recognition that various taxing authorities may challenge our positions. T hese 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 self-insure most of our risks for product, cyber pollution, workers’ compensation, general and automobile, and property liabilities, and for employee medical claims. However, in order to reduce risk and better manage our overall loss exposure for these liabilities, we purchase stop-loss insurance that covers individual claims in excess of the deductible amounts. We also maintain reserves for the estimated cost to resolve certain open claims that have been made against us (which may include active product recall or replacement programs), 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 the assumptions used and historical trends. Recently Adopted Accounting Standards: On June 1, 2019, the Company adopted Accounting Standards Update 2016-02, Leases On June 1, 2019, the Company adopted ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“Topic 815”) . Recently Issued Accounting Standards: In June 2016, amended accounting guidance was issued related to the measurement of credit losses on financial instruments. The amended accounting guidance changes the impairment model for most financial assets to require measurement and recognition of expected credit losses for financial assets held. The amended accounting guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. We are still in the process of evaluating the effect this amended accounting guidance will have on our consolidated financial position and results of operations. Reclassification Certain prior period amounts have been reclassified within the operating activities section of the consolidated statements of cash flows for consistency with the current period presentation. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
May 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | Note B – Revenue Recognition On June 1, 2018, we adopted new revenue recognition accounting guidance that replaces most existing revenue recognition accounting guidance under U.S. GAAP, Topic 606. Under Topic 606, we recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration we expect to receive for those goods or services, including any variable consideration. The new accounting guidance was adopted using the modified retrospective approach as applied to customer contracts that were not complete at the date of adoption, with the cumulative effect recognized in retained earnings. Comparative financial information for reporting periods beginning prior to June 1, 2018, has not been restated and continues to be reported under the previous accounting guidance. The cumulative effect adjustment resulted from a change in the pattern of recognition for our toll processing revenue stream and certain contracts within the oil & gas equipment revenue stream, which previously were accounted for as point in time and now will be accounted for over time. The following table outlines the cumulative effect of adopting the new revenue recognition guidance: (in thousands) May 31, 2018 (As Reported) Cumulative Effect of Topic 606 Adoption June 1, 2018 (As Adjusted) Consolidated Balance Sheet Assets Receivables $ 572,689 $ 4,706 $ 577,395 Total inventories 454,027 (3,452 ) 450,575 Prepaid expenses and other current assets 60,134 944 61,078 Liabilities and equity Deferred income taxes, net 60,188 454 60,642 Retained earnings 637,757 1,174 638,931 Noncontrolling interests 117,606 570 118,176 The following table summarizes net sales by product class for the periods presented: (in thousands) Fiscal Year Ended May 31, Reportable segments by product class: 2020 2019 Steel Processing Direct $ 1,729,972 $ 2,308,756 Toll 129,698 127,062 Total 1,859,670 2,435,818 Pressure Cylinders Industrial products 550,543 627,053 Consumer products 485,990 470,447 Oil & gas equipment 111,891 110,298 Total 1,148,424 1,207,798 Other Engineered Cabs 50,954 115,902 Other 71 38 Total 51,025 115,940 Total $ 3,059,119 $ 3,759,556 We recognize revenue at a point in time, with the exception of the toll processing revenue stream and certain contracts within the oil & gas equipment revenue streams, which are recognized over time. The following table summarizes the over time revenue for the periods presented: Fiscal Year Ended May 31, (in thousands) 2020 2019 Steel Processing - toll $ 129,698 $ 127,062 Pressure Cylinders - certain oil & gas contracts 100,774 75,159 Total over time revenue $ 230,472 $ 202,221 The following table summarizes the unbilled receivables and contract assets for the periods indicated: Fiscal Year Ended May 31, (in thousands) Balance Sheet Classification 2020 2019 Unbilled receivables Receivables $ 5,552 $ 5,366 Contract assets Prepaid expenses and other current assets $ 4,127 $ 8,792 The following tables show the adjustments that would be required to be made to our fiscal 2019 consolidated financial statements to reflect the balances that would have been recorded if we continued to follow our accounting policies under the previous revenue recognition guidance: (in thousands) As Currently Reported Topic 606 Adjustments Balances Without Adoption of Topic 606 Consolidated Statement of Earnings Net sales $ 3,759,556 $ (6,608 ) $ 3,752,948 Cost of goods sold 3,279,601 (5,253 ) 3,274,348 Income tax expense 43,183 (319 ) 42,864 Net earnings 163,273 (1,036 ) 162,237 Net earnings attributable to noncontrolling interests 9,818 16 9,834 Net earnings attributable to controlling interest 153,455 (1,052 ) 152,403 |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 12 Months Ended |
May 31, 2020 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investments in Unconsolidated Affiliates | Note C – Investments in Unconsolidated Affiliates I nvestments in affiliated companies that we do not control, either through majority ownership or otherwise, are accounted for using the equity method. At May 31, 2020, the Company held investments in the following affiliated companies: ArtiFlex Manufacturing, LLC (“ArtiFlex”) (50%), Cabs joint venture (20%), Clarkwestern Dietrich Building Systems LLC (“ClarkDietrich”) (25%), Serviacero Planos, S. de R. L. de C.V. (“Serviacero Worthington”) (50%), and Worthington Armstrong Venture (“WAVE”) (50%) On December 31, 2019, the Company contributed the recently acquired operating net assets of Heidtman Steel Products, Inc.’s Cleveland facility (“Heidtman”) to the Samuel joint venture in exchange for an incremental 31.75% ownership interest in the Samuel joint venture, bringing our total ownership interest to 63%. The Samuel joint venture’s results have been consolidated within Steel Processing since that date. Refer to “NOTE P – Acquisitions” for additional information. On November 1, 2019, we closed on an agreement with an affiliate of Angeles Equity Partners, LLC by which we contributed substantially all of the net assets of our Engineered Cabs business to a newly-formed joint venture, in which we retained a 20% noncontrolling interest. Immediately following the contribution, the Cabs joint venture acquired the net assets of Crenlo. Our contributions to the Cabs joint venture consisted of the net assets of our primary Engineered Cabs manufacturing facilities located in Greeneville, Tennessee and Watertown, South Dakota. Our investment in the Cabs joint venture is accounted for under the equity method, due to lack of control. During the second quarter of fiscal 2020, the Company’s exploration of strategic alternatives relating to its investment in ArtiFlex resulted in the need to evaluate this investment for potential impairment. Based on the analysis performed, the Company concluded its investment was not impaired, as then current and projected cash flows were deemed sufficient to recover the remaining book value of $54,566,000. However, it is possible the Company’s estimate of future cash flows could decline to a level that no longer supports the current book value of the investment. Factors which could have an adverse impact on the current cash flow projections, include, but are not limited to deteriorating market conditions as well as potential outcomes that may result from management’s review of strategic alternatives. During the fourth quarter of fiscal 2019, we determined our 10% ownership interest in our joint venture in China, Nisshin, was other than temporarily impaired due to current and projected operating losses. As a result, in the fourth quarter of fiscal 2019 an impairment charge of $4,017,000 was recognized within equity income in our consolidated statement of earnings to write down the investment to its estimated fair value of $3,700,000. During the first quarter of fiscal 2020, the Company began the process of exploring the potential exit of its interest in the Nisshin joint venture in China. As a result, the Company evaluated its investment for potential impairment. The Company concluded the remaining book value of the investment was fully impaired, resulting in an impairment charge of $4,236,000 within equity income during the three months ended August 31, 2019. On December 19, 2019, the Company finalized an agreement to transfer the risks and rewards related to its 10% interest to the other joint venture partners. As a result, the Company has no further rights or obligations related to the Nisshin joint venture. We received distributions from unconsolidated affiliates totaling $122,953,000, $161,079,000, and $89,787,000 in fiscal 2020, fiscal 2019 and fiscal 2018 The following table presents combined information regarding the financial position of our unconsolidated affiliates accounted for using the equity method as of May 31: (in thousands) 2020 2019 Cash $ 68,730 $ 37,471 Other current assets 528,631 594,959 Current assets for discontinued operations - 35,793 Noncurrent assets 399,731 360,925 Total assets $ 997,092 $ 1,029,148 Current liabilities $ 174,709 $ 236,781 Current liabilities for discontinued operations - 9,610 Short-term borrowings 500 15,162 Current maturities of long-term debt 37,542 33,003 Long-term debt 346,690 321,791 Other noncurrent liabilities 73,656 18,192 Equity 363,995 394,609 Total liabilities and equity $ 997,092 $ 1,029,148 The amounts presented within the discontinued operations captions in the table above reflect the international operations of our WAVE joint venture prior to their sale on September 30, 2019. When the sale of these operations closed, it generated a pre-tax gain of $46,238,000, subject to certain post-closing adjustments, that was recorded within net earnings from discontinued operations on WAVE’s books. This sale was part of a broader transaction between the joint venture partner, Armstrong World Industries, Inc. (“AWI”), and Knauf Ceilings and Holding GmbH (“Knauf”), a family-owned manufacturer of building materials headquartered in Germany. Our portion of the net gain was $23,119,000 and has been recognized within equity in net income of unconsolidated affiliates. In May 2020, we received a cash distribution of $10,000,000 from WAVE related to the September 30, 2019 sale of the international operations. As of May 31, 2020, WAVE has a $5,900,000 receivable from AWI ($2,950,000 of which is Worthington’s portion), related to the remaining proceeds of the sale which are subject to post-closing adjustments as provided by the purchase agreement. The following table presents summarized financial information for our four largest unconsolidated affiliates as of, and for the fiscal years ended May 31. All other unconsolidated affiliates are combined and presented in the Other category. (in thousands) 2020 2019 2018 Net sales WAVE $ 368,820 $ 379,103 $ 360,395 ClarkDietrich 855,994 892,758 790,887 Serviacero Worthington 273,276 351,671 315,098 ArtiFlex 175,428 201,526 197,061 Other 146,478 32,753 28,578 Total net sales $ 1,819,996 $ 1,857,811 $ 1,692,019 Gross margin (loss) WAVE $ 208,040 $ 205,909 $ 201,581 ClarkDietrich 131,619 93,947 97,437 Serviacero Worthington 15,739 34,494 32,396 ArtiFlex 14,212 12,928 18,266 Other 7,320 (6,000 ) (6,399 ) Total gross margin $ 376,930 $ 341,278 $ 343,281 Operating income (loss) WAVE $ 166,404 $ 166,969 $ 158,697 ClarkDietrich 66,952 33,384 39,153 Serviacero Worthington 7,513 25,636 24,232 ArtiFlex 6,248 5,524 11,395 Other (23,596 ) (9,964 ) (10,584 ) Total operating income $ 223,521 $ 221,549 $ 222,893 Depreciation and amortization WAVE $ 4,032 $ 3,634 $ 3,318 ClarkDietrich 11,869 11,600 11,864 Serviacero Worthington 4,324 4,319 3,919 ArtiFlex 5,605 6,055 5,515 Other 4,689 875 749 Total depreciation and amortization $ 30,519 $ 26,483 $ 25,365 Interest expense WAVE $ 11,061 $ 10,547 $ 8,365 ClarkDietrich 378 912 114 Serviacero Worthington 87 493 397 ArtiFlex 801 1,443 1,333 Other 1,665 - - Total interest expense $ 13,992 $ 13,395 $ 10,209 Income tax expense (benefit) WAVE $ 216 $ 219 $ 119 ClarkDietrich - - - Serviacero Worthington 3,267 7,629 5,141 ArtiFlex (15 ) 29 208 Other (15 ) - - Total income tax expense $ 3,453 $ 7,877 $ 5,468 Net earnings (loss) WAVE (1) $ 202,451 $ 162,849 $ 152,329 ClarkDietrich 68,899 34,560 39,138 Serviacero Worthington 2,573 16,155 17,577 ArtiFlex 5,461 4,051 9,854 Other (19,934 ) (8,383 ) (11,922 ) Total net earnings $ 259,450 $ 209,232 $ 206,976 (1) These net earnings include net income attributable to discontinued operations of $49,770,000, $6,830,000, and $2,226,000 in fiscal 2020, fiscal 2019, and fiscal 2018, respectively, related to the international operations of WAVE being sold . All other amounts presented in the table above exclude the activity of the discontinued operations of WAVE . At May 31, 2020 and 2019, $39,995,000 and $46,838,000, respectively, of our consolidated retained earnings represented undistributed earnings of our unconsolidated affiliates, net of tax. |
Goodwill and Other Long-Lived A
Goodwill and Other Long-Lived Assets | 12 Months Ended |
May 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Long-Lived Assets | Note D – Goodwill and Other Long-Lived Assets Goodwill The following table summarizes the changes in the carrying amount of goodwill during fiscal 2020 and fiscal 2019 by reportable business segment: (in thousands) Steel Processing Pressure Cylinders Other Total Balance at May 31, 2018 Goodwill $ 7,899 $ 341,299 $ 172,178 $ 521,376 Impairment losses - (4,015 ) (172,178 ) (176,193 ) 7,899 337,284 - 345,183 Acquisitions and purchase accounting adjustments (1) - 777 - 777 Divestitures (2) - (7,260 ) - (7,260 ) Translation adjustments - (4,093 ) - (4,093 ) - (10,576 ) - (10,576 ) Balance at May 31, 2019 Goodwill 7,899 330,723 172,178 510,800 Impairment losses - (4,015 ) (172,178 ) (176,193 ) 7,899 326,708 - 334,607 Acquisitions and purchase accounting adjustments (1) 11,796 (52 ) - 11,744 Divestitures (2) - (2,511 ) - (2,511 ) Translation adjustments - (309 ) - (309 ) Impairment losses (3) - (22,097 ) - (22,097 ) 11,796 (24,969 ) - (13,173 ) Balance at May 31, 2020 Goodwill 19,695 327,851 172,178 519,724 Impairment losses - (26,112 ) (172,178 ) (198,290 ) $ 19,695 $ 301,739 $ - $ 321,434 (1) For additional information regarding the Company’s acquisitions, refer to “Note P – Acquisitions.” (2) Fiscal 2020 divestitures included the sale of the cryogenics business in Turkey. (3) Fiscal 2020 impairment losses included $22,097,000 of goodwill impairment related to the oil & gas equipment reporting unit. 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, 2020 and 2019: 2020 2019 Accumulated Accumulated (in thousands) Cost Amortization Cost Amortization Indefinite-lived intangible assets: Trademarks $ 72,101 $ - $ 74,801 $ - Total indefinite-lived intangible assets 72,101 - 74,801 - Definite-lived intangible assets: Customer relationships $ 170,887 $ 73,207 $ 174,150 $ 69,258 Non-compete agreements 8,001 8,001 8,656 8,509 Technology / know-how 22,484 7,850 22,495 6,276 Other 3,716 3,716 3,716 3,716 Total definite-lived intangible assets 205,088 92,774 209,017 87,759 Total intangible assets $ 277,189 $ 92,774 $ 283,818 $ 87,759 Amortization expense totaled $12,870,000, $15,286,000, and $19,679,000 in fiscal 2020, fiscal 2019 and fiscal 2018 , respectively Amortization expense for each of the next five fiscal years is estimated to be: (in thousands) 2021 $ 11,975 2022 $ 10,345 2023 $ 9,742 2024 $ 9,742 2025 $ 8,913 Impairment of Long-Lived Assets Fiscal 2020: During the fourth quarter of fiscal 2020, the Company identified an impairment indicator related to the TWB Hermosillo facility operating lease due to the economic impact of COVID-19. As a result, the lease ROU asset with a net book value of $565,000 was deemed fully impaired and written off. In May 2020, the Company committed to a plan to shut down the packaging solutions business in Greensburg, Indiana. As a result, long-lived assets with a carrying value of $2,810,000 were written down to their estimated fair market value of $266,000 (determined using Level 2 inputs), resulting in an impairment charge of $2,544,000. On February 12, 2020, the Company announced a plan to consolidate its oil & gas equipment manufacturing operations in Wooster, Ohio, into its existing manufacturing facility in Bremen, Ohio. As a result, the Company tested the long-lived assets of the combined asset group, consisting of fixed assets and customer list intangible assets with net book values of $14,274,000 and $6,577,000, respectively, for impairment. The book value of the fixed assets was determined to be in excess of fair market value, resulting in an impairment charge of $4,679,000 during the third quarter of fiscal 2020. Additionally, the customer list intangible assets were deemed to be fully impaired and written off. Fair market value of the fixed assets was determined using observable Level 2 inputs and the fair value of the customer list intangible assets was determined using unobservable Level 3 inputs. The land and building of the Wooster facility met the criteria for classification as assets held for sale and, accordingly, have been presented separately as assets held for sale in our consolidated balance sheet at May 31, 2020 . As a result of the impairment charges noted above, the Company also performed an interim goodwill impairment test of its oil & gas equipment reporting unit. The results of the analysis indicated that the fair value of the reporting unit no longer supported the book value of the corresponding goodwill, resulting in an impairment charge of $22,097,000 during the third quarter of fiscal 2020. The key assumptions used in the fair value calculation were projected cash flows and the discount rate, which represent unobservable, Level 3 inputs. During the third quarter of fiscal 2020, the Company’s consolidated joint venture, WSP committed to a plan to sell the Canton, Michigan facility and some of the production equipment at that facility. The land and building related to the facility were determined to not be impaired. The production equipment was determined to be below fair market value. Therefore, the net assets were written down to their estimated fair market value less cost to sell of $700,000 (determined using Level 2 inputs), resulting in an impairment charge of $1,274,000 in the third quarter of fiscal 2020. These assets, with a net book value of $7,813,000, have been presented separately as assets held for sale in the consolidated balance sheet at May 31, 2020. During the first quarter of fiscal 2020, we closed on an agreement by which we contributed substantially all of the net assets of its Engineered Cabs business with the exception of the fabricated products facility in Stow, Ohio, and the steel packaging facility in Greensburg, Indiana to the Cabs joint venture. The book value of the disposal group exceeded its estimated fair market value of $12,860,000 (determined using Level 2 inputs), which resulted in the recording of a $35,194,000 impairment charge during the first quarter of fiscal 2020. Included in the impairment charge were lease ROU assets with a net book value of $905,000 that were deemed fully impaired and written off. For additional information, refer to “NOTE C – Investments in Unconsolidated Affiliates”. The Company also identified an impairment indicator for the long-lived assets of the Engineered Cabs fabricated products business as the sale would have an adverse impact on the manner and extent in which the remaining assets were used. As a result, fixed assets with a net book value of $1,469,000 and lease ROU assets with a net book value of $3,938,000 were deemed to be fully impaired and written off during the first quarter of fiscal 2020. Fiscal 2019: During the fourth quarter of fiscal 2019, management determined that indicators of impairment were present with regard to certain long-lived assets of the Canton, Michigan facility operated by the Company’s consolidated joint venture, WSP. As a result, long-lived assets with a carrying value of $4,269,000 were written down to their estimated fair market value of $1,000,000 (determined using Level 2 inputs), resulting in an impairment charge of $3,269,000 in the fourth quarter of fiscal 2019. During the first quarter of fiscal 2019, changes in the facts and circumstances related to the planned sale of our cryogenics business in Turkey, Worthington Aritas, resulted in our lowering the estimate of fair market value less cost to sell to $7,000,000 which generated an impairment charge of $2,381,000 in the first quarter of fiscal 2019. Fair market value was determined using observable (Level 2) inputs. Fiscal 2018: During the second quarter of fiscal 2018, the Company determined that indicators of impairment were present with regard to the goodwill and intangible assets of the former Worthington Energy Innovations, LLC (“WEI”) reporting unit. As a result, these assets were written down to their estimated fair market value resulting in an impairment charge of $7,325,000. During the second quarter of fiscal 2018, the Company also identified the presence of impairment indicators with regard to vacant land at the oil & gas equipment facility in Bremen, Ohio, resulting in an impairment charge of $964,000 to write the vacant land down to its estimated fair value. |
Restructuring and Other Expense
Restructuring and Other Expense (Income), Net | 12 Months Ended |
May 31, 2020 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Other Expense (Income), Net | Note E – Restructuring and Other Expense (Income), Net We consider restructuring activities to be programs whereby we fundamentally change our operations such as closing and consolidating manufacturing facilities or moving manufacturing of a product to another location. Restructuring activities may also involve substantial realignment of the management structure of a business unit in response to changing market conditions. A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other expense, net financial statement caption in our consolidated statement of earnings for fiscal 2020, is summarized below: Beginning Ending (in thousands) Balance Expense Payments Adjustments Balance Early retirement and severance $ 774 $ 9,096 $ (3,245 ) $ (89 ) $ 6,536 Facility exit and other costs 2 829 (730 ) 55 156 $ 776 9,925 $ (3,975 ) $ (34 ) $ 6,692 Net loss on sale of assets 123 Restructuring and other expense, net $ 10,048 During fiscal 2020, the following actions were taken related to the Company’s restructuring activities: • In July 2019, Pressure Cylinders completed the sale of its cryogenics business in Turkey, the net assets of which had been previously classified as assets held for sale. In connection with the sale, the Company realized net cash proceeds of $8,295,000 and recognized a net loss of $481,000. • In November 2019, the Company contributed substantially all of the net assets of the Engineered Cabs business to the newly-formed Cabs joint venture. In connection with the transaction, the Company recognized a net gain of $50,000. In fiscal 2020, final closing adjustments resulted in the recognition of an additional net gain of $208,000. Subsequent to closing the transaction, the Company sold some assets of the retained fabricated products business in Stow, Ohio for a net gain of $100,000 and recognized facility exit costs of $103,000. • In February 2020, the Company announced the closure of the Hermosillo, Mexico facility and an office in Sonata, Mexico, both operated by the Company’s consolidated joint venture, TWB within Steel Processing. In connection with the closures, and a reduction in personnel at Puebla, Mexico, the Company recognized severance expense of $620,000. • In February 2020, the Company’s WSP joint venture within Steel Processing committed to plans to close and sell the assets of its Canton, Michigan facility. In connection with the sale, the Company recognized severance expense of $450,000. • In the third quarter of fiscal 2020, the Company announced a plan, within Pressure Cylinders, to consolidate its oil & gas equipment manufacturing operations in Wooster, Ohio into its existing facility in Bremen, Ohio. In connection with the consolidation, the Company recognized $2,313,000 in severance expense and $522,000 in facility exit costs. • In the fourth quarter of fiscal 2020, the Company recognized severance expense of $2,175,000 in Steel Processing, $2,296,000 in Pressure Cylinders and $873,000 in Other in connection with the reduction in workforce related to the impact of COVID-19. • In the fourth quarter of fiscal 2020, the Company committed to plans to close the packaging solutions business served through the facility in Greensburg, Indiana. In connection with the closure, the Company recognized $166,000 in severance expenses. • In connection with other non-significant restructuring activities, the Company recognized severance expense of $203,000 within Steel Processing and facility exit costs of $204,000, of which $151,000 was within Pressure Cylinders and $53,000 in Steel Processing. The total liability as of May 31, 2020 is expected to be paid in the next twelve months. A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other income, net financial statement caption in our consolidated statement of earnings for fiscal 2019, is summarized below: Beginning Ending (in thousands) Balance Expense Payments Adjustments Balance Early retirement and severance $ 1,116 $ 1,899 $ (2,127 ) $ (114 ) $ 774 Facility exit and other costs - 503 (313 ) (188 ) 2 $ 1,116 2,402 $ (2,440 ) $ (302 ) $ 776 Net gain on sale of assets (13,420 ) Restructuring and other income, net $ (11,018 ) During fiscal 2019, the following actions were taken related to the Company’s restructuring activities: • In connection with the consolidation of the Company’s industrial gas operations in Portugal following the acquisition of AMTROL in fiscal 2018, the Company recognized severance expense of $1,086,000 and facility exit costs of $513,000 within Pressure Cylinders. • Within the Pressure Cylinders business, the Company sold two oil & gas manufacturing facilities resulting in net proceeds of $20,256,000 and a net gain on disposal of $1,962,000. • In connection with the sale of the operating assets and real property related to the solder business and certain brazing assets within the Pressure Cylinders business, the Company recognized net proceeds of $27,577,000, severance expense of $89,000 and a net gain on disposal of $11,458,000. • Upon exit of the North America compressed natural gas (“CNG”) fuel system market in the Salt Lake City, Utah facility, the Company recognized severance expense of $519,000 within Pressure Cylinders. • In connection with other non-significant restructuring activities, the Company recognized severance expense of $205,000 within Pressure Cylinders and a reduction to facility exit costs of $10,000 within Steel Processing. The total liability as of May 31, 2019 was expected to be paid in the immediately following twelve months. |
Contingent Liabilities and Comm
Contingent Liabilities and Commitments | 12 Months Ended |
May 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingent Liabilities and Commitments | Note F – Contingent Liabilities and Commitments Legal Proceedings We are defendants in certain 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. Voluntary Tank Replacement Program In February 2019, our Structural Composites Industries, LLC subsidiary (“SCI”) agreed to participate in a tank replacement program for specific design sizes of its composite hydrogen fuel tanks, which are integrated into a customer’s hydrogen fuel cells used to fuel material handling equipment, primarily rider pallet jacks in warehouses. In connection with this matter, we recorded a $13,000,000 charge to costs of goods sold during the third quarter of fiscal 2019 to reflect our estimated costs of replacing these tanks. During the third quarter of fiscal 2020, a favorable adjustment of $2,265,000 was recorded related to lower than expected freight. A progression of the liabilities recorded in connection with this matter during fiscal 2020 is summarized in the following table: (in thousands) Beginning Balance Expense Payments Adjustments Ending Balance Tank replacement costs $ 8,500 $ - $ (1,271 ) $ (2,265 ) $ 4,964 We believe these liabilities are sufficient to absorb our remaining direct costs related to the replacement program, which are expected to be paid in the next six months. |
Guarantees
Guarantees | 12 Months Ended |
May 31, 2020 | |
Guarantees And Product Warranties [Abstract] | |
Guarantees | Note G – Guarantees We do not have guarantees that we believe are reasonably likely to have a material current or future effect on our consolidated financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. However, as of May 31, 2020, 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 $6,418,000 at May 31, 2020. Based on current facts and circumstances, we have estimated the likelihood of payment pursuant to this guarantee is not probable and, therefore, no amounts have been recognized in our consolidated financial statements. We also had in place $15,300,000 of outstanding stand-by letters of credit issued to third-party service providers at May 31, 2020. The fair value of these guarantee instruments, based on premiums paid, was not material and no amounts were drawn against them at May 31, 2020. |
Debt and Receivables Securitiza
Debt and Receivables Securitization | 12 Months Ended |
May 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt and Receivables Securitization | Note H – Debt and Receivables Securitization The following table summarizes our long-term debt and short-term borrowings outstanding at May 31, 2020 and 2019: (in thousands) 2020 2019 1.56% senior notes due August 23, 2029 $ 33,311 $ - 1.56% senior notes due August 23, 2031 7,439 - 1.90% senior notes due August 23, 2031 25,872 - 1.90% senior notes due August 23, 2034 35,199 - 4.30% senior notes due August 1, 2032 200,000 200,000 4.55% senior notes due April 15, 2026 250,000 250,000 4.60% senior notes due August 10, 2024 150,000 150,000 6.50% senior notes due April 15, 2020 - 150,000 Term loans - - Other 1,239 3,100 Total debt 703,060 753,100 Unamortized discount and debt issuance costs (3,395 ) (3,801 ) Total debt, net 699,665 749,299 Less: current maturities and short-term borrowings 149 150,943 Total long-term debt $ 699,516 $ 598,356 Maturities of long-term debt in the next five fiscal years, and the remaining years thereafter, are as follows: (in thousands) 2021 $ - 2022 298 2023 298 2024 298 2025 298 Thereafter 701,868 Total $ 703,060 Long-Term Debt On August 23, 2019, two of our European subsidiaries issued a €36,700,000 principal amount unsecured 1.56% Series A Senior Note due August 23, 2031 (the “2031 Note”) and €55,000,000 aggregate principal amount of unsecured 1.90% Series B Senior Notes due August 23, 2034 (the “2034 Notes”), (collectively, the “Senior Notes”). The 2031 Note is to be repaid in the principal amount of €30,000,000, together with accrued interest, on August 23, 2029, with the remaining €6,700,000 principal amount payable on August 23, 2031, together with accrued interest. The 2034 Notes are to be repaid in the aggregate principal amount of €23,300,000, together with accrued interest, on August 23, 2031, with the remaining €31,700,000 aggregate principal amount payable on August 23, 2034, together with accrued interest. Debt issuance costs of $134,000 were incurred in connection with the issuance of the Senior Notes and have been recorded on the consolidated balance sheet within long-term debt as a contra-liability. They will continue to be amortized, through interest expense, in our consolidated statements of earnings over the term of the respective Senior Notes. The unamortized portion of the debt issuance costs was $126,000 at May 31, 2020 The Senior Notes were issued in a private placement and the proceeds thereof were used in the redemption of $150,000,000 aggregate principal amount of unsecured 6.50% senior notes that were set to mature on April 15, 2020 (the “2020 Notes”). The 2020 Notes were redeemed in full on August 30, 2019. In connection with the early redemption, the Company recognized a loss on extinguishment of debt of $4,034,000, which has been presented separately in our consolidated statement of earnings for fiscal 2020. On July 28, 2017, we issued $200,000,000 aggregate principal amount of senior unsecured notes due August 1, 2032 (the “2032 Notes”). The 2032 Notes bear interest at a rate of 4.300%. The 2032 Notes were sold to the public at 99.901 % of the principal amount thereof, to yield 4.309 % to maturity. We used a portion of the net proceeds from the offering to repay amounts then outstanding under our multi-year revolving credit facilit ies and amounts then outstanding under our revolving trade accounts receivable securitization facility, both of which are described in more detail below. We entered into an interest rate swap in June 2017, in anticipation of the issuance of the 2032 Notes. The interest rate swap had a notional amount of $ 150,000,000 to hedge the risk of changes in the semi-annual interest rate payments attributable to changes in the benchmark interest rate during the several days leading up to the issuance of the 2032 Notes. Upon pricing of the 2032 Notes, the derivative instrument was settled resulting in a gain of approximately $ 3,098,000 , which was reflected in AOCI. Approximately $ and $ 198,000 were allocated to debt issuance costs and the debt discount, respectively. The debt issuance costs and the debt discount were recorded on the consolidated balance sheet within long-term debt as a contra-liability. Each will continue to be amortized , through interest expense, in our consolidated statements of earnings over the term of the 2032 Notes. The unamortized portion of the debt issuance costs and debt discount was $ and $ , respectively, at May 31, 20 20 and $ and $ , respectively, at May 31, 201 9 . On April 15, 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 our revolving credit facility AOCI and $1,297,000 and $300,000, respectively, at May 31, 2019 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 then outstanding borrowings under our revolving credit facilities. Approximately $80,000 of the aggregate proceeds were allocated to debt issuance costs. The unamortized portion of the debt issuance costs was $28,000 and $35,000 at May 31, 2020 and 2019, respectively. Other Financing Arrangements We maintain a revolving trade accounts receivable securitization facility (the “AR Facility”). On January 13, 2020, the Company extended the maturity of the AR Facility by one year to January 2021 and reduced the borrowing capacity from $50,000,000 to $ 10,000,000 On July 22, 2020, the Company elected to terminate the AR Facility. We also maintain a $500,000,000 multi-year revolving credit facility (the “Credit Facility”) with a group of lenders. On February 16, 2018, the Company amended the terms of the Credit Facility, extending the maturity by three years to February 2023. Debt issuance costs of $805,000 were incurred as a result of the renewal. These costs have been deferred and are being amortized over the life of the Credit Facility to interest expense. Borrowings under the Credit Facility have maturities of up to one year. We have the option to borrow at rates equal to an applicable margin over the LIBOR, Prime rate or Overnight Bank Funding rate. The applicable margin is determined by our credit rating. There were no borrowings outstanding under the Credit Facility at May 31, . As discussed in “Note G – Guarantees,” we provided of May 31, 20 20 . While not drawn against at May 31, 20 20 , $ of these letters of credit were issued against availability under the Credit Facility, leaving $ available at May 31, 20 20 . |
Comprehensive Income (Loss)
Comprehensive Income (Loss) | 12 Months Ended |
May 31, 2020 | |
Equity [Abstract] | |
Comprehensive Income (Loss) | Note I – Comprehensive Income (Loss) Other Comprehensive Income (Loss): The following table summarizes the tax effects of each component of other comprehensive income (loss) for the fiscal years ended May 31: 2020 2019 2018 (in thousands) Before- Tax Tax Net-of- Tax Before- Tax Tax Net-of- Tax Before -Tax Tax Net-of- Tax Foreign currency translation $ 10,480 17 $ 10,497 $ (14,772 ) $ - $ (14,772 ) $ 12,744 $ - $ 12,744 Pension liability adjustment (5,395 ) 1,365 (4,030 ) (2,203 ) 418 (1,785 ) 1,875 (309 ) 1,566 Cash flow hedges 2,339 (559 ) 1,780 (16,227 ) 3,780 (12,447 ) 1,351 (392 ) 959 Other comprehensive income (loss) $ 7,424 $ 823 $ 8,247 $ (33,202 ) $ 4,198 $ (29,004 ) $ 15,970 $ (701 ) $ 15,269 Accumulated Other Comprehensive Loss: The components of the changes in accumulated other comprehensive loss for the fiscal years ended May 31, 2020 and May 31, 2019 were as follows: Accumulated Foreign Pension Cash Other Currency Liability Flow Comprehensive (in thousands) Translation Adjustment Hedges Loss Balance at May 31, 2018 $ (4,987 ) $ (16,071 ) $ 6,478 $ (14,580 ) Other comprehensive loss before reclassifications (14,652 ) (3,404 ) (12,637 ) (30,693 ) Reclassification adjustments to income (a) - 1,201 (3,590 ) (2,389 ) Income tax effect - 418 3,780 4,198 Balance at May 31, 2019 $ (19,639 ) $ (17,856 ) $ (5,969 ) $ (43,464 ) Other comprehensive income (loss) before reclassifications 10,480 (5,948 ) (9,497 ) (4,965 ) Reclassification adjustments to income (a) - 553 11,836 12,389 Income tax effect 17 1,365 (559 ) 823 Balance at May 31, 2020 $ (9,142 ) $ (21,886 ) $ (4,189 ) $ (35,217 ) (a) The statement of earnings classification of amounts reclassified to income for cash flow hedges is disclosed in “Note Q – Derivative Financial Instruments and Hedging Activities.” The estimated net amount of the losses in AOCI at May 31, 2020 expected to be reclassified into net earnings within the succeeding twelve months is $4,781,000 (net of tax of $1,430,000). This amount was computed using the fair value of the cash flow hedges at May 31, 2020 and will change before actual reclassification from other comprehensive loss to net earnings during fiscal |
Equity
Equity | 12 Months Ended |
May 31, 2020 | |
Equity [Abstract] | |
Equity | Note J – 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 : O n September 27, 2017, the Board of Directors of Worthington Industries, Inc. (the “Worthington Industries Board”) authorized the repurchase of up to 6,828,855 outstanding common shares of Worthington Industries, Inc., and on March 20, 2019, the Worthington Industries Board authorized the repurchase of up to an additional 6,600,000 of the outstanding common shares of Worthington Industries, Inc. These common shares 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. The total number of common shares available for repurchase at May 31, 20 20 was . During fiscal 2020, 2019 and 2018, we repurchased 1,300,000, 4,100,000 and 4,375,000 common shares, respectively, having an aggregate cost of $50,972,000, $168,113,000 and $204,267,000, respectively. On October 1, 2014, Worthington Industries, Inc. amended its non-qualified deferred compensation plans for employees to require that any portion of a participant’s current account credited to the theoretical common share option, which reflects the fair value of the common shares of Worthington Industries, Inc. with dividends reinvested, and any new contributions credited to the theoretical common share option remain credited to the theoretical common share option until distributed. For amounts credited to the theoretical common share option, payouts are required to be made in the form of whole common shares of Worthington Industries, Inc. and cash in lieu of fractional common shares. As a result, we account for the deferred compensation obligation credited to the theoretical common share option within equity. The amounts recorded in equity totaled $547,000, $680,000 and $1,218,000 at May 31, 2020, 2019 and 2018, respectively. Prior to October 1, 2014, participant accounts credited to the theoretical common share option were settled in cash and classified as a liability in the Company’s consolidated balance sheets. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
May 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note K – 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 3,900,578 of Worthington Industries, Inc. common shares were authorized and available for issuance in connection with the Plans in place at May 31, 2020. We recognized pre-tax stock-based compensation expense of $11,883,000 ($9,150,000 after-tax), $11,733,000 ($9,034,000 after-tax), and $13,758,000 ($9,482,000 after-tax) under the Plans during fiscal 2020, fiscal 2019 and fiscal 2018 Non-Qualified Stock Options Stock options may be granted to purchase common shares at not less than 100% of the fair market value of the underlying common shares 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 of Worthington Industries, Inc. 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 Worthington Industries, Inc. common shares); risk-free interest rate (based on the U.S. 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 Worthington Industries, Inc. 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, will be recognized on a straight-line basis over the respective vesting periods of the stock options. (in thousands, except per share amounts) 2020 2019 2018 Granted 101 96 90 Weighted average exercise price, per share $ 38.91 $ 42.86 $ 47.76 Weighted average grant date fair value, per share $ 10.21 $ 12.54 $ 14.99 Pre-tax stock-based compensation, net of forfeitures $ 1,029 $ 1,199 $ 1,203 The weighted average fair value of stock options granted in fiscal 2020, fiscal 2019 and fiscal 2018 2020 2019 2018 Assumptions used: Dividend yield 2.42 % 2.02 % 1.81 % Expected volatility 33.10 % 33.09 % 36.65 % Risk-free interest rate 1.86 % 2.79 % 1.98 % Expected life (years) 6.0 6.0 6.0 The following tables summarize our stock option activity for the years ended May 31: 2020 2019 2018 (in thousands, except per share amounts) Stock Options Weighted Average Exercise Price Stock Options Weighted Average Exercise Price Stock Options Weighted Average Exercise Price Outstanding, beginning of year 1,555 $ 24.01 2,019 $ 22.26 2,307 $ 20.99 Granted 101 38.91 96 42.86 90 47.76 Exercised (303 ) 13.99 (506 ) 18.45 (371 ) 20.37 Forfeited (1 ) 43.04 (54 ) 44.31 (7 ) 33.02 Outstanding, end of year 1,352 27.34 1,555 24.01 2,019 22.26 Exercisable at end of year 1,167 25.34 1,397 21.96 1,800 20.03 Weighted Average Number of Remaining Aggregate Stock Contractual Intrinsic Options Life Value (in thousands) (in years) (in thousands) May 31, 2020 Outstanding 1,352 3.21 $ 8,846 Exercisable 1,167 2.44 $ 8,846 May 31, 2019 Outstanding 1,555 3.15 $ 18,728 Exercisable 1,397 2.62 $ 18,728 May 31, 2018 Outstanding 2,019 3.59 $ 51,858 Exercisable 1,800 3.06 $ 50,673 The total intrinsic value of stock options exercised during fiscal 2020 was $2,445,000. The total amount of cash received from the exercise of stock options during fiscal 2020 was $708,000, and the related excess tax benefit realized from share-based payment awards was $1,287,000. The following table summarizes information about non-vested stock option awards for the year ended May 31, 2020: Weighted Average Number of Grant Date Stock Options Fair Value (in thousands) per share Non-vested, beginning of year 158 $ 12.26 Granted 101 10.21 Vested (73 ) 12.42 Forfeited (1 ) 15.98 Non-vested, end of year 185 $ 11.06 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 generally three years from the date of grant. Service-based restricted common shares granted to non-employee directors vest under the same parameters as discussed above with respect to non-qualified stock option grants. All service-based restricted common shares are valued at the closing market price of the Worthington Industries, Inc. common shares on the date of the grant. The table below sets forth the service-based 2018 (in thousands, except per share amounts) 2020 2019 2018 Granted 247 339 176 Weighted average grant date fair value, per share $ 37.50 $ 43.35 $ 47.88 Pre-tax stock-based compensation, net of forfeitures $ 9,258 $ 14,692 $ 7,605 The following tables summarize the activity for service-based 2020 2019 2018 (in thousands, except per share amounts) Restricted Common Shares Weighted Average Grant Date Fair Value Restricted Common Shares Weighted Average Grant Date Fair Value Restricted Common Shares Weighted Average Grant Date Fair Value Outstanding, beginning of year 811 $ 43.25 796 $ 40.80 865 $ 39.49 Granted 247 37.50 339 43.35 176 47.88 Vested (395 ) 42.00 (229 ) 34.63 (205 ) 40.96 Forfeited (20 ) 44.10 (95 ) 43.83 (40 ) 41.58 Outstanding, end of year 643 41.79 811 43.25 796 40.80 Weighted average remaining contractual life of outstanding restricted common shares (in years) 1.55 1.21 1.21 Aggregate intrinsic value of outstanding restricted common shares $ 19,230 $ 27,681 $ 38,160 Aggregate intrinsic value of restricted common shares vested during the year $ 15,322 $ 10,388 $ 10,330 Market-Based Restricted Common Shares On June 24, 2014, we granted an aggregate of 50,000 market-based restricted common shares to two key employees under one of the Plans. Vesting of these restricted common share awards was to be contingent upon the price of the Worthington Industries, Inc. common shares reaching $60.00 per share and remaining at or above that price for 30 consecutive days during the five-year period following the date of grant and the completion of a five-year service vesting period. The grant-date fair value of these restricted common shares, as determined by a Monte Carlo simulation model, was $32.06 per share. The following assumptions were used to determine the grant-date fair value and the derived service period for these market-based restricted common shares: Dividend yield 1.60 % Expected volatility 44.00 % Risk-free interest rate 1.70 % The calculated pre-tax stock-based compensation expense was determined to be $1,603,000. In fiscal 2016, 25,000 of these restricted common shares were cancelled. On September 26, 2018, the remaining market-based restricted common share award was modified to extend the vesting period by one year, to June 24, 2020. The incremental fair value as of the modification date was $261,000 and was recognized on a straight-line basis over the remaining term. The conditions required for vesting of these remaining shares was not met by June 24, 2020 and they were subsequently forfeited. On September 28, 2018, we granted an aggregate 225,000 market-based restricted common shares to two key employees under the Plans. Vesting of these restricted common share awards is contingent upon the price of our common shares reaching $65.00 per share and remaining at or above that price for 90 consecutive days during the five-year Dividend yield 2.16 % Expected volatility 33.60 % Risk-free interest rate 2.96 % The calculated pre-tax stock-based compensation expense for these restricted common shares is $5,261,000 and will be recognized on a straight-line basis over the five-year Performance Shares We have awarded performance shares to certain key employees that are contingent (i.e., vest) based upon the level of achievement with respect to 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 ended or ending May 31, 2020, 2021 and 2022. These performance share awards will be paid, to the extent earned, in common shares of Worthington Industries, Inc. in the fiscal quarter following the end of the applicable three-year performance period. The fair value of 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 (at target levels) during fiscal 2020, fiscal 2019 and fiscal 2018 (in thousands, except per share amounts) 2020 2019 2018 Granted 55 43 54 Weighted average grant date fair value, per share $ 38.91 $ 42.91 $ 50.61 Pre-tax stock-based compensation $ 2,159 $ 1,854 $ 2,748 |
Employee Pension Plans
Employee Pension Plans | 12 Months Ended |
May 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Pension Plans | Note L – 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. During fiscal 2019, the Gerstenslager Plan was amended to allow certain inactive participants to take a lump sum settlement. 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) 2020 2019 2018 Defined benefit plan: Interest cost $ 1,352 $ 1,503 $ 1,522 Return on plan assets (1,928 ) (532 ) (1,361 ) Net amortization and deferral 628 (918 ) (20 ) Net periodic pension cost on defined benefit plan 52 53 141 Settlement cost - 760 - Defined contribution plans 16,495 16,308 14,972 Total retirement plan cost $ 16,547 $ 17,121 $ 15,113 The following actuarial assumptions were used for our defined benefit plan: 2020 2019 2018 To determine benefit obligation: Discount rate 2.65 % 3.57 % 4.02 % To determine net periodic pension cost: Discount rate 3.57 % 4.02 % 3.94 % Expected long-term rate of return 7.00 % 7.00 % 7.00 % To calculate the discount rate, we used the expected cash flows of the benefit payments and the FTSE Pension Index (formerly Citigroup). The Gerstenslager Plan’s expected long-term rate of return in fiscal 2020, fiscal 2019 and fiscal 2018 The following tables provide a reconciliation of the changes in the projected benefit obligation and fair value of plan assets and the funded status of the Gerstenslager Plan as of, and for the fiscal years ended May 31: (in thousands) 2020 2019 Change in benefit obligation Benefit obligation, beginning of year $ 38,519 $ 38,010 Interest cost 1,352 1,503 Actuarial loss 7,671 1,868 Benefits paid (1,375 ) (1,201 ) Settlements - (1,661 ) Benefits obligation, end of year $ 46,167 $ 38,519 Change in plan assets Fair value, beginning of year $ 26,258 $ 27,212 Return on plan assets 1,928 532 Company contributions 1,699 1,376 Benefits paid (1,375 ) (1,201 ) Settlements - (1,661 ) Fair value, end of year 28,510 26,258 Funded status $ (17,657 ) $ (12,261 ) Amounts recognized in the consolidated balance sheets consist of: Other liabilities $ (17,657 ) $ (12,261 ) Accumulated other comprehensive loss 25,413 18,370 Amounts recognized in accumulated other comprehensive loss consist of: Net loss 25,413 18,370 Total $ 25,413 $ 18,370 The following table shows other changes in plan assets and benefit obligations recognized in OCI during the fiscal years ended May 31: (in thousands) 2020 2019 Net loss $ (7,596 ) $ (3,227 ) Amortization of prior service cost - - Amortization of net loss 553 441 Extraordinary charges - 759 Total recognized in other comprehensive loss $ (7,043 ) $ (2,027 ) Total recognized in net periodic benefit cost and other comprehensive income $ 7,095 $ 2,839 The estimated net loss for the defined benefit plan that will be amortized from AOCI into net periodic pension cost during fiscal 2021 is $775,000. Pension plan assets are required to be disclosed at fair value in the consolidated financial statements. Fair value is defined in “Note R – 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, 2020: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) Fair Value (Level 1) (Level 2) (level 3) Investment: Money market funds $ 1,613 $ 1,613 $ - $ - Bond funds 12,619 12,619 - - Equity funds 11,885 11,885 - - Administrative funds 2,393 2,393 Total $ 28,510 $ 28,510 $ - $ - 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, 2019: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) Fair Value (Level 1) (Level 2) (level 3) Investment: Money market funds $ 3,109 $ 3,109 $ - $ - Bond funds 11,865 11,865 - - Equity funds 11,284 11,284 - - Total $ 26,258 $ 26,258 $ - $ - 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, 2020 2019 Asset category: Equity securities 42 % 43 % Debt securities 44 % 45 % Other 14 % 12 % 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 defined benefit plan’s liability growth rate; and (iii) to include a diversified asset allocation of domestic and international equities and fixed income investments. We have already contributed $142,000 in fiscal 2021 and have 11 contributions planned for fiscal 2021 totaling $1,558,000. The following estimated future benefits, which reflect expected future service, as appropriate, are expected to be paid under the defined benefit plan during the fiscal years noted: (in thousands) 2021 $ 1,404 2022 $ 1,470 2023 $ 1,516 2024 $ 1,569 2025 $ 1,635 2026-2030 $ 9,740 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 $6,863,000 and $7,009,000 at May 31, 2020 and 2019, respectively, and was included in other liabilities on the consolidated balance sheets. Net periodic pension cost for these plans was $494,000, $925,000, and $601,000, for fiscal 2020, fiscal 2019 and fiscal 2018 2018 2018 |
Income Taxes
Income Taxes | 12 Months Ended |
May 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note M – Income Taxes On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJA”) was signed into federal law. The TCJA significantly revised the U.S. corporate income tax system by lowering the U.S. corporate income tax rate from 35% to 21% effective January 1, 2018. In addition, the TCJA added several new provisions including changes to bonus depreciation, the deduction for executive compensation, a tax on global intangible low-taxed income (“GILTI”), the base erosion anti-abuse tax (“BEAT”) and a deduction for foreign-derived intangible income (“FDII”). Many of these provisions, including the tax on GILTI, the BEAT and the deduction for FDII, did not apply to the Company until June 1, 2018. The Company has elected to account for the tax on GILTI as a period cost and thus has not adjusted any of the deferred tax assets and liabilities of its foreign subsidiaries for the new tax. The two material items that impacted the Company for fiscal 2018 were the reduction in the tax rate and a one-time mandatory deemed repatriation tax imposed on the Company’s unremitted foreign earnings. Due to the Company’s fiscal year, the Company’s fiscal 2018 U.S. federal blended statutory income tax rate was 29.2%. The Company’s U.S. federal statutory income tax rate is 21.0% starting June 1, 2018. Consistent with applicable Securities and Exchange Commission guidance in Staff Accounting Bulletin 118 (“SAB118”), the Company recognized a provisional income tax benefit of $38,200,000 related to the re-measurement of deferred tax assets and liabilities and a provisional income tax expense of $6,900,000 for the one-time mandatory deemed repatriation tax during fiscal 2018. During fiscal 2019, the Company finalized the accounting for the TCJA and made no material adjustments to these provisional amounts. Earnings before income taxes for the three fiscal years ended May 31 include the following components: (in thousands) 2020 2019 2018 U.S. based operations $ 99,493 $ 173,200 $ 177,088 Non – U.S. based operations 11,293 33,256 31,982 Earnings before income taxes 110,786 206,456 209,070 Less: Net earnings attributable to noncontrolling interests* 5,648 9,818 6,056 Earnings before income taxes attributable to controlling interest $ 105,138 $ 196,638 $ 203,014 * Net earnings attributable to noncontrolling interests are not taxable to Worthington. Significant components of income tax expense (benefit) for the fiscal years ended May 31 were as follows: (in thousands) 2020 2019 2018 Current Federal $ 20,739 $ 15,454 $ 33,261 State and local 1,713 2,309 3,292 Foreign 5,199 7,985 9,904 27,651 25,748 46,457 Deferred Federal (2,350 ) 18,195 (34,442 ) State and local 732 1,621 388 Foreign 309 (2,381 ) (4,183 ) (1,309 ) 17,435 (38,237 ) $ 26,342 $ 43,183 $ 8,220 Tax benefits (expenses) related to defined benefit pension liability that were credited to (deducted from) OCI were $1,365,000, $418,000, and $(309,000) for fiscal 2020, fiscal 2019 and fiscal 2018 2018 A reconciliation of the federal statutory corporate income tax rate to total tax provision follows: 2020 2019 2018 Federal statutory corporate income tax rate 21.0 % 21.0 % 29.2 % State and local income taxes, net of federal tax benefit 2.4 2.1 2.3 Non-U.S. income taxes at other than federal statutory rate 3.1 0.2 (1.4 ) Qualified production activities deduction - - (2.3 ) Impact of tax reform (1) - - (15.4 ) Worthington Aritas write down - - (4.8 ) Excess benefit related to share-based payment awards (1.2 ) (1.4 ) (2.0 ) Nondeductible executive compensation 1.1 0.6 0.3 AMTROL acquisition - - (1.9 ) Other (1.3 ) (0.5 ) - Effective tax rate attributable to controlling interest 25.1 % 22.0 % 4.0 % (1) Amount reflects the impact of the re-measurement of the Company’s deferred tax balances at the lower federal statutory corporate income tax rate, net of the mandatory deemed repatriation tax on unremitted foreign earnings. The above effective tax rate attributable to controlling interest excludes any impact from the inclusion of net earnings attributable to noncontrolling interests in our consolidated statements of earnings. The effective tax rates upon inclusion of net earnings attributable to noncontrolling interests were 23.8%, 20.9% and 3.9% for fiscal 2020, fiscal 2019 and fiscal 2018 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 was $1,718,000, $1,621,000, and $2,638,000 as of May 31, 2020, 2019 and 2018 2018 A tabular reconciliation of unrecognized tax benefits follows: (In thousands) Balance at May 31, 2019 $ 1,621 Decreases - tax positions taken in prior years (83 ) Increases - tax positions taken in prior years 1,419 Increases - current tax positions 35 Settlements (1,118 ) Lapse of statutes of limitations (156 ) Balance at May 31, 2020 $ 1,718 Approximately $167,000 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 –2017 and forward U.S. State and Local –2015 and forward Austria – 2016 and forward Canada –2017 and forward Mexico – 2014 – and forward Portugal – 2016 and forward The components of our deferred tax assets and liabilities as of May 31 were as follows: (in thousands) 2020 2019 Deferred tax assets Accounts receivable $ 1,246 $ 1,516 Inventories 5,554 5,649 Accrued expenses 21,214 21,195 Net operating loss carry forwards 11,732 16,433 Stock-based compensation 6,931 10,989 Derivative contracts 1,920 2,054 Operating lease - ROU liability 7,294 - Other 3,549 316 Total deferred tax assets 59,440 58,152 Valuation allowance for deferred tax assets (11,178 ) (14,619 ) Net deferred tax assets 48,262 43,533 Deferred tax liabilities Property, plant and equipment (95,553 ) (91,732 ) Investment in affiliated companies, principally due to undistributed earnings (15,884 ) (23,035 ) Operating lease - ROU asset (6,241 ) - Other (2,526 ) (2,868 ) Total deferred tax liability (120,204 ) (117,635 ) Net deferred tax liability $ (71,942 ) $ (74,102 ) At May 31, 2020, we had tax benefits for federal foreign tax credits of $550,000 that expire May 31, 2030, tax benefits for state net operating loss carry forwards of $10,494,000 that expire from fiscal 2021 to the fiscal year ending May 31, 2040, and tax benefits for state net operating loss carry forwards of $889,000 with no expiration date. The valuation allowance for deferred tax assets of $11,178,000 at May 31, 2020 is associated primarily with the net operating loss carry forwards. The majority of the state valuation allowance relates to our facility in Decatur, Alabama and our oil and gas equipment business. Based on our history of profitability, the scheduled reversal of deferred tax liabilities, and taxable income projections, we have determined that it is more likely than not that the remaining deferred tax assets are otherwise realizable. |
Earnings per Share
Earnings per Share | 12 Months Ended |
May 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note N – Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share for the fiscal years ended May 31: (in thousands, except per share amounts) 2020 2019 2018 Numerator (basic & diluted): Net earnings attributable to controlling interest - income available to common shareholders $ 78,796 $ 153,455 $ 194,794 Denominator: Denominator for basic earnings per share attributable to controlling interest - weighted average common shares 54,958 57,196 60,923 Effect of dilutive securities 1,025 1,627 2,119 Denominator for diluted earnings per share attributable to controlling interest - adjusted weighted average common shares 55,983 58,823 63,042 Basic earnings per share attributable to controlling interest $ 1.43 $ 2.68 $ 3.20 Diluted earnings per share attributable to controlling interest $ 1.41 $ 2.61 $ 3.09 Stock options covering 398,498, 313,144, and 188,504 common shares for fiscal 2020, fiscal 2019 and fiscal 2018 |
Segment Data
Segment Data | 12 Months Ended |
May 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Data | Note O – Segment Data Our operations are managed principally on a products and services basis and include two reportable business segments: Steel Processing and Pressure Cylinders, 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 accounting guidance. A discussion of each of our reportable business segments is outlined below. Steel Processing : The Steel Processing reportable segment consists of the Worthington Steel business unit and four consolidated joint ventures: Samuel, Spartan, TWB and WSP. Spartan operates a cold-rolled, hot-dipped galvanizing line and TWB operates a laser welded blanking business. WSP serves primarily as a toll processor for United States Steel Corporation and others. Its services include slitting, blanking, cutting-to-length, laser blanking, laser welding, tension leveling and warehousing. Samuel operates steel pickling facilities in Ohio. Worthington Steel is an intermediate processor of flat-rolled steel. This operating segment’s processing capabilities include cold reducing, configured blanking, coil fed laser blanking, cutting-to-length, dry-lube, hot-dipped galvanizing, hydrogen annealing, laser welding, pickling, slitting, oscillate slitting, 2018 , respectively. Pressure Cylinders : The Pressure Cylinders reportable segment consists of the Worthington Cylinders business unit. The percentage of our consolidated net sales generated by the Pressure Cylinders reportable segment was approximately 37%, 32% and 34% in fiscal 2020, fiscal 2019 and fiscal 2018 , respectively. We acquired AMTROL on June 2, 2017, which has been included in the Pressure Cylinders reportable segment since that date, and accounted for approximately 8% of our consolidated net sales in both fiscal 2020 and fiscal 2019. The Pressure Cylinders reportable segment manufactures and sells filled and unfilled pressure cylinders, tanks, hand torches, well water and expansion tanks, and oil and gas equipment along with various accessories and related products for diversified end-use market applications. The following is a description of these markets: • Industrial Products: This market sector includes high pressure and acetylene cylinders for industrial gases, refrigerant and certain propane gas (LPG) cylinders, alternative fuel cylinders, cryogenic equipment, and systems and services for handling liquid gases, and other specialty products. Cylinders in this market sector are generally sold to gas producers, cylinder exchangers and industrial distributors. Industrial gas cylinders hold fuel for uses such as cutting, brazing and soldering, semiconductor production, and beverage delivery. Refrigerant gas cylinders are used to hold refrigerant gases for commercial, residential and automotive air conditioning and refrigeration systems. LPG cylinders hold fuel for barbeque grills, recreational vehicle equipment, residential and light commercial heating systems, industrial forklifts and commercial/residential cooking (the latter, generally outside North America). Alternative fuel cylinders includes composite and steel cylinders used to hold CNG and hydrogen for automobiles, buses, and light-duty trucks, and to hold propane/autogas for automobiles and light- and medium-duty trucks. Cryogenic equipment and systems include liquid nitrogen storage freezers and shipping containers for organic specimens in healthcare and animal husbandry markets, and storage tanks and trailers for liquefied nitrogen, oxygen, argon, carbon dioxide, and hydrogen. Specialty products include a variety of fire suppression, life support and chemical tanks. • Consumer Products: This market sector includes propane-filled cylinders for torches, camping stoves and other applications, hand-held torches, Balloon Time® helium-filled balloon kits, plumbing tools, well water tanks and expansion tanks. These products are sold primarily to mass merchandisers, retailers and distributors. • Oil & Gas Equipment: This market sector includes steel storage tanks, separation equipment, processing equipment and other products primarily used in the oil and gas markets. Other: Effective November 1, 2019, the Company deconsolidated substantially all of the net assets of the Engineered Cabs business, which had historically been treated as a separate reporting segment. The deconsolidated net assets included its two primary manufacturing facilities located in Greeneville, Tennessee and Watertown, South Dakota. The remaining non-core assets of the Engineered Cabs business, including the fabricated products facility in Stow, Ohio, and the steel packaging facility in Greensburg, Indiana, were retained. The retained Engineered Cabs assets, which are in the process of being closed, no longer qualify as a separate operating or reportable segment. Accordingly, the activity related to our former Engineered Cabs operating segment has been reported in the “Other” category. Segment information reported in previous periods has been restated to conform to this new presentation. Certain income and expense items not allocated to our operating segments are included in Other, including product liability and healthcare reserves. The Other category also included the former WEI operating segment, through March 31, 2018 when we disposed of 65% of our 75% stake in the business effective March 31, 2018. The accounting policies of the reportable business segments and other operating segments are described in “Note A – Summary of Significant Accounting Policies.” The following table presents summarized financial information for our reportable business segments as of, and for the fiscal years ended, May 31: (in thousands) 2020 2019 2018 Net sales Steel Processing $ 1,859,670 $ 2,435,818 $ 2,252,771 Pressure Cylinders 1,148,424 1,207,798 1,206,183 Other 51,025 115,940 122,666 Total net sales $ 3,059,119 $ 3,759,556 $ 3,581,620 Operating income (loss) Steel Processing $ 40,564 $ 89,761 $ 152,690 Pressure Cylinders 38,903 69,872 23,396 Other (56,978 ) (14,869 ) (34,476 ) Total operating income $ 22,489 $ 144,764 $ 141,610 Depreciation and amortization Steel Processing $ 40,819 $ 40,374 $ 43,331 Pressure Cylinders 42,565 42,403 46,691 Other 9,294 12,825 13,337 Total depreciation and amortization $ 92,678 $ 95,602 $ 103,359 Impairment of goodwill and long-lived assets Steel Processing $ 1,839 $ 3,269 $ - Pressure Cylinders 37,153 4,548 53,883 Other 43,698 - 7,325 Total impairment of goodwill and long-lived assets $ 82,690 $ 7,817 $ 61,208 Restructuring and other expense (income), net Steel Processing $ 3,501 $ (9 ) $ (10,087 ) Pressure Cylinders 5,282 (11,009 ) 2,365 Other 1,265 - 301 Total restructuring and other expense (income), net $ 10,048 $ (11,018 ) $ (7,421 ) Total assets Steel Processing $ 821,657 $ 924,966 $ 999,238 Pressure Cylinders 1,104,603 1,123,115 1,147,268 Other 405,255 462,715 475,281 Total assets $ 2,331,515 $ 2,510,796 $ 2,621,787 Capital expenditures Steel Processing $ 40,588 $ 39,114 $ 31,966 Pressure Cylinders 41,484 37,558 32,697 Other 13,431 7,827 11,425 Total capital expenditures $ 95,503 $ 84,499 $ 76,088 The following table presents net sales by geographic region for the fiscal years ended May 31: (in thousands) 2020 2019 2018 North America $ 2,912,777 $ 3,559,650 $ 3,275,090 International 146,342 199,906 306,530 Total $ 3,059,119 $ 3,759,556 $ 3,581,620 The following table presents property, plant and equipment, net, by geographic region as of May 31: (in thousands) 2020 2019 North America $ 503,393 $ 514,519 International 69,251 64,145 Total $ 572,644 $ 578,664 |
Acquisitions
Acquisitions | 12 Months Ended |
May 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Note P – Acquisitions Heidtman Cleveland (fiscal 2020) On October 7, 2019, we acquired the operating net assets related to Heidtman’s Cleveland facility, excluding working capital, for cash consideration of $29,593,000. The acquired net assets were managed and reported as a component of our Steel Processing operating segment until their contribution to the Samuel joint venture on December 31, 2019. The assets acquired and liabilities assumed were recognized at their estimated 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, a customer list intangible asset was identified and valued and is being amortized over the estimated useful life of 10 years. The purchase price included the fair values of other assets that were not identifiable, not separately recognizable under applicable accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also included strategic and synergistic benefits (investment value) specific to us, which resulted in a purchase price in excess of the fair value of the identifiable net assets. This additional investment value resulted in goodwill, which is expected to be deductible for income tax purposes. The following table summarizes the consideration paid and the final fair value assigned to the assets acquired and liabilities assumed at the acquisition date: Measurement Preliminary Period Final (in thousands) Valuation Adjustments Valuation Customer list $ 2,900 $ (100 ) $ 2,800 Property, plant and equipment 7,515 (1,411 ) 6,104 Finance lease assets 8,000 3,940 11,940 Other assets 725 - 725 Net identifiable assets 19,140 2,429 21,569 Goodwill 10,453 (2,429 ) 8,024 Purchase price $ 29,593 $ - $ 29,593 Worthington Samuel Coil Processing LLC (fiscal 2020) On December 31, 2019, the Company contributed the recently acquired operating net assets of Heidtman’s Cleveland facility to the Samuel joint venture, in exchange for an incremental 31.75% interest in the joint venture, increasing the Company’s ownership to a 63% controlling interest. The Heidtman assets were contributed at their net book value of $30,061,000, of which $11,123,000 has been attributed to the noncontrolling interest. The transaction was accounted for as a step acquisition, which required the re-measurement of our previously held 31.25% ownership interest in the joint venture to fair value resulting a non-cash, net pre-tax gain of $6,055,000 within miscellaneous income, net in our consolidated statement of earnings for the third quarter of fiscal 2020. The acquired net assets became part of our Steel Processing operating segment upon closing. In connection with the acquisition, the name of the joint venture was changed to Worthington Samuel Coil Processing LLC. 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 Samuel, we identified and valued the following identifiable intangible assets: (in thousands) Category Amount Useful Life (Years) Customer relationships $ 9,000 15 Trade name 1,100 Indefinite Total acquired identifiable intangible assets $ 10,100 The acquisition 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 acquisition price also includes strategic and synergistic benefits (investment value) specific to us, which resulted in an acquisition price in excess of the fair value of the identifiable net assets. 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 our 63% controlling interest in Samuel and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: (in thousands) Consideration Transferred: Assets contributed (37% of Heidtman net assets) $ 11,122 Capital contribution 315 Fair value of previously held equity interest in Samuel 10,948 Total consideration $ 22,385 Estimated Fair Value of Assets Acquired and Liabilities Assumed: Cash $ 694 Accounts receivable 1,778 Inventories 108 Prepaid expenses 1,535 Intangible assets 10,100 Property, plant and equipment 19,459 Total identifiable assets 33,674 Accounts payable (766 ) Accrued liabilities (1,148 ) Net identifiable assets 31,760 Goodwill 3,772 Net assets 35,532 Noncontrolling interest (13,147 ) Total consideration $ 22,385 The fair value of each of our previously held equity interest and the noncontrolling interest were derived using a market approach. The minority discount to reflect management’s estimate of a control premium was immaterial. Operating results of the Samuel joint venture have been included in our consolidated statements of earnings from the acquisition date forward. For periods prior to the acquisition date, our portion of equity in net income of Samuel was included within equity in net income of unconsolidated affiliates in our consolidated statements of earnings. Proforma results, including the acquired business since the beginning of fiscal 2018, would not be materially different than the reported results. Magna Industries, Inc. (fiscal 2019) On May 1, 2019, the Company acquired the net assets of Magna Industries, Inc., a Cleveland-based manufacturer of Mag-Torch® In fiscal 2020, two of the three components of the contingent consideration were satisfied resulting in a payment of $1,150,000, and $310,000 was recognized for final post-closing adjustments to net working capital. Following the post-closing adjustments, net intangible assets recognized were $3,625,000, including goodwill of $725,000. AMTROL (fiscal 2018) On June 2, 2017, the Company acquired AMTROL, a leading manufacturer of pressure cylinders and water system tanks with operations in the U.S. and Europe. The total purchase price was $291,921,000, after adjusting for excess working capital, and was funded primarily with cash on hand. The net assets became part of the Pressure Cylinders operating segment at closing, with the well water and expansion tank operations aligning under the consumer products business and the refrigerant, liquid propane and industrial and specialty gas operations aligning under the industrial products business. Total acquisition-related expenses were $3,568,000, of which $1,568,000 were incurred during fiscal 2018. 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, we identified and valued the following identifiable intangible assets: (in thousands) Useful Life Category Amount (Years) Customer relationships $ 90,800 14-17 Trade names 62,200 Indefinite Technology 13,000 15-16 Total acquired identifiable intangible assets $ 166,000 The purchase price included 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 included 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 the assets of AMTROL and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: Measurement Preliminary Period Revised (in thousands) Valuation Adjustments Valuation Cash $ 6,893 $ - $ 6,893 Accounts receivable 40,212 - 40,212 Inventories 37,249 - 37,249 Prepaid expenses 981 - 981 Other assets 2,550 - 2,550 Intangible assets 166,000 - 166,000 Property, plant and equipment 52,870 - 52,870 Total assets 306,755 - 306,755 Accounts payable 25,945 - 25,945 Accrued liabilities 21,016 - 21,016 Long-term debt including current maturities 2,287 - 2,287 Other accrued items 3,993 1,501 5,494 Deferred income taxes, net 64,495 (966 ) 63,529 Net identifiable assets 189,019 (535 ) 188,484 Goodwill 102,902 535 103,437 Purchase price $ 291,921 $ - $ 291,921 Operating results of AMTROL have been included in the Company’s consolidated statements of earnings since the date of the acquisition. During the fiscal year ended May 31, 2018, AMTROL contributed net sales of $265,198,000 and operating income of $18,899,000. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
May 31, 2020 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Note Q – Derivative Financial 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 financial instruments include interest rate risk, foreign currency exchange risk and commodity price risk. While certain of our derivative financial instruments are designated as hedging instruments, we also enter into derivative financial 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 financial 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. Foreign Currency Exchange Risk Management – We conduct business in several major international currencies and are, therefore, subject to risks associated with changing foreign currency exchange rates. We enter into various contracts that change in value as foreign currency exchange rates change to manage this exposure. Such contracts limit exposure to both favorable and unfavorable foreign currency exchange rate fluctuations. The translation of foreign currencies into U.S. dollars also subjects us to exposure related to fluctuating foreign currency exchange rates; however, derivative financial 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, copper, 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 financial instruments. Accordingly, we have established and maintain strict counterparty credit guidelines. We have credit support agreements in place with certain counterparties to limit our credit exposure. These agreements require either party to post cash collateral if its cumulative market position exceeds a predefined liability threshold. Amounts posted to the margin accounts accrue interest at market rates and are required to be refunded in the period in which the cumulative market position falls below the required threshold. 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 R – Fair Value Measurements The following table summarizes the fair value of our derivative financial instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2020 Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (in thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ - Accounts payable $ 4,294 Other assets 79 Other liabilities 479 Totals $ 79 $ 4,773 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ - Accounts payable $ 3,826 Other assets 96 Other liabilities 178 96 4,004 Foreign currency exchange contracts Receivables 6 Accounts payable - Totals $ 102 $ 4,004 Total derivative financial instruments $ 181 $ 8,777 The amounts in the table above reflect the fair value of the Company’s derivative financial instruments on a net basis. Had these amounts been recognized on a gross basis, the impact would have been a $1,780,000 increase in receivables with a corresponding increase in accounts payable. The following table summarizes the fair value of our derivative financial instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2019 Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (in thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 5 Accounts payable $ 8,383 Other assets - Other liabilities 201 Totals $ 5 $ 8,584 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 2,347 Accounts payable $ 3,568 Other assets 62 Other liabilities 66 2,409 3,634 Foreign currency exchange contracts Receivables - Accounts payable 20 Totals $ 2,409 $ 3,654 Total derivative financial instruments $ 2,414 $ 12,238 The amounts in the table above reflect the fair value of the Company’s derivative financial instruments on a net basis. Had these amounts been recognized on a gross basis, the impact would have been a $220,000 increase in receivables with a corresponding increase in accounts payable. Cash Flow Hedges We enter into derivative financial 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 financial instruments are designated and qualify as cash flow hedges. Accordingly, the effective portion of the gain or loss on the derivative financial instrument is reported as a component of 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 financial instrument is recognized in earnings immediately. The following table summarizes our cash flow hedges outstanding at May 31, 2020: Notional (in thousands) Amount Maturity Date Commodity contracts $ 58,953 June 2020 - December 2021 The following table summarizes the gain (loss) recognized in OCI and the gain (loss) reclassified from AOCI into earnings for derivative financial instruments designated as cash flow hedges during fiscal 2020 and fiscal 2019: Location of Gain (Loss) Loss Gain (Loss) Reclassified Recognized Reclassified from AOCI from AOCI (in thousands) in OCI into Net Earnings into Net Earnings For the fiscal year ended May 31, 2020: Interest rate contracts $ (326 ) Interest expense $ 391 Commodity contracts (9,171 ) Cost of goods sold (12,208 ) Foreign currency exchange contracts - Miscellaneous income, net (19 ) Totals $ (9,497 ) $ (11,836 ) For the fiscal year ended May 31, 2019: Interest rate contracts $ - Interest expense $ (162 ) Commodity contracts (12,637 ) Cost of goods sold 3,752 Totals $ (12,637 ) $ 3,590 The estimated net amount of the losses recognized in AOCI at May 31, 2020 expected to be reclassified into net earnings within the succeeding twelve months is $4,781,000 (net of tax of $1,430,000). This amount was computed using the fair value of the cash flow hedges at May 31, 2020 and will change before actual reclassification from other comprehensive income to net earnings during fiscal 2021. Economic (Non-designated) Hedges We enter into foreign currency exchange contracts to manage our foreign currency exchange rate 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 financial instruments are adjusted to current market value at the end of each period through earnings. The following table summarizes our economic (non-designated) derivative financial instruments outstanding at May 31, 2020: Notional (in thousands) Amount Maturity Date(s) Commodity contracts $ 33,351 June 2020 - December 2021 Foreign currency exchange contracts 3,762 June 2020 The following table summarizes the gain (loss) recognized in earnings for economic (non-designated) derivative financial instruments during fiscal 2020 and fiscal 2019: Loss Recognized in Earnings Fiscal Year Ended Location of Loss May 31, (in thousands) Recognized in Earnings 2020 2019 Commodity contracts Cost of goods sold $ (8,555 ) $ (5,114 ) Foreign currency exchange contracts Miscellaneous income, net (9 ) (3,604 ) Total $ (8,564 ) $ (8,718 ) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
May 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note R – 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 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 – Inputs other than quoted prices included within Level 1 that are observable for the assets and liabilities, either directly or indirectly. 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, 2020 Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 181 $ - $ 181 Total assets $ - $ 181 $ - $ 181 Liabilities Derivative financial instruments (1) $ - $ 8,777 $ - $ 8,777 Total liabilities $ - $ 8,777 $ - $ 8,777 At May 31, 201 9 , our financial assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 2,414 $ - $ 2,414 Total assets $ - $ 2,414 $ - $ 2,414 Liabilities Derivative financial instruments (1) $ - $ 12,238 $ - $ 12,238 Total liabilities $ - $ 12,238 $ - $ 12,238 (1) The fair value of our derivative financial instruments was 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 “ ” for additional information regarding our use of derivative financial instruments Non-Recurring Fair Value Measurements At May 31, 2020, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Investment in unconsolidated affiliate (1) $ - $ - $ 13,623 $ 13,623 Long-lived assets held for sale (2) - 4,084 - 4,084 Long-lived assets held and used (3) - 6,477 2,800 9,277 Total assets $ - $ 10,561 $ 16,423 $ 26,984 (1) On November 1, 2019, in connection with the contribution of substantially all of the net assets of the Engineered Cabs business to the newly-formed Cabs joint venture, we obtained a 20% minority ownership interest. In accordance with the applicable accounting guidance, our minority ownership interest in the Cabs joint venture was recorded at its acquisition date fair value of $13,623,000 . During the first quarter of fiscal 2020, we determined our 10% minority ownership interest in our Nisshin joint venture was fully impaired based on the estimated recoverability of the related assets. (2) During the third quarter of fiscal 2020, the Company’s consolidated joint venture, WSP committed to plans to sell its Canton, Michigan facility and some of the production equipment at that facility. In accordance with the applicable accounting guidance, certain production equipment was recorded at the lower of net book value or fair market value less costs to sell. The book value of the WSP production equipment exceeded the estimated fair value of $700,000, resulting in an impairment charge of $1,274,000. During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, fixed assets consisting of land and a building were written down to their estimated fair market value of $3,384,000. (3) During the fourth quarter of 2020, in connection with the annual indefinite lived assets impairment test, certain European tradenames were written down to their estimated fair market value of $2,800,000. During the fourth quarter of fiscal 2020, the Company identified an impairment indicator related to the TWB Hermosillo facility operating lease due to the economic impact of COVID-19. As a result, the lease ROU asset with a net book value of $565,000 was deemed fully impaired and written off. In May 2020, the Company committed to a plan to shut down the packaging solutions business in Greensburg, Indiana. As a result, long-lived assets with a carrying value of $2,810,000 were written down to their estimated fair market value of $266,000. During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, customer list intangible assets were determined to be fully impaired and written off. In addition, the remaining fixed assets at Wooster, Ohio were written down to their estimated fair market value of $6,211,000. During the third quarter of fiscal 2020, the Company identified an impairment indicator for our oil & gas equipment business and performed an interim impairment test of the reporting unit. In accordance with the applicable accounting guidance, the book value of the corresponding goodwill was written off, resulting in an impairment charge of $22,097,000. During the first quarter of fiscal 2020, the Company identified an impairment indicator for the fabricated products business in Stow, Ohio within the former Engineered Cabs operating segment. As a result, fixed assets with a net book value of $1,469,000 and lease ROU assets with a net book value of $3,938,000 were deemed to be fully impaired and written off. At May 31, 2019, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Investment in unconsolidated affiliate (1) $ - $ 3,700 $ - $ 3,700 Long-lived assets held for sale (2) - 1,238 - 1,238 Long-lived assets held and used (3) - 7,000 - 7,000 Total assets $ - $ 11,938 $ - $ 11,938 (1) During the fourth quarter of fiscal 2019, we determined our 10% minority ownership interest in our Nisshin joint venture was other than temporarily impaired due to current and projected operating losses. As a result, the investment had been written down to its estimated fair market value of $3,700,000, resulting in an impairment charge of $4,017,000 within equity income of unconsolidated affiliates. (2) During the first quarter of fiscal 2019, changes in facts and circumstances related to the planned sale of our cryogenics business in Turkey, Worthington Aritas, resulted in our lowering the estimate of fair market value less cost to sell to $7,000,000, generating an impairment charge of $2,381,000 (3) During the fourth quarter of fiscal 2019, in connection with the closure of the CNG fuel systems facility in Salt Lake City, Utah, long-lived assets consisting primarily of technology-related intangible assets and fixed assets were written down to their estimated fair value of $238,000, resulting in an impairment charge of $2,167,000. During the fourth quarter of fiscal 2019, certain long-lived assets at our consolidated joint venture, WSP, were written down to their estimated fair market value of $1,000,000, resulting in an impairment charge of $3,269,000 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 primarily market observable (Level 2) inputs and credit risk, was $740,678,000 and $767,075,000 at May 31, 2020 and 2019, respectively. The carrying amount of long-term debt, including current maturities, was $699,665,000 and $749,299,000 at May 31, 2020 and 2019, respectively. |
Leases
Leases | 12 Months Ended |
May 31, 2020 | |
Leases [Abstract] | |
Leases | Note S – Leases On June 1, 2019, the Company adopted the new lease accounting standard under U.S. GAAP, Topic 842, which among other things, requires right-of-use (“ROU”) assets and liabilities be recognized upon lease commencement for operating leases based on the present value of lease payments over the lease term. Topic 842 was adopted using the modified retrospective approach as of the effective date of the new standard. As such, comparative financial information for reporting periods beginning prior to June 1, 2019, has not been restated and continues to be reported under the previous accounting standard. As allowed, we elected to carry forward the historical lease classification and to apply the short-term lease measurement and recognition exemption whereby ROU assets and ROU liabilities are not recognized for short-term leases. Adoption of the new standard resulted in the recognition of $42,200,000 of net operating lease ROU assets and $43,400,000 of corresponding operating lease ROU liabilities. The net operating lease ROU assets include the effect of reclassifying deferred rent as an offset in accordance with the transition guidance. The impact of the new standard was immaterial to the Company’s results of operations and cash flows. The Company determines if an arrangement is a lease at inception. Operating lease ROU assets include any initial direct costs and prepayments less lease incentives. Lease terms include options to renew or terminate the lease when it is reasonably certain the Company will exercise such options. As most of our leases do not include an implicit rate, we use our collateralized incremental borrowing rate based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of goods sold or SG&A expense depending on the underlying nature of the leased assets. We lease certain property and equipment from third parties under non-cancellable operating lease agreements. Certain lease agreements provide for payment of property taxes, maintenance and insurance by the Company. Under Topic 842, we elected the practical expedient to account for lease and non-lease components as a single component for all asset classes. Certain leases include variable lease payments based on usage or an index or rate. During the second quarter of fiscal 2020, we entered into a non-cancellable financing lease agreement for land and a building which was paid as part of the cash consideration in connection with the acquisition of certain operating assets of Heidtman. Refer to “NOTE P – Acquisitions” for additional information. In the consolidated balance sheets, the financing lease ROU assets are recorded in other assets and the current and long-term portion of the financing lease ROU liabilities are recorded in other accrued items and other liabilities, respectively. The components of lease expense for fiscal 2020 were as follows: (in thousands) Operating lease expense $ 12,454 Financing lease expense: Amortization of leased assets 451 Interest on lease liabilities 61 Total financing lease expense 512 Short-term lease expense 599 Variable lease expense 2,580 Total lease expense $ 16,145 During the first quarter of fiscal 2020, ROU assets within the Engineered Cabs operating segment with a book value of $4,843,000 were deemed to be fully impaired and written off. Refer to “NOTE D – Goodwill and Other Long-Lived Assets” for additional information. During the fourth quarter of fiscal 2020, ROU assets related to the TWB Hermosillo facility with a book value of $565,000 were deemed to be fully impaired and written off. Refer to “NOTE D – Goodwill and Other Long-Lived Assets” for additional information. Other information related to the Company’s leases, as of and for the twelve-month period ended May 31, 2020, is provided below: (dollars in thousands) Operating Leases Financing Leases Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows $ 11,531 $ 61 Financing cash flows $ - $ 361 ROU assets obtained in exchange for lease liabilities $ 4,954 $ 15,217 Weighted-average remaining lease term (in years) 5.24 31.38 Weighted-average discount rate 2.89 % 3.68 % Future minimum lease payments for non-cancelable leases having an initial or remaining term in excess of one year at May 31, 2020, were as follows: (in thousands) Operating Leases Financing Leases 2021 $ 11,814 $ 537 2022 9,542 527 2023 6,890 399 2024 4,009 167 2025 2,828 171 Thereafter 5,035 5,649 Total 40,118 7,450 Less: imputed interest (3,504 ) (3,263 ) Present value of lease liabilities $ 36,614 $ 4,187 As previously disclosed in our Annual Report on Form 10-K for fiscal 2019, under the prior applicable accounting guidance, future minimum lease payments for non-cancelable operating leases having an initial or remaining term in excess of one year at May 31, 2019, were as follows: (in thousands) Year 1 $ 10,774 Year 2 8,398 Year 3 5,428 Year 4 4,054 Year 5 2,098 Thereafter 2,637 Total $ 33,389 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
May 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note T – 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 2020, fiscal 2019 and fiscal 2018 2018 |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
May 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (Unaudited) | Note U – Quarterly Results of Operations (Unaudited) The following table summarizes the unaudited quarterly consolidated results of operations for fiscal 2020 and fiscal 2019: (in thousands, except per share) Three Months Ended Fiscal 2020 August 31 November 30 February 29 May 31 Net sales $ 855,859 $ 827,637 $ 763,996 $ 611,627 Gross margin 117,291 120,611 115,545 89,890 Impairment of goodwill and long-lived assets (1) 40,601 - 34,627 7,462 Net earnings (loss) (2,455 ) 56,922 18,888 11,089 Net earnings (loss) attributable to controlling interest (4,776 ) 52,086 15,311 16,175 Basic earnings (loss) per share - controlling interest $ (0.09 ) $ 0.95 $ 0.28 $ 0.30 Diluted earnings (loss) per share - controlling interest $ (0.09 ) $ 0.93 $ 0.27 $ 0.29 Fiscal 2019 August 31 November 30 February 28 May 31 Net sales $ 988,107 $ 958,226 $ 874,381 $ 938,842 Gross margin 142,997 120,934 90,021 126,003 Impairment of long-lived assets (1) 2,381 - - 5,436 Net earnings 56,958 37,792 29,548 38,975 Net earnings attributable to controlling interest 54,942 34,002 26,773 37,738 Basic earnings per share - controlling interest $ 0.94 $ 0.59 $ 0.47 $ 0.68 Diluted earnings per share - controlling interest $ 0.91 $ 0.57 $ 0.46 $ 0.66 (1) For additional information regarding the Company’s impairment activity, refer to “Note D – Goodwill and Other Long-Lived Assets.” 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. |
Subsequent Events
Subsequent Events | 12 Months Ended |
May 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note V – Subsequent Events On June 3, 2020 (the “Effective Date”), Nikola Corporation (“Nikola”) became a public company through a reverse merger with a subsidiary of VectoIQ Acquisition Corporation, a NASDAQ listed publicly traded company. On the Effective Date, the investment had a readily determinable fair value and will be recorded at fair value each reporting period through the statement of earnings. At the Effective Date, the Company owned 19,048,020 shares of Nikola common stock. From July 6 to July 7, 2020, the Company sold an aggregate of 5,000,000 shares of Nikola common stock for aggregate proceeds of $237,875,856. These proceeds are subject to tax. After the sales, the Company owns 14,048,020 shares of Nikola common stock, 7,048,020 of which are subject to a lock-up agreement that restricts our ability to sell, transfer or otherwise monetize these shares until early December 2020, which may also adversely impact the value of this investment going forward. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
May 31, 2020 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | WORTHINGTON INDUSTRIES, INC. AND SUBSIDIARIES SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS Description Balance at Beginning of Period Charged to Costs and Expenses Uncollectable Accounts Charged to Allowance (A) Balance at End of Period Fiscal 2020: Deducted from asset accounts: Allowance for possible losses on trade accounts receivable $ 1,150,000 $ 580,000 $ (209,000 ) $ 1,521,000 Fiscal 2019: Deducted from asset accounts: Allowance for possible losses on trade accounts receivable $ 632,000 $ 659,000 $ (141,000 ) $ 1,150,000 Fiscal, 2018: Deducted from asset accounts: Allowance for possible losses on trade accounts receivable $ 3,444,000 $ 11,000 $ (2,823,000 ) $ 632,000 Note A – For fiscal 2018, the balance also includes $1,215,000 related to Worthington Aritas that was reclassified to assets held for sale. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
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. The Company owns controlling interests in the following four joint ventures: Spartan Steel Coating, L.L.C. (“Spartan”) (52%), TWB Company, L.L.C. (“TWB”) (55%), Worthington Samuel Coil Processing LLC (“Samuel” or “Samuel joint venture”) (63%), and Deconsolidation of Engineered Cabs: On November 1, 2019, we closed on an agreement with an affiliate of Angeles Equity Partners, LLC by which we contributed substantially all of the net assets of the Company’s Engineered Cabs business to a newly-formed joint venture, Taxi Workhorse Holdings, LLC (the “Cabs joint venture”), in which the Company retained a 20% noncontrolling interest. Immediately following the contribution, the Cabs joint venture acquired the net assets of Crenlo Cab Products, LLC (“Crenlo”). The investment in the Cabs joint venture is accounted for under the equity method, due to lack of control as more fully described in “NOTE C – Investments in Unconsolidated Affiliates”. The Company’s contribution to the Cabs joint venture consisted of the net assets of its two primary manufacturing facilities located in Greeneville, Tennessee and Watertown, South Dakota. As a result of the contribution, an impairment charge of $35,194,000 was recognized when the disposal group met the criteria as assets held for sale as of August 31, 2019. Certain non-core assets of the Engineered Cabs business, including the fabricated products facility in Stow, Ohio, and the steel packaging facility in Greensburg, Indiana, were retained. Refer to “NOTE D – Goodwill and Other Long-Lived Assets” for additional information on the retained assets. Upon closing of the transaction, the contributed net assets were deconsolidated, resulting in a one-time net gain after final post-closing adjustments of $258,000 within restructuring and other expense (income), net in our fiscal 2020 consolidated statement of earnings, as summarized below. (in thousands) Retained investment (at fair value) $ 13,831 Contributed net assets (at carrying value) 13,394 Gain on deconsolidation 437 Less: deal costs (179 ) Net gain on deconsolidation $ 258 In accordance with the applicable accounting guidance, our minority ownership interest in the Cabs joint venture was recorded at fair value as of the closing date. The Company’s estimate of fair value was based on a preliminary valuation of the net assets of the Cabs joint venture. For additional information regarding the fair value of our minority ownership interest in the Cabs joint venture, refer to “NOTE R – Fair Value Measurements”. |
Use of Estimates | Use of Estimates: The preparation of consolidated 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 consolidated 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 net realizable value. Cost is determined using the first-in, first-out method for all inventories. The assessment of net realizable value requires the use of estimates to determine cost to complete, normal profit margin and the ultimate selling price of the inventory. We believe our inventories were valued appropriately as of May 31, 2020 and May 31, 2019. |
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 financial instruments include interest rate risk, foreign currency exchange risk and commodity price risk. All derivative financial instruments are accounted for using mark-to-market accounting. The accounting for changes in the fair value of a derivative financial 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. Gains and losses on cash flow hedges are deferred as a component of accumulated other comprehensive income or loss (“AOCI”) and recognized in earnings at the time the hedged item affects earnings, in the same financial statement caption as the underlying hedged item. Classification in the consolidated statements of earnings of gains and losses related to derivative financial instruments that do not qualify for hedge accounting is determined based on the underlying intent of the instruments. Cash flows related to derivative financial 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. Derivative financial instruments are executed only with highly-rated counterparties. No credit loss is anticipated on existing instruments, and no material credit 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 financial 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 financial instrument is retained, we continue to carry the derivative financial 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 Q – Derivative Financial Instruments and Hedging Activities” for additional information regarding the consolidated balance sheet location and the risk classification of our derivative financial instruments. |
Risks and Uncertainties | Risks and Uncertainties : As of May 31, 2020, excluding our joint ventures, we operated 26 manufacturing facilities worldwide, principally in two operating segments, which correspond with our reportable business segments: Steel Processing and Pressure Cylinders. We also held equity positions in nine joint ventures, which operated 48 manufacturing facilities worldwide, as of May 31, 2020. Our largest end market is the automotive industry, which comprised 32%, 38%, and 37% of consolidated net sales in fiscal 2020, fiscal 2019, and fiscal 2018 , respectively. Our international operations represented 7%, 5%, and 9% of consolidated net sales and 2%, 6%, and 6% of consolidated net earnings attributable to controlling interest in fiscal 2020, fiscal 2019, and fiscal 2018 , respectively, and 13% of consolidated net assets as of May 31, 2020 and May 31, 2019. As of May 31, 2020, approximately 9% of our consolidated labor force was represented by collective bargaining units. 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 2020, our largest customer accounted for slightly less than 10% of our consolidated net sales, and our ten largest customers accounted for approximately 30% 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 consolidated net sales and financial results if we were not able to 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. The COVID-19 pandemic and the various actions taken to contain or mitigate the outbreak have caused, and are continuing to cause, business slowdowns or shutdowns and significant disruption in global markets and economies, which has exacerbated and could further exacerbate the conditions noted in the risks above. T he extent to which our operations will continue to be impacted by COVID-19 will depend on future developments, which are highly uncertain and cannot be accurately predicted, including the further spread, the duration of the pandemic and its eventual impact on world economies. |
Receivables | Receivables: We review our receivables on an ongoing basis to ensure that they are properly valued and collectible. This is accomplished through an allowance for doubtful accounts. 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 increased approximately $371,000 during fiscal to $1,521,000. While we believe our allowance for doubtful accounts is 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 $79,368,000, $80,316,000 and $83,680,000 during fiscal 2020, fiscal 2019 and fiscal 2018 , respectively. 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 and indefinite-lived 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. With the exception of Pressure Cylinders, 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. For our Pressure Cylinders operating segment, the oil & gas equipment business has been treated as a separate reporting unit since the second quarter of fiscal 2016. In the third quarter of fiscal 2020, an interim test of the oil & gas equipment business was performed, and the results of the analysis indicated the book value of the corresponding goodwill was fully impaired and written off. Refer to “NOTE D – Goodwill and Other Long-Lived Assets” for additional information on the goodwill impairment. For goodwill and indefinite-lived intangible assets, we test for impairment by first evaluating qualitative factors including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance. If there are no concerns raised from this evaluation, no further testing is performed. If however, our qualitative analysis indicates it is more likely than not that the fair value is less than the carrying amount, a quantitative analysis is performed. The quantitative analysis compares the fair value of each reporting unit or indefinite-lived intangible asset to the related carrying amount, and an impairment loss is recognized in our consolidated statements of earnings equivalent to the excess of the carrying amount over the fair value. Fair value is determined based on discounted cash flows or appraised values, as appropriate. Either way, our policy is to perform a quantitative analysis of each reporting unit at least every three years. We performed our annual impairment evaluation of goodwill and other indefinite-lived intangible assets during the fourth quarter of fiscal 2020 and concluded the fair value of each reporting unit exceeded its carrying value. 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 impairment loss recognized is equal to the amount that the carrying value of the asset or asset group exceeds its fair value. and are recorded in a single line in the consolidated balance sheets. We classify assets as held for sale if we commit to a plan to sell the assets within one year and actively market the assets in their current condition for a price that is reasonable in comparison to their estimated fair value. Our impairment testing for both goodwill and other long-lived assets, including intangible assets with finite useful lives, See “Note D – Goodwill and Other Long-Lived Assets” for additional details regarding these assets and related impairment testing. |
Equity Method Investments | Equity method investments: Investments in affiliated companies that we do not control, either through majority ownership or otherwise, are accounted for using the equity method. We review our equity-method investments for impairment whenever events or changes in circumstances indicate that the carrying value of the investment might not be recoverable. Events and circumstances can include, but are not limited to: evidence we do not have the ability to recover the carrying value; the inability of the investee to sustain earnings; the current fair value of the investment is less than the carrying value; and other investors cease to provide support or reduce their financial commitment to the investee. If the fair value of the investment is less than the carrying value, and the investment will not recover in the near term, then other-than-temporary impairment may exist. When the loss in value of an investment is determined to be other-than-temporary, we recognize an impairment in the period the conclusion is made. Strategic Investments: From time to time the Company may make investments in both privately and publicly held equity securities in which the Company does not have a controlling interest or significant influence. Investments are recorded at fair value and changes in the fair value of equity securities are recognized in net earnings below operating income. The Company elected to record equity securities without readily determinable fair values at cost, less impairment, plus or minus subsequent adjustments for observable price changes in orderly transactions for the identical or a similar investment of the same issuer. |
Strategic Investments | Strategic Investments: From time to time the Company may make investments in both privately and publicly held equity securities in which the Company does not have a controlling interest or significant influence. Investments are recorded at fair value and changes in the fair value of equity securities are recognized in net earnings below operating income. The Company elected to record equity securities without readily determinable fair values at cost, less impairment, plus or minus subsequent adjustments for observable price changes in orderly transactions for the identical or a similar investment of the same issuer. |
Leases | Leases: On June 1, 2019, we adopted the new lease accounting standard under U.S. GAAP, Accounting Standards Update 2016-02, (“Topic 842”) using the modified retrospective approach. Under Topic 842, leases are categorized as operating or financing leases upon inception. Leased assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right of use (“ROU”) assets include any initial direct costs and prepayments less lease incentives. Lease terms include options to renew or terminate the lease when it is reasonably certain the Company will exercise such options. As most of our leases do not include an implicit rate, we use our collateralized incremental borrowing rate based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of goods sold or selling, general and administrative expense depending on the underlying nature of the leased assets. For operating leases with variable payments dependent upon an index or rate that commenced subsequent to adoption of Topic 842 , we apply the active index or rate as of the lease commencement date. Variable lease payments not based on an index or rate are not included in the operating lease liability as they cannot be reasonably estimated and are recognized in the period in which the obligation for those payments is incurred. Leases with a term of twelve months or less upon the commencement date are considered short-term leases and are not included on the consolidated balance sheets and are expensed on a straight-line basis over the lease term. Refer to “Note S – Leases” for additional information on the adoption and impact of Topic 842. |
Stock-Based Compensation | Stock-Based Compensation: At May 31, 2020, we had stock-based compensation plans for our employees as well as our non-employee directors as described more fully in “Note K – 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 over the vesting period based on their grant-date fair values. Forfeitures are recognized as they occur. |
Revenue Recognition | Revenue Recognition : Through fiscal 2018, in accordance with our historical accounting policies for revenue recognition, we recognized revenue upon transfer of title and risk of loss, or in the case of toll processing revenue, upon delivery of the goods, provided persuasive evidence of an arrangement existed, pricing was fixed or determinable and collectability was reasonably assured. Through charges to net sales, provisions were made for returns and allowances, customer rebates and sales discounts based on past experiences, specific agreements, and anticipated levels of customer activity. On June 1, 2018, we adopted new accounting guidance that replaces most existing revenue recognition accounting guidance under U.S. GAAP, Accounting Standards Update 2014-09, Revenue from Contracts with Customers (Topic 606) Under the new revenue recognition accounting guidance, we recognize revenue upon transfer of control of promised goods or services to customers in an amount that reflects the consideration we expect to receive for those goods or services, including any variable consideration. Returns and allowances are used to record estimates of returns or other allowances resulting from quality, delivery, discounts or other issues and are estimated based on historical trends and current market conditions, with the offset to net sales. Shipping and handling costs charged to customers are treated as fulfillment activities and are recorded in both net sales and cost of goods sold at the time control is transferred to the customer. Due to the short-term nature of our contracts with customers, we have elected to apply the practical expedients under Topic 606 to: (1) expense as incurred, incremental costs of obtaining a contract; and (2) not adjust the consideration for the effects of a significant financing component for contracts with an original expected duration of one year or less. When we satisfy (or partially satisfy) a performance obligation, prior to being able to invoice the customer, we recognize an unbilled receivable when the right to consideration is unconditional and a contract asset when the right to consideration is conditional. Unbilled receivables and contract assets are included in receivables and prepaid and other current assets, respectively, on the consolidated balance sheets. Additionally, we do not maintain contract liability balances, as performance obligations are satisfied prior to customer payment for product. Payments from customers are generally due within 30 to 60 days of invoicing, which generally occurs upon shipment or delivery of the goods. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that we collect from a customer, are excluded from revenue. Certain contracts with customers include warranties associated with the delivered goods or services. These warranties are not considered to be separate performance obligations, and accordingly, we record an estimated liability for potential warranty costs as the goods or services are transferred. With the exception of the toll processing revenue stream and certain contracts within the oil & gas equipment revenue stream, we recognize revenue at the point in time the performance obligation is satisfied and control of the product is transferred to the customer upon shipment or delivery. Generally, we receive and acknowledge purchase orders from our customers, which define the quantity, pricing, payment and other applicable terms and conditions. In some cases, we receive a blanket purchase order from our customers, which includes pricing, payment and other terms and conditions, with quantities defined at the time each customer subsequently issues periodic releases against the blanket purchase order. For the toll processing revenue stream and certain contracts within the oil & gas equipment revenue stream, we recognize revenue over time. Revenue is primarily measured using the cost-to-cost method, which we believe best depicts the transfer of control to the customer. Under the cost-to-cost method, the extent of progress towards completion is measured based on the ratio of actual costs incurred to the total estimated costs expected upon satisfying the identified performance obligation. Revenues are recorded proportionally as costs are incurred. We have elected to not disclose the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less. Certain contracts contain variable consideration, which is not constrained, and primarily include estimated sales returns, customer rebates, and sales discounts which are recorded on an expected value basis. These estimates are based on historical returns, analysis of credit memo data and other known factors. We account for rebates by recording reductions to revenue for rebates in the same period the related revenue is recorded. The amount of these reductions is based upon the terms agreed to with the customer. We do not exercise significant judgments in determining the timing of satisfaction of performance obligations or the transaction price. Refer to “Note B – Revenue Recognition” for additional information on revenue recognition. |
Advertising Expense | Advertising Expense: Advertising costs are expensed as incurred and included in SG&A expense. Advertising expense was $17,603,000, $15,574,000, and $15,236,000 for fiscal 2020, fiscal 2019 and fiscal 2018 , respectively. |
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. We evaluate the deferred tax assets to determine whether it is more likely than not that all, or a portion, of the deferred tax assets will not be realized and provide a valuation allowance as appropriate. 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 income 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 /penalties reserves in recognition that various taxing authorities may challenge our positions. T hese 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 self-insure most of our risks for product, cyber pollution, workers’ compensation, general and automobile, and property liabilities, and for employee medical claims. However, in order to reduce risk and better manage our overall loss exposure for these liabilities, we purchase stop-loss insurance that covers individual claims in excess of the deductible amounts. We also maintain reserves for the estimated cost to resolve certain open claims that have been made against us (which may include active product recall or replacement programs), 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 the assumptions used and historical trends. |
Recently Adopted and Issued Accounting Standards | Recently Adopted Accounting Standards: On June 1, 2019, the Company adopted Accounting Standards Update 2016-02, Leases On June 1, 2019, the Company adopted ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (“Topic 815”) . Recently Issued Accounting Standards: In June 2016, amended accounting guidance was issued related to the measurement of credit losses on financial instruments. The amended accounting guidance changes the impairment model for most financial assets to require measurement and recognition of expected credit losses for financial assets held. The amended accounting guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. We are still in the process of evaluating the effect this amended accounting guidance will have on our consolidated financial position and results of operations. |
Reclassification | Reclassification Certain prior period amounts have been reclassified within the operating activities section of the consolidated statements of cash flows for consistency with the current period presentation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Consideration Received, Consideration Transferred and Resulting Net Gain on Deconsolidation | (in thousands) Retained investment (at fair value) $ 13,831 Contributed net assets (at carrying value) 13,394 Gain on deconsolidation 437 Less: deal costs (179 ) Net gain on deconsolidation $ 258 |
Supplemental Cash Flow Information | Supplemental cash flow information was as follows for the fiscal years ended May 31: (in thousands) 2020 2019 2018 Interest paid, net of amount capitalized $ 32,994 $ 38,807 $ 34,839 Income taxes paid, net of refunds $ 25,076 $ 38,848 $ 44,819 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
May 31, 2020 | |
Disaggregation Of Revenue [Line Items] | |
Cumulative Effect of Adopting New Revenue Recognition Guidance on Consolidated Balance Sheet | The following table outlines the cumulative effect of adopting the new revenue recognition guidance: (in thousands) May 31, 2018 (As Reported) Cumulative Effect of Topic 606 Adoption June 1, 2018 (As Adjusted) Consolidated Balance Sheet Assets Receivables $ 572,689 $ 4,706 $ 577,395 Total inventories 454,027 (3,452 ) 450,575 Prepaid expenses and other current assets 60,134 944 61,078 Liabilities and equity Deferred income taxes, net 60,188 454 60,642 Retained earnings 637,757 1,174 638,931 Noncontrolling interests 117,606 570 118,176 |
Revenue by Product Class and Over Time | The following table summarizes net sales by product class for the periods presented: (in thousands) Fiscal Year Ended May 31, Reportable segments by product class: 2020 2019 Steel Processing Direct $ 1,729,972 $ 2,308,756 Toll 129,698 127,062 Total 1,859,670 2,435,818 Pressure Cylinders Industrial products 550,543 627,053 Consumer products 485,990 470,447 Oil & gas equipment 111,891 110,298 Total 1,148,424 1,207,798 Other Engineered Cabs 50,954 115,902 Other 71 38 Total 51,025 115,940 Total $ 3,059,119 $ 3,759,556 |
Summary of Unbilled Receivable and Contract Assets | The following table summarizes the unbilled receivables and contract assets for the periods indicated: Fiscal Year Ended May 31, (in thousands) Balance Sheet Classification 2020 2019 Unbilled receivables Receivables $ 5,552 $ 5,366 Contract assets Prepaid expenses and other current assets $ 4,127 $ 8,792 |
Accounting Standards Update 2014-09 | |
Disaggregation Of Revenue [Line Items] | |
Schedule of Adjustments on Consolidated Financial Statements | The following tables show the adjustments that would be required to be made to our fiscal 2019 consolidated financial statements to reflect the balances that would have been recorded if we continued to follow our accounting policies under the previous revenue recognition guidance: (in thousands) As Currently Reported Topic 606 Adjustments Balances Without Adoption of Topic 606 Consolidated Statement of Earnings Net sales $ 3,759,556 $ (6,608 ) $ 3,752,948 Cost of goods sold 3,279,601 (5,253 ) 3,274,348 Income tax expense 43,183 (319 ) 42,864 Net earnings 163,273 (1,036 ) 162,237 Net earnings attributable to noncontrolling interests 9,818 16 9,834 Net earnings attributable to controlling interest 153,455 (1,052 ) 152,403 |
Over time revenue | |
Disaggregation Of Revenue [Line Items] | |
Revenue by Product Class and Over Time | The following table summarizes the over time revenue for the periods presented: Fiscal Year Ended May 31, (in thousands) 2020 2019 Steel Processing - toll $ 129,698 $ 127,062 Pressure Cylinders - certain oil & gas contracts 100,774 75,159 Total over time revenue $ 230,472 $ 202,221 |
Investments in Unconsolidated_2
Investments in Unconsolidated Affiliates (Tables) | 12 Months Ended |
May 31, 2020 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Financial Information | The following table presents combined information regarding the financial position of our unconsolidated affiliates accounted for using the equity method as of May 31: (in thousands) 2020 2019 Cash $ 68,730 $ 37,471 Other current assets 528,631 594,959 Current assets for discontinued operations - 35,793 Noncurrent assets 399,731 360,925 Total assets $ 997,092 $ 1,029,148 Current liabilities $ 174,709 $ 236,781 Current liabilities for discontinued operations - 9,610 Short-term borrowings 500 15,162 Current maturities of long-term debt 37,542 33,003 Long-term debt 346,690 321,791 Other noncurrent liabilities 73,656 18,192 Equity 363,995 394,609 Total liabilities and equity $ 997,092 $ 1,029,148 The following table presents summarized financial information for our four largest unconsolidated affiliates as of, and for the fiscal years ended May 31. All other unconsolidated affiliates are combined and presented in the Other category. (in thousands) 2020 2019 2018 Net sales WAVE $ 368,820 $ 379,103 $ 360,395 ClarkDietrich 855,994 892,758 790,887 Serviacero Worthington 273,276 351,671 315,098 ArtiFlex 175,428 201,526 197,061 Other 146,478 32,753 28,578 Total net sales $ 1,819,996 $ 1,857,811 $ 1,692,019 Gross margin (loss) WAVE $ 208,040 $ 205,909 $ 201,581 ClarkDietrich 131,619 93,947 97,437 Serviacero Worthington 15,739 34,494 32,396 ArtiFlex 14,212 12,928 18,266 Other 7,320 (6,000 ) (6,399 ) Total gross margin $ 376,930 $ 341,278 $ 343,281 Operating income (loss) WAVE $ 166,404 $ 166,969 $ 158,697 ClarkDietrich 66,952 33,384 39,153 Serviacero Worthington 7,513 25,636 24,232 ArtiFlex 6,248 5,524 11,395 Other (23,596 ) (9,964 ) (10,584 ) Total operating income $ 223,521 $ 221,549 $ 222,893 Depreciation and amortization WAVE $ 4,032 $ 3,634 $ 3,318 ClarkDietrich 11,869 11,600 11,864 Serviacero Worthington 4,324 4,319 3,919 ArtiFlex 5,605 6,055 5,515 Other 4,689 875 749 Total depreciation and amortization $ 30,519 $ 26,483 $ 25,365 Interest expense WAVE $ 11,061 $ 10,547 $ 8,365 ClarkDietrich 378 912 114 Serviacero Worthington 87 493 397 ArtiFlex 801 1,443 1,333 Other 1,665 - - Total interest expense $ 13,992 $ 13,395 $ 10,209 Income tax expense (benefit) WAVE $ 216 $ 219 $ 119 ClarkDietrich - - - Serviacero Worthington 3,267 7,629 5,141 ArtiFlex (15 ) 29 208 Other (15 ) - - Total income tax expense $ 3,453 $ 7,877 $ 5,468 Net earnings (loss) WAVE (1) $ 202,451 $ 162,849 $ 152,329 ClarkDietrich 68,899 34,560 39,138 Serviacero Worthington 2,573 16,155 17,577 ArtiFlex 5,461 4,051 9,854 Other (19,934 ) (8,383 ) (11,922 ) Total net earnings $ 259,450 $ 209,232 $ 206,976 (1) These net earnings include net income attributable to discontinued operations of $49,770,000, $6,830,000, and $2,226,000 in fiscal 2020, fiscal 2019, and fiscal 2018, respectively, related to the international operations of WAVE being sold . All other amounts presented in the table above exclude the activity of the discontinued operations of WAVE . |
Goodwill and Other Long-Lived_2
Goodwill and Other Long-Lived Assets (Tables) | 12 Months Ended |
May 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The following table summarizes the changes in the carrying amount of goodwill during fiscal 2020 and fiscal 2019 by reportable business segment: (in thousands) Steel Processing Pressure Cylinders Other Total Balance at May 31, 2018 Goodwill $ 7,899 $ 341,299 $ 172,178 $ 521,376 Impairment losses - (4,015 ) (172,178 ) (176,193 ) 7,899 337,284 - 345,183 Acquisitions and purchase accounting adjustments (1) - 777 - 777 Divestitures (2) - (7,260 ) - (7,260 ) Translation adjustments - (4,093 ) - (4,093 ) - (10,576 ) - (10,576 ) Balance at May 31, 2019 Goodwill 7,899 330,723 172,178 510,800 Impairment losses - (4,015 ) (172,178 ) (176,193 ) 7,899 326,708 - 334,607 Acquisitions and purchase accounting adjustments (1) 11,796 (52 ) - 11,744 Divestitures (2) - (2,511 ) - (2,511 ) Translation adjustments - (309 ) - (309 ) Impairment losses (3) - (22,097 ) - (22,097 ) 11,796 (24,969 ) - (13,173 ) Balance at May 31, 2020 Goodwill 19,695 327,851 172,178 519,724 Impairment losses - (26,112 ) (172,178 ) (198,290 ) $ 19,695 $ 301,739 $ - $ 321,434 (1) For additional information regarding the Company’s acquisitions, refer to “Note P – Acquisitions.” (2) Fiscal 2020 divestitures included the sale of the cryogenics business in Turkey. (3) Fiscal 2020 impairment losses included $22,097,000 of goodwill impairment related to the oil & gas equipment reporting unit. |
Summary of Other Intangible Assets by Class | The following table summarizes other intangible assets by class as of May 31, 2020 and 2019: 2020 2019 Accumulated Accumulated (in thousands) Cost Amortization Cost Amortization Indefinite-lived intangible assets: Trademarks $ 72,101 $ - $ 74,801 $ - Total indefinite-lived intangible assets 72,101 - 74,801 - Definite-lived intangible assets: Customer relationships $ 170,887 $ 73,207 $ 174,150 $ 69,258 Non-compete agreements 8,001 8,001 8,656 8,509 Technology / know-how 22,484 7,850 22,495 6,276 Other 3,716 3,716 3,716 3,716 Total definite-lived intangible assets 205,088 92,774 209,017 87,759 Total intangible assets $ 277,189 $ 92,774 $ 283,818 $ 87,759 |
Estimated Amortization Expense | Amortization expense for each of the next five fiscal years is estimated to be: (in thousands) 2021 $ 11,975 2022 $ 10,345 2023 $ 9,742 2024 $ 9,742 2025 $ 8,913 |
Restructuring and Other Expen_2
Restructuring and Other Expense (Income), Net (Tables) | 12 Months Ended |
May 31, 2020 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Progression of Liabilities Associated with Restructuring Activities, Combined with Reconciliation to Restructuring and Other Expense (Income), Net | A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other expense, net financial statement caption in our consolidated statement of earnings for fiscal 2020, is summarized below: Beginning Ending (in thousands) Balance Expense Payments Adjustments Balance Early retirement and severance $ 774 $ 9,096 $ (3,245 ) $ (89 ) $ 6,536 Facility exit and other costs 2 829 (730 ) 55 156 $ 776 9,925 $ (3,975 ) $ (34 ) $ 6,692 Net loss on sale of assets 123 Restructuring and other expense, net $ 10,048 A progression of the liabilities associated with our restructuring activities, combined with a reconciliation to the restructuring and other income, net financial statement caption in our consolidated statement of earnings for fiscal 2019, is summarized below: Beginning Ending (in thousands) Balance Expense Payments Adjustments Balance Early retirement and severance $ 1,116 $ 1,899 $ (2,127 ) $ (114 ) $ 774 Facility exit and other costs - 503 (313 ) (188 ) 2 $ 1,116 2,402 $ (2,440 ) $ (302 ) $ 776 Net gain on sale of assets (13,420 ) Restructuring and other income, net $ (11,018 ) |
Contingent Liabilities and Co_2
Contingent Liabilities and Commitments (Tables) | 12 Months Ended |
May 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Progression of Liabilities | A progression of the liabilities recorded in connection with this matter during fiscal 2020 is summarized in the following table: (in thousands) Beginning Balance Expense Payments Adjustments Ending Balance Tank replacement costs $ 8,500 $ - $ (1,271 ) $ (2,265 ) $ 4,964 |
Debt and Receivables Securiti_2
Debt and Receivables Securitization (Tables) | 12 Months Ended |
May 31, 2020 | |
Debt Disclosure [Abstract] | |
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, 2020 and 2019: (in thousands) 2020 2019 1.56% senior notes due August 23, 2029 $ 33,311 $ - 1.56% senior notes due August 23, 2031 7,439 - 1.90% senior notes due August 23, 2031 25,872 - 1.90% senior notes due August 23, 2034 35,199 - 4.30% senior notes due August 1, 2032 200,000 200,000 4.55% senior notes due April 15, 2026 250,000 250,000 4.60% senior notes due August 10, 2024 150,000 150,000 6.50% senior notes due April 15, 2020 - 150,000 Term loans - - Other 1,239 3,100 Total debt 703,060 753,100 Unamortized discount and debt issuance costs (3,395 ) (3,801 ) Total debt, net 699,665 749,299 Less: current maturities and short-term borrowings 149 150,943 Total long-term debt $ 699,516 $ 598,356 |
Maturities of Long-term Debt | Maturities of long-term debt in the next five fiscal years, and the remaining years thereafter, are as follows: (in thousands) 2021 $ - 2022 298 2023 298 2024 298 2025 298 Thereafter 701,868 Total $ 703,060 |
Comprehensive Income (Loss) (Ta
Comprehensive Income (Loss) (Tables) | 12 Months Ended |
May 31, 2020 | |
Equity [Abstract] | |
Summary of Tax Effects of Each Component of Other Comprehensive Income (Loss) | The following table summarizes the tax effects of each component of other comprehensive income (loss) for the fiscal years ended May 31: 2020 2019 2018 (in thousands) Before- Tax Tax Net-of- Tax Before- Tax Tax Net-of- Tax Before -Tax Tax Net-of- Tax Foreign currency translation $ 10,480 17 $ 10,497 $ (14,772 ) $ - $ (14,772 ) $ 12,744 $ - $ 12,744 Pension liability adjustment (5,395 ) 1,365 (4,030 ) (2,203 ) 418 (1,785 ) 1,875 (309 ) 1,566 Cash flow hedges 2,339 (559 ) 1,780 (16,227 ) 3,780 (12,447 ) 1,351 (392 ) 959 Other comprehensive income (loss) $ 7,424 $ 823 $ 8,247 $ (33,202 ) $ 4,198 $ (29,004 ) $ 15,970 $ (701 ) $ 15,269 |
Components of Changes in Accumulated Other Comprehensive Loss | The components of the changes in accumulated other comprehensive loss for the fiscal years ended May 31, 2020 and May 31, 2019 were as follows: Accumulated Foreign Pension Cash Other Currency Liability Flow Comprehensive (in thousands) Translation Adjustment Hedges Loss Balance at May 31, 2018 $ (4,987 ) $ (16,071 ) $ 6,478 $ (14,580 ) Other comprehensive loss before reclassifications (14,652 ) (3,404 ) (12,637 ) (30,693 ) Reclassification adjustments to income (a) - 1,201 (3,590 ) (2,389 ) Income tax effect - 418 3,780 4,198 Balance at May 31, 2019 $ (19,639 ) $ (17,856 ) $ (5,969 ) $ (43,464 ) Other comprehensive income (loss) before reclassifications 10,480 (5,948 ) (9,497 ) (4,965 ) Reclassification adjustments to income (a) - 553 11,836 12,389 Income tax effect 17 1,365 (559 ) 823 Balance at May 31, 2020 $ (9,142 ) $ (21,886 ) $ (4,189 ) $ (35,217 ) (a) The statement of earnings classification of amounts reclassified to income for cash flow hedges is disclosed in “Note Q – Derivative Financial Instruments and Hedging Activities.” |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
May 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of 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, will be recognized on a straight-line basis over the respective vesting periods of the stock options. (in thousands, except per share amounts) 2020 2019 2018 Granted 101 96 90 Weighted average exercise price, per share $ 38.91 $ 42.86 $ 47.76 Weighted average grant date fair value, per share $ 10.21 $ 12.54 $ 14.99 Pre-tax stock-based compensation, net of forfeitures $ 1,029 $ 1,199 $ 1,203 |
Schedule of Assumptions Used to Determine Fair Value of Stock Options | The weighted average fair value of stock options granted in fiscal 2020, fiscal 2019 and fiscal 2018 2020 2019 2018 Assumptions used: Dividend yield 2.42 % 2.02 % 1.81 % Expected volatility 33.10 % 33.09 % 36.65 % Risk-free interest rate 1.86 % 2.79 % 1.98 % Expected life (years) 6.0 6.0 6.0 |
Summary of Stock Option Activity | The following tables summarize our stock option activity for the years ended May 31: 2020 2019 2018 (in thousands, except per share amounts) Stock Options Weighted Average Exercise Price Stock Options Weighted Average Exercise Price Stock Options Weighted Average Exercise Price Outstanding, beginning of year 1,555 $ 24.01 2,019 $ 22.26 2,307 $ 20.99 Granted 101 38.91 96 42.86 90 47.76 Exercised (303 ) 13.99 (506 ) 18.45 (371 ) 20.37 Forfeited (1 ) 43.04 (54 ) 44.31 (7 ) 33.02 Outstanding, end of year 1,352 27.34 1,555 24.01 2,019 22.26 Exercisable at end of year 1,167 25.34 1,397 21.96 1,800 20.03 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range | Weighted Average Number of Remaining Aggregate Stock Contractual Intrinsic Options Life Value (in thousands) (in years) (in thousands) May 31, 2020 Outstanding 1,352 3.21 $ 8,846 Exercisable 1,167 2.44 $ 8,846 May 31, 2019 Outstanding 1,555 3.15 $ 18,728 Exercisable 1,397 2.62 $ 18,728 May 31, 2018 Outstanding 2,019 3.59 $ 51,858 Exercisable 1,800 3.06 $ 50,673 |
Summary of Non-Vested Stock Option Awards | The following table summarizes information about non-vested stock option awards for the year ended May 31, 2020: Weighted Average Number of Grant Date Stock Options Fair Value (in thousands) per share Non-vested, beginning of year 158 $ 12.26 Granted 101 10.21 Vested (73 ) 12.42 Forfeited (1 ) 15.98 Non-vested, end of year 185 $ 11.06 |
Schedule of Service-Based Restricted Common Shares Granted | The table below sets forth the service-based 2018 (in thousands, except per share amounts) 2020 2019 2018 Granted 247 339 176 Weighted average grant date fair value, per share $ 37.50 $ 43.35 $ 47.88 Pre-tax stock-based compensation, net of forfeitures $ 9,258 $ 14,692 $ 7,605 |
Summary of Activity for Service-Based Restricted Common Shares | The following tables summarize the activity for service-based 2020 2019 2018 (in thousands, except per share amounts) Restricted Common Shares Weighted Average Grant Date Fair Value Restricted Common Shares Weighted Average Grant Date Fair Value Restricted Common Shares Weighted Average Grant Date Fair Value Outstanding, beginning of year 811 $ 43.25 796 $ 40.80 865 $ 39.49 Granted 247 37.50 339 43.35 176 47.88 Vested (395 ) 42.00 (229 ) 34.63 (205 ) 40.96 Forfeited (20 ) 44.10 (95 ) 43.83 (40 ) 41.58 Outstanding, end of year 643 41.79 811 43.25 796 40.80 Weighted average remaining contractual life of outstanding restricted common shares (in years) 1.55 1.21 1.21 Aggregate intrinsic value of outstanding restricted common shares $ 19,230 $ 27,681 $ 38,160 Aggregate intrinsic value of restricted common shares vested during the year $ 15,322 $ 10,388 $ 10,330 |
Schedule of Assumptions Used to Determine Grant Date Fair Value of Market Based Restricted Common Shares | The following assumptions were used to determine the grant-date fair value and the derived service period for these market-based restricted common shares: Dividend yield 1.60 % Expected volatility 44.00 % Risk-free interest rate 1.70 % Dividend yield 2.16 % Expected volatility 33.60 % Risk-free interest rate 2.96 % |
Performance Shares Granted | The table below sets forth the performance shares we granted (at target levels) during fiscal 2020, fiscal 2019 and fiscal 2018 (in thousands, except per share amounts) 2020 2019 2018 Granted 55 43 54 Weighted average grant date fair value, per share $ 38.91 $ 42.91 $ 50.61 Pre-tax stock-based compensation $ 2,159 $ 1,854 $ 2,748 |
Employee Pension Plans (Tables)
Employee Pension Plans (Tables) | 12 Months Ended |
May 31, 2020 | |
Components of Net Periodic Pension Cost for the Defined Benefit Plan and 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) 2020 2019 2018 Defined benefit plan: Interest cost $ 1,352 $ 1,503 $ 1,522 Return on plan assets (1,928 ) (532 ) (1,361 ) Net amortization and deferral 628 (918 ) (20 ) Net periodic pension cost on defined benefit plan 52 53 141 Settlement cost - 760 - Defined contribution plans 16,495 16,308 14,972 Total retirement plan cost $ 16,547 $ 17,121 $ 15,113 |
Actuarial Assumptions Used for Defined Benefit Plan | The following actuarial assumptions were used for our defined benefit plan: 2020 2019 2018 To determine benefit obligation: Discount rate 2.65 % 3.57 % 4.02 % To determine net periodic pension cost: Discount rate 3.57 % 4.02 % 3.94 % Expected long-term rate of return 7.00 % 7.00 % 7.00 % |
Reconciliation of the Changes in the Projected Benefit Obligation and Fair Value of Plan Assets and the Funded Status of 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 of the Gerstenslager Plan as of, and for the fiscal years ended May 31: (in thousands) 2020 2019 Change in benefit obligation Benefit obligation, beginning of year $ 38,519 $ 38,010 Interest cost 1,352 1,503 Actuarial loss 7,671 1,868 Benefits paid (1,375 ) (1,201 ) Settlements - (1,661 ) Benefits obligation, end of year $ 46,167 $ 38,519 Change in plan assets Fair value, beginning of year $ 26,258 $ 27,212 Return on plan assets 1,928 532 Company contributions 1,699 1,376 Benefits paid (1,375 ) (1,201 ) Settlements - (1,661 ) Fair value, end of year 28,510 26,258 Funded status $ (17,657 ) $ (12,261 ) Amounts recognized in the consolidated balance sheets consist of: Other liabilities $ (17,657 ) $ (12,261 ) Accumulated other comprehensive loss 25,413 18,370 Amounts recognized in accumulated other comprehensive loss consist of: Net loss 25,413 18,370 Total $ 25,413 $ 18,370 |
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 years ended May 31: (in thousands) 2020 2019 Net loss $ (7,596 ) $ (3,227 ) Amortization of prior service cost - - Amortization of net loss 553 441 Extraordinary charges - 759 Total recognized in other comprehensive loss $ (7,043 ) $ (2,027 ) Total recognized in net periodic benefit cost and other comprehensive income $ 7,095 $ 2,839 |
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, 2020 2019 Asset category: Equity securities 42 % 43 % Debt securities 44 % 45 % Other 14 % 12 % 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 under the defined benefit plan during the fiscal years noted: (in thousands) 2021 $ 1,404 2022 $ 1,470 2023 $ 1,516 2024 $ 1,569 2025 $ 1,635 2026-2030 $ 9,740 |
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, 2020: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) Fair Value (Level 1) (Level 2) (level 3) Investment: Money market funds $ 1,613 $ 1,613 $ - $ - Bond funds 12,619 12,619 - - Equity funds 11,885 11,885 - - Administrative funds 2,393 2,393 Total $ 28,510 $ 28,510 $ - $ - 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, 2019: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) Fair Value (Level 1) (Level 2) (level 3) Investment: Money market funds $ 3,109 $ 3,109 $ - $ - Bond funds 11,865 11,865 - - Equity funds 11,284 11,284 - - Total $ 26,258 $ 26,258 $ - $ - |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
May 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Earnings before Income Taxes | Earnings before income taxes for the three fiscal years ended May 31 include the following components: (in thousands) 2020 2019 2018 U.S. based operations $ 99,493 $ 173,200 $ 177,088 Non – U.S. based operations 11,293 33,256 31,982 Earnings before income taxes 110,786 206,456 209,070 Less: Net earnings attributable to noncontrolling interests* 5,648 9,818 6,056 Earnings before income taxes attributable to controlling interest $ 105,138 $ 196,638 $ 203,014 * Net earnings attributable to noncontrolling interests are not taxable to Worthington. |
Components of Income Tax Expense (Benefit) | Significant components of income tax expense (benefit) for the fiscal years ended May 31 were as follows: (in thousands) 2020 2019 2018 Current Federal $ 20,739 $ 15,454 $ 33,261 State and local 1,713 2,309 3,292 Foreign 5,199 7,985 9,904 27,651 25,748 46,457 Deferred Federal (2,350 ) 18,195 (34,442 ) State and local 732 1,621 388 Foreign 309 (2,381 ) (4,183 ) (1,309 ) 17,435 (38,237 ) $ 26,342 $ 43,183 $ 8,220 |
Reconciliation of Federal Statutory Corporate Income Tax Rate to Total Tax Provision | A reconciliation of the federal statutory corporate income tax rate to total tax provision follows: 2020 2019 2018 Federal statutory corporate income tax rate 21.0 % 21.0 % 29.2 % State and local income taxes, net of federal tax benefit 2.4 2.1 2.3 Non-U.S. income taxes at other than federal statutory rate 3.1 0.2 (1.4 ) Qualified production activities deduction - - (2.3 ) Impact of tax reform (1) - - (15.4 ) Worthington Aritas write down - - (4.8 ) Excess benefit related to share-based payment awards (1.2 ) (1.4 ) (2.0 ) Nondeductible executive compensation 1.1 0.6 0.3 AMTROL acquisition - - (1.9 ) Other (1.3 ) (0.5 ) - Effective tax rate attributable to controlling interest 25.1 % 22.0 % 4.0 % (1) Amount reflects the impact of the re-measurement of the Company’s deferred tax balances at the lower federal statutory corporate income tax rate, net of the mandatory deemed repatriation tax on unremitted foreign earnings. |
Reconciliation of Unrecognized Tax Benefits | A tabular reconciliation of unrecognized tax benefits follows: (In thousands) Balance at May 31, 2019 $ 1,621 Decreases - tax positions taken in prior years (83 ) Increases - tax positions taken in prior years 1,419 Increases - current tax positions 35 Settlements (1,118 ) Lapse of statutes of limitations (156 ) Balance at May 31, 2020 $ 1,718 |
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 –2017 and forward U.S. State and Local –2015 and forward Austria – 2016 and forward Canada –2017 and forward Mexico – 2014 – and forward Portugal – 2016 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) 2020 2019 Deferred tax assets Accounts receivable $ 1,246 $ 1,516 Inventories 5,554 5,649 Accrued expenses 21,214 21,195 Net operating loss carry forwards 11,732 16,433 Stock-based compensation 6,931 10,989 Derivative contracts 1,920 2,054 Operating lease - ROU liability 7,294 - Other 3,549 316 Total deferred tax assets 59,440 58,152 Valuation allowance for deferred tax assets (11,178 ) (14,619 ) Net deferred tax assets 48,262 43,533 Deferred tax liabilities Property, plant and equipment (95,553 ) (91,732 ) Investment in affiliated companies, principally due to undistributed earnings (15,884 ) (23,035 ) Operating lease - ROU asset (6,241 ) - Other (2,526 ) (2,868 ) Total deferred tax liability (120,204 ) (117,635 ) Net deferred tax liability $ (71,942 ) $ (74,102 ) |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
May 31, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share for the fiscal years ended May 31: (in thousands, except per share amounts) 2020 2019 2018 Numerator (basic & diluted): Net earnings attributable to controlling interest - income available to common shareholders $ 78,796 $ 153,455 $ 194,794 Denominator: Denominator for basic earnings per share attributable to controlling interest - weighted average common shares 54,958 57,196 60,923 Effect of dilutive securities 1,025 1,627 2,119 Denominator for diluted earnings per share attributable to controlling interest - adjusted weighted average common shares 55,983 58,823 63,042 Basic earnings per share attributable to controlling interest $ 1.43 $ 2.68 $ 3.20 Diluted earnings per share attributable to controlling interest $ 1.41 $ 2.61 $ 3.09 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
May 31, 2020 | |
Segment Reporting [Abstract] | |
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) 2020 2019 2018 Net sales Steel Processing $ 1,859,670 $ 2,435,818 $ 2,252,771 Pressure Cylinders 1,148,424 1,207,798 1,206,183 Other 51,025 115,940 122,666 Total net sales $ 3,059,119 $ 3,759,556 $ 3,581,620 Operating income (loss) Steel Processing $ 40,564 $ 89,761 $ 152,690 Pressure Cylinders 38,903 69,872 23,396 Other (56,978 ) (14,869 ) (34,476 ) Total operating income $ 22,489 $ 144,764 $ 141,610 Depreciation and amortization Steel Processing $ 40,819 $ 40,374 $ 43,331 Pressure Cylinders 42,565 42,403 46,691 Other 9,294 12,825 13,337 Total depreciation and amortization $ 92,678 $ 95,602 $ 103,359 Impairment of goodwill and long-lived assets Steel Processing $ 1,839 $ 3,269 $ - Pressure Cylinders 37,153 4,548 53,883 Other 43,698 - 7,325 Total impairment of goodwill and long-lived assets $ 82,690 $ 7,817 $ 61,208 Restructuring and other expense (income), net Steel Processing $ 3,501 $ (9 ) $ (10,087 ) Pressure Cylinders 5,282 (11,009 ) 2,365 Other 1,265 - 301 Total restructuring and other expense (income), net $ 10,048 $ (11,018 ) $ (7,421 ) Total assets Steel Processing $ 821,657 $ 924,966 $ 999,238 Pressure Cylinders 1,104,603 1,123,115 1,147,268 Other 405,255 462,715 475,281 Total assets $ 2,331,515 $ 2,510,796 $ 2,621,787 Capital expenditures Steel Processing $ 40,588 $ 39,114 $ 31,966 Pressure Cylinders 41,484 37,558 32,697 Other 13,431 7,827 11,425 Total capital expenditures $ 95,503 $ 84,499 $ 76,088 |
Net Sales by Geographic Region | The following table presents net sales by geographic region for the fiscal years ended May 31: (in thousands) 2020 2019 2018 North America $ 2,912,777 $ 3,559,650 $ 3,275,090 International 146,342 199,906 306,530 Total $ 3,059,119 $ 3,759,556 $ 3,581,620 |
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) 2020 2019 North America $ 503,393 $ 514,519 International 69,251 64,145 Total $ 572,644 $ 578,664 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
May 31, 2020 | |
Schedule of Acquisition of Intangible Assets | In connection with the acquisition of Samuel, we identified and valued the following identifiable intangible assets: (in thousands) Category Amount Useful Life (Years) Customer relationships $ 9,000 15 Trade name 1,100 Indefinite Total acquired identifiable intangible assets $ 10,100 |
Heidtman Steel Products, Inc. | |
Schedule of Consideration Paid and the Fair Value Assigned to the Assets Acquired And Liabilities Assumed | The following table summarizes the consideration paid and the final fair value assigned to the assets acquired and liabilities assumed at the acquisition date: Measurement Preliminary Period Final (in thousands) Valuation Adjustments Valuation Customer list $ 2,900 $ (100 ) $ 2,800 Property, plant and equipment 7,515 (1,411 ) 6,104 Finance lease assets 8,000 3,940 11,940 Other assets 725 - 725 Net identifiable assets 19,140 2,429 21,569 Goodwill 10,453 (2,429 ) 8,024 Purchase price $ 29,593 $ - $ 29,593 |
Worthington Samuel Coil Processing Llc | |
Schedule of Consideration Paid and the Fair Value Assigned to the Assets Acquired And Liabilities Assumed | The following table summarizes the consideration transferred for our 63% controlling interest in Samuel and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: (in thousands) Consideration Transferred: Assets contributed (37% of Heidtman net assets) $ 11,122 Capital contribution 315 Fair value of previously held equity interest in Samuel 10,948 Total consideration $ 22,385 Estimated Fair Value of Assets Acquired and Liabilities Assumed: Cash $ 694 Accounts receivable 1,778 Inventories 108 Prepaid expenses 1,535 Intangible assets 10,100 Property, plant and equipment 19,459 Total identifiable assets 33,674 Accounts payable (766 ) Accrued liabilities (1,148 ) Net identifiable assets 31,760 Goodwill 3,772 Net assets 35,532 Noncontrolling interest (13,147 ) Total consideration $ 22,385 |
AMTROL | |
Schedule of Consideration Paid and the Fair Value Assigned to the Assets Acquired And Liabilities Assumed | The following table summarizes the consideration transferred for the assets of AMTROL and the fair value assigned to the assets acquired and liabilities assumed at the acquisition date: Measurement Preliminary Period Revised (in thousands) Valuation Adjustments Valuation Cash $ 6,893 $ - $ 6,893 Accounts receivable 40,212 - 40,212 Inventories 37,249 - 37,249 Prepaid expenses 981 - 981 Other assets 2,550 - 2,550 Intangible assets 166,000 - 166,000 Property, plant and equipment 52,870 - 52,870 Total assets 306,755 - 306,755 Accounts payable 25,945 - 25,945 Accrued liabilities 21,016 - 21,016 Long-term debt including current maturities 2,287 - 2,287 Other accrued items 3,993 1,501 5,494 Deferred income taxes, net 64,495 (966 ) 63,529 Net identifiable assets 189,019 (535 ) 188,484 Goodwill 102,902 535 103,437 Purchase price $ 291,921 $ - $ 291,921 |
Schedule of Acquisition of Intangible Assets | In connection with the acquisition, we identified and valued the following identifiable intangible assets: (in thousands) Useful Life Category Amount (Years) Customer relationships $ 90,800 14-17 Trade names 62,200 Indefinite Technology 13,000 15-16 Total acquired identifiable intangible assets $ 166,000 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
May 31, 2020 | |
Schedule of Fair Value of Derivative Instruments | The following table summarizes the fair value of our derivative financial instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2020 Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (in thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ - Accounts payable $ 4,294 Other assets 79 Other liabilities 479 Totals $ 79 $ 4,773 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ - Accounts payable $ 3,826 Other assets 96 Other liabilities 178 96 4,004 Foreign currency exchange contracts Receivables 6 Accounts payable - Totals $ 102 $ 4,004 Total derivative financial instruments $ 181 $ 8,777 The following table summarizes the fair value of our derivative financial instruments and the respective line in which they were recorded in the consolidated balance sheet at May 31, 2019 Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (in thousands) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 5 Accounts payable $ 8,383 Other assets - Other liabilities 201 Totals $ 5 $ 8,584 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 2,347 Accounts payable $ 3,568 Other assets 62 Other liabilities 66 2,409 3,634 Foreign currency exchange contracts Receivables - Accounts payable 20 Totals $ 2,409 $ 3,654 Total derivative financial instruments $ 2,414 $ 12,238 |
Schedule of Summary of Derivative Hedges | The following table summarizes our economic (non-designated) derivative financial instruments outstanding at May 31, 2020: Notional (in thousands) Amount Maturity Date(s) Commodity contracts $ 33,351 June 2020 - December 2021 Foreign currency exchange contracts 3,762 June 2020 |
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 AOCI into earnings for derivative financial instruments designated as cash flow hedges during fiscal 2020 and fiscal 2019: Location of Gain (Loss) Loss Gain (Loss) Reclassified Recognized Reclassified from AOCI from AOCI (in thousands) in OCI into Net Earnings into Net Earnings For the fiscal year ended May 31, 2020: Interest rate contracts $ (326 ) Interest expense $ 391 Commodity contracts (9,171 ) Cost of goods sold (12,208 ) Foreign currency exchange contracts - Miscellaneous income, net (19 ) Totals $ (9,497 ) $ (11,836 ) For the fiscal year ended May 31, 2019: Interest rate contracts $ - Interest expense $ (162 ) Commodity contracts (12,637 ) Cost of goods sold 3,752 Totals $ (12,637 ) $ 3,590 |
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 fiscal 2020 and fiscal 2019: Loss Recognized in Earnings Fiscal Year Ended Location of Loss May 31, (in thousands) Recognized in Earnings 2020 2019 Commodity contracts Cost of goods sold $ (8,555 ) $ (5,114 ) Foreign currency exchange contracts Miscellaneous income, net (9 ) (3,604 ) Total $ (8,564 ) $ (8,718 ) |
Cash Flow Hedges | |
Schedule of Summary of Derivative Hedges | The following table summarizes our cash flow hedges outstanding at May 31, 2020: Notional (in thousands) Amount Maturity Date Commodity contracts $ 58,953 June 2020 - December 2021 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
May 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | At May 31, 2020 Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 181 $ - $ 181 Total assets $ - $ 181 $ - $ 181 Liabilities Derivative financial instruments (1) $ - $ 8,777 $ - $ 8,777 Total liabilities $ - $ 8,777 $ - $ 8,777 At May 31, 201 9 , our financial assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 2,414 $ - $ 2,414 Total assets $ - $ 2,414 $ - $ 2,414 Liabilities Derivative financial instruments (1) $ - $ 12,238 $ - $ 12,238 Total liabilities $ - $ 12,238 $ - $ 12,238 (1) The fair value of our derivative financial instruments was 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 “ ” for additional information regarding our use of derivative financial instruments |
Assets Measured at Fair Value on Non-Recurring Basis | At May 31, 2020, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Investment in unconsolidated affiliate (1) $ - $ - $ 13,623 $ 13,623 Long-lived assets held for sale (2) - 4,084 - 4,084 Long-lived assets held and used (3) - 6,477 2,800 9,277 Total assets $ - $ 10,561 $ 16,423 $ 26,984 (1) On November 1, 2019, in connection with the contribution of substantially all of the net assets of the Engineered Cabs business to the newly-formed Cabs joint venture, we obtained a 20% minority ownership interest. In accordance with the applicable accounting guidance, our minority ownership interest in the Cabs joint venture was recorded at its acquisition date fair value of $13,623,000 . During the first quarter of fiscal 2020, we determined our 10% minority ownership interest in our Nisshin joint venture was fully impaired based on the estimated recoverability of the related assets. (2) During the third quarter of fiscal 2020, the Company’s consolidated joint venture, WSP committed to plans to sell its Canton, Michigan facility and some of the production equipment at that facility. In accordance with the applicable accounting guidance, certain production equipment was recorded at the lower of net book value or fair market value less costs to sell. The book value of the WSP production equipment exceeded the estimated fair value of $700,000, resulting in an impairment charge of $1,274,000. During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, fixed assets consisting of land and a building were written down to their estimated fair market value of $3,384,000. (3) During the fourth quarter of 2020, in connection with the annual indefinite lived assets impairment test, certain European tradenames were written down to their estimated fair market value of $2,800,000. During the fourth quarter of fiscal 2020, the Company identified an impairment indicator related to the TWB Hermosillo facility operating lease due to the economic impact of COVID-19. As a result, the lease ROU asset with a net book value of $565,000 was deemed fully impaired and written off. In May 2020, the Company committed to a plan to shut down the packaging solutions business in Greensburg, Indiana. As a result, long-lived assets with a carrying value of $2,810,000 were written down to their estimated fair market value of $266,000. During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, customer list intangible assets were determined to be fully impaired and written off. In addition, the remaining fixed assets at Wooster, Ohio were written down to their estimated fair market value of $6,211,000. During the third quarter of fiscal 2020, the Company identified an impairment indicator for our oil & gas equipment business and performed an interim impairment test of the reporting unit. In accordance with the applicable accounting guidance, the book value of the corresponding goodwill was written off, resulting in an impairment charge of $22,097,000. During the first quarter of fiscal 2020, the Company identified an impairment indicator for the fabricated products business in Stow, Ohio within the former Engineered Cabs operating segment. As a result, fixed assets with a net book value of $1,469,000 and lease ROU assets with a net book value of $3,938,000 were deemed to be fully impaired and written off. At May 31, 2019, our assets measured at fair value on a non-recurring basis were categorized as follows: Quoted Significant Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (in thousands) (Level 1) (Level 2) (Level 3) Totals Assets Investment in unconsolidated affiliate (1) $ - $ 3,700 $ - $ 3,700 Long-lived assets held for sale (2) - 1,238 - 1,238 Long-lived assets held and used (3) - 7,000 - 7,000 Total assets $ - $ 11,938 $ - $ 11,938 (1) During the fourth quarter of fiscal 2019, we determined our 10% minority ownership interest in our Nisshin joint venture was other than temporarily impaired due to current and projected operating losses. As a result, the investment had been written down to its estimated fair market value of $3,700,000, resulting in an impairment charge of $4,017,000 within equity income of unconsolidated affiliates. (2) During the first quarter of fiscal 2019, changes in facts and circumstances related to the planned sale of our cryogenics business in Turkey, Worthington Aritas, resulted in our lowering the estimate of fair market value less cost to sell to $7,000,000, generating an impairment charge of $2,381,000 (3) During the fourth quarter of fiscal 2019, in connection with the closure of the CNG fuel systems facility in Salt Lake City, Utah, long-lived assets consisting primarily of technology-related intangible assets and fixed assets were written down to their estimated fair value of $238,000, resulting in an impairment charge of $2,167,000. During the fourth quarter of fiscal 2019, certain long-lived assets at our consolidated joint venture, WSP, were written down to their estimated fair market value of $1,000,000, resulting in an impairment charge of $3,269,000 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
May 31, 2020 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense for fiscal 2020 were as follows: (in thousands) Operating lease expense $ 12,454 Financing lease expense: Amortization of leased assets 451 Interest on lease liabilities 61 Total financing lease expense 512 Short-term lease expense 599 Variable lease expense 2,580 Total lease expense $ 16,145 |
Other Information Related to Company' s Leases | Other information related to the Company’s leases, as of and for the twelve-month period ended May 31, 2020, is provided below: (dollars in thousands) Operating Leases Financing Leases Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows $ 11,531 $ 61 Financing cash flows $ - $ 361 ROU assets obtained in exchange for lease liabilities $ 4,954 $ 15,217 Weighted-average remaining lease term (in years) 5.24 31.38 Weighted-average discount rate 2.89 % 3.68 % |
Schedule of Future Minimum Lease Payments for Non-Cancelable Leases | Future minimum lease payments for non-cancelable leases having an initial or remaining term in excess of one year at May 31, 2020, were as follows: (in thousands) Operating Leases Financing Leases 2021 $ 11,814 $ 537 2022 9,542 527 2023 6,890 399 2024 4,009 167 2025 2,828 171 Thereafter 5,035 5,649 Total 40,118 7,450 Less: imputed interest (3,504 ) (3,263 ) Present value of lease liabilities $ 36,614 $ 4,187 As previously disclosed in our Annual Report on Form 10-K for fiscal 2019, under the prior applicable accounting guidance, future minimum lease payments for non-cancelable operating leases having an initial or remaining term in excess of one year at May 31, 2019, were as follows: (in thousands) Year 1 $ 10,774 Year 2 8,398 Year 3 5,428 Year 4 4,054 Year 5 2,098 Thereafter 2,637 Total $ 33,389 |
Quarterly Results of Operatio_2
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
May 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Unaudited Quarterly Consolidated Results of Operations | The following table summarizes the unaudited quarterly consolidated results of operations for fiscal 2020 and fiscal 2019: (in thousands, except per share) Three Months Ended Fiscal 2020 August 31 November 30 February 29 May 31 Net sales $ 855,859 $ 827,637 $ 763,996 $ 611,627 Gross margin 117,291 120,611 115,545 89,890 Impairment of goodwill and long-lived assets (1) 40,601 - 34,627 7,462 Net earnings (loss) (2,455 ) 56,922 18,888 11,089 Net earnings (loss) attributable to controlling interest (4,776 ) 52,086 15,311 16,175 Basic earnings (loss) per share - controlling interest $ (0.09 ) $ 0.95 $ 0.28 $ 0.30 Diluted earnings (loss) per share - controlling interest $ (0.09 ) $ 0.93 $ 0.27 $ 0.29 Fiscal 2019 August 31 November 30 February 28 May 31 Net sales $ 988,107 $ 958,226 $ 874,381 $ 938,842 Gross margin 142,997 120,934 90,021 126,003 Impairment of long-lived assets (1) 2,381 - - 5,436 Net earnings 56,958 37,792 29,548 38,975 Net earnings attributable to controlling interest 54,942 34,002 26,773 37,738 Basic earnings per share - controlling interest $ 0.94 $ 0.59 $ 0.47 $ 0.68 Diluted earnings per share - controlling interest $ 0.91 $ 0.57 $ 0.46 $ 0.66 (1) For additional information regarding the Company’s impairment activity, refer to “Note D – Goodwill and Other Long-Lived Assets.” |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | Nov. 01, 2019USD ($) | May 23, 2018USD ($) | Nov. 30, 2019USD ($) | Feb. 29, 2020USD ($) | Aug. 31, 2019USD ($) | May 31, 2020USD ($)JointVentureFacilitySegmentCustomer | May 31, 2019USD ($) | May 31, 2018USD ($) | Dec. 31, 2019 |
Significant Accounting Policies [Line Items] | |||||||||
Number of joint ventures | JointVenture | 9 | ||||||||
Purchase of noncontrolling interest and its carrying value | $ (1,913,000) | ||||||||
Impairment of long-lived assets | $ 4,679,000 | ||||||||
Derivative financial instruments, credit losses | $ 0 | ||||||||
Number of manufacturing facilities operated | Facility | 26 | ||||||||
Number of reportable segments | Segment | 2 | ||||||||
Allowance for doubtful accounts increase (decrease) | $ (371,000) | ||||||||
Receivables, allowances | 1,521,000 | $ 1,150,000 | |||||||
Depreciation Expenses | 79,368,000 | 80,316,000 | 83,680,000 | ||||||
Advertising Expenses | $ 17,603,000 | $ 15,574,000 | $ 15,236,000 | ||||||
Maximum | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Period allowed for payment of dues to customers | 60 days | ||||||||
Maximum | Building and Building Improvements | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Property, plant and equipment, estimated useful life | 40 years | ||||||||
Maximum | Machinery and Equipment | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Property, plant and equipment, estimated useful life | 20 years | ||||||||
Minimum [Member] | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Period allowed for payment of dues to customers | 30 days | ||||||||
Minimum [Member] | Building and Building Improvements | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Property, plant and equipment, estimated useful life | 10 years | ||||||||
Minimum [Member] | Machinery and Equipment | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Property, plant and equipment, estimated useful life | 3 years | ||||||||
Largest Customer | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Number of customers | Customer | 10 | ||||||||
Sales Revenue, Net | Product Concentration Risk | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Concentration risk percentage | 32.00% | 38.00% | 37.00% | ||||||
Sales Revenue, Net | Foreign Operations | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Concentration risk percentage | 7.00% | 5.00% | 9.00% | ||||||
Sales Revenue, Net | Customer Concentration Risk | Largest Customer | Maximum | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Concentration risk percentage | 10.00% | ||||||||
Sales Revenue, Net | Customer Concentration Risk | Ten Largest Customers | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Concentration risk percentage | 30.00% | ||||||||
Net Earnings | Foreign Operations | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Concentration risk percentage | 2.00% | 6.00% | 6.00% | ||||||
Net Assets, Geographic Area | Foreign Operations | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Concentration risk percentage | 13.00% | 13.00% | |||||||
Workforce Subject to Collective Bargaining Arrangements | Labor Force Concentration Risk [Member] | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Concentration risk percentage | 9.00% | ||||||||
Engineered Cabs | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Impairment of long-lived assets | $ 35,194,000 | ||||||||
Cabs Joint Venture | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Percent of ownership interest held in unconsolidated affiliates | 20.00% | 20.00% | |||||||
Net gain on deconsolidation | $ 258,000 | $ 50,000 | |||||||
Additional Paid-in Capital | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Purchase of noncontrolling interest and its carrying value | $ 924,000 | ||||||||
Joint Venture Transactions | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Number of joint ventures | JointVenture | 4 | ||||||||
Number of manufacturing facilities operated | Facility | 48 | ||||||||
Spartan | Joint Venture Transactions | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Percent of controlling interest by the Company | 52.00% | ||||||||
TWB | Joint Venture Transactions | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Percent of controlling interest by the Company | 55.00% | ||||||||
Samuel | Joint Venture Transactions | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Percent of controlling interest by the Company | 63.00% | ||||||||
Worthington Specialty Processing | Joint Venture Transactions | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Percent of controlling interest by the Company | 51.00% | ||||||||
Worthington Aritas | Additional Paid-in Capital | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Purchase of noncontrolling interest and its carrying value | $ 924,000 | ||||||||
Samuel Joint Venture | Miscellaneous Income | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Gain in pre-tax earnings | $ 6,055,000 | ||||||||
Samuel Joint Venture | Joint Venture Transactions | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Percent of controlling interest by the Company | 31.25% | ||||||||
Additional ownership interest acquired in joint venture | 31.75% | ||||||||
Percent of ownership interest held in unconsolidated affiliates | 63.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Consideration Received, Consideration Transferred and Resulting Net Gain on Deconsolidation (Detail) - Cabs Joint Venture - USD ($) | Nov. 01, 2019 | Nov. 30, 2019 |
Schedule Of Equity Method Investments [Line Items] | ||
Retained investment (at fair value) | $ 13,831,000 | |
Contributed net assets (at carrying value) | 13,394,000 | |
Gain on deconsolidation | 437,000 | |
Less: deal costs | (179,000) | |
Net gain on deconsolidation | $ 258,000 | $ 50,000 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Accounting Policies [Abstract] | |||
Interest paid, net of amount capitalized | $ 32,994 | $ 38,807 | $ 34,839 |
Income taxes paid, net of refunds | $ 25,076 | $ 38,848 | $ 44,819 |
Revenue Recognition - Cumulativ
Revenue Recognition - Cumulative Effect of Adopting New Revenue Recognition Guidance on Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | Jun. 01, 2018 | May 31, 2018 |
ASSETS | ||||
Receivables | $ 341,038 | $ 501,944 | $ 572,689 | |
Total inventories | 405,101 | 484,280 | 454,027 | |
Prepaid expenses and other current assets | 68,538 | 69,508 | 60,134 | |
LIABILITIES AND EQUITY | ||||
Deferred income taxes, net | 71,942 | 74,102 | 60,188 | |
Retained earnings | 572,262 | 591,533 | 637,757 | |
Noncontrolling interests | $ 145,612 | $ 117,148 | $ 117,606 | |
Accounting Standards Update 2014-09 | ||||
ASSETS | ||||
Receivables | $ 577,395 | |||
Total inventories | 450,575 | |||
Prepaid expenses and other current assets | 61,078 | |||
LIABILITIES AND EQUITY | ||||
Deferred income taxes, net | 60,642 | |||
Retained earnings | 638,931 | |||
Noncontrolling interests | 118,176 | |||
Accounting Standards Update 2014-09 | Cumulative Effect of Topic 606 Adoption | ||||
ASSETS | ||||
Receivables | 4,706 | |||
Total inventories | (3,452) | |||
Prepaid expenses and other current assets | 944 | |||
LIABILITIES AND EQUITY | ||||
Deferred income taxes, net | 454 | |||
Retained earnings | 1,174 | |||
Noncontrolling interests | $ 570 |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Product Class and Timing (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2020 | May 31, 2019 | |
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 3,059,119 | $ 3,759,556 |
Over time revenue | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 230,472 | 202,221 |
Steel Processing | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 1,859,670 | 2,435,818 |
Pressure Cylinders | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 1,148,424 | 1,207,798 |
Other | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 51,025 | 115,940 |
Direct | Steel Processing | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 1,729,972 | 2,308,756 |
Toll | Steel Processing | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 129,698 | 127,062 |
Toll | Steel Processing | Over time revenue | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 129,698 | 127,062 |
Industrial products | Pressure Cylinders | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 550,543 | 627,053 |
Consumer products | Pressure Cylinders | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 485,990 | 470,447 |
Oil & gas equipment | Pressure Cylinders | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 111,891 | 110,298 |
Engineered Cabs | Other | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 50,954 | 115,902 |
Other | Other | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 71 | 38 |
Certain oil & gas contracts | Pressure Cylinders | Over time revenue | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 100,774 | $ 75,159 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Unbilled Receivables and Contract Assets (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Receivables | ||
Unbilled Receivables And Contract Assets [Line Items] | ||
Unbilled receivables | $ 5,552 | $ 5,366 |
Prepaid Expenses and Other Current Assets | ||
Unbilled Receivables And Contract Assets [Line Items] | ||
Contract assets | $ 4,127 | $ 8,792 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Adjustments on Consolidated Financial Statements (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
May 31, 2020 | Feb. 29, 2020 | Nov. 30, 2019 | Aug. 31, 2019 | May 31, 2019 | Feb. 28, 2019 | Nov. 30, 2018 | Aug. 31, 2018 | May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Consolidated Statement of Earnings | ||||||||||||
Net sales | $ 611,627 | $ 763,996 | $ 827,637 | $ 855,859 | $ 938,842 | $ 874,381 | $ 958,226 | $ 988,107 | $ 3,059,119 | $ 3,759,556 | $ 3,581,620 | |
Cost of goods sold | 2,615,782 | 3,279,601 | 3,018,763 | |||||||||
Income tax expense | 26,342 | 43,183 | 8,220 | |||||||||
Net earnings | 11,089 | 18,888 | 56,922 | (2,455) | 38,975 | 29,548 | 37,792 | 56,958 | 84,444 | 163,273 | 200,850 | |
Net earnings attributable to noncontrolling interests | [1] | 5,648 | 9,818 | 6,056 | ||||||||
Net earnings attributable to controlling interest | $ 16,175 | $ 15,311 | $ 52,086 | $ (4,776) | $ 37,738 | $ 26,773 | $ 34,002 | $ 54,942 | $ 78,796 | 153,455 | $ 194,794 | |
Accounting Standards Update 2014-09 | ||||||||||||
Consolidated Statement of Earnings | ||||||||||||
Net sales | 3,759,556 | |||||||||||
Cost of goods sold | 3,279,601 | |||||||||||
Income tax expense | 43,183 | |||||||||||
Net earnings | 163,273 | |||||||||||
Net earnings attributable to noncontrolling interests | 9,818 | |||||||||||
Net earnings attributable to controlling interest | 153,455 | |||||||||||
Accounting Standards Update 2014-09 | Cumulative Effect of Topic 606 Adoption | ||||||||||||
Consolidated Statement of Earnings | ||||||||||||
Net sales | (6,608) | |||||||||||
Cost of goods sold | (5,253) | |||||||||||
Income tax expense | (319) | |||||||||||
Net earnings | (1,036) | |||||||||||
Net earnings attributable to noncontrolling interests | 16 | |||||||||||
Net earnings attributable to controlling interest | (1,052) | |||||||||||
Accounting Standards Update 2014-09 | Calculated under Revenue Guidance in Effect before Topic 606 | ||||||||||||
Consolidated Statement of Earnings | ||||||||||||
Net sales | 3,752,948 | |||||||||||
Cost of goods sold | 3,274,348 | |||||||||||
Income tax expense | 42,864 | |||||||||||
Net earnings | 162,237 | |||||||||||
Net earnings attributable to noncontrolling interests | 9,834 | |||||||||||
Net earnings attributable to controlling interest | $ 152,403 | |||||||||||
[1] | Net earnings attributable to noncontrolling interests are not taxable to Worthington. |
Investments in Unconsolidated_3
Investments in Unconsolidated Affiliates - Additional Information (Detail) $ in Thousands | Dec. 19, 2019 | Nov. 01, 2019USD ($) | Sep. 30, 2019USD ($) | May 31, 2020USD ($)Entity | May 31, 2020USD ($)Entity | Feb. 29, 2020USD ($) | [1] | Aug. 31, 2019USD ($) | May 31, 2019USD ($) | Aug. 31, 2018USD ($) | [1] | May 31, 2020USD ($)Entity | May 31, 2019USD ($) | May 31, 2018USD ($) | Dec. 31, 2019 | Nov. 30, 2019USD ($) | |||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Investments in unconsolidated affiliates | $ 203,329 | $ 203,329 | $ 214,930 | $ 203,329 | $ 214,930 | ||||||||||||||
Impairment charge | 7,462 | [1] | $ 34,627 | $ 40,601 | [1] | 5,436 | [1] | $ 2,381 | 82,690 | 7,817 | $ 61,208 | ||||||||
Estimated fair value of investments | 2,800 | 2,800 | 2,800 | ||||||||||||||||
Distributions from unconsolidated affiliates | 122,953 | 161,079 | $ 89,787 | ||||||||||||||||
Distributions in excess of investment in unconsolidated affiliate | $ 103,837 | $ 103,837 | 121,948 | 103,837 | 121,948 | ||||||||||||||
Proceeds from sale of equity method investments | $ 2,950 | ||||||||||||||||||
Number of largest unconsolidated affiliates | Entity | 4 | 4 | 4 | ||||||||||||||||
Consolidated retained earnings undistributed earnings net of tax | $ 39,995 | $ 39,995 | 46,838 | $ 39,995 | 46,838 | ||||||||||||||
Samuel Joint Venture | Joint Venture Transactions | |||||||||||||||||||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 63.00% | 63.00% | 63.00% | ||||||||||||||||
Additional ownership interest acquired in joint venture | 31.75% | ||||||||||||||||||
WAVE | |||||||||||||||||||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 50.00% | 50.00% | 50.00% | ||||||||||||||||
Distributions in excess of investment in unconsolidated affiliate | $ 103,837 | $ 103,837 | 121,948 | $ 103,837 | 121,948 | ||||||||||||||
Pre-tax gain realized on deconsolidation of net-assets | $ 46,238 | ||||||||||||||||||
Pre-tax gain realized from the transaction | $ 23,119 | ||||||||||||||||||
Proceeds from sale of equity method investments | $ 10,000 | $ 5,900 | |||||||||||||||||
ArtiFlex | |||||||||||||||||||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 50.00% | 50.00% | 50.00% | ||||||||||||||||
Investments in unconsolidated affiliates | $ 54,566 | ||||||||||||||||||
ClarkDietrich | |||||||||||||||||||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 25.00% | 25.00% | 25.00% | ||||||||||||||||
Cabs Joint Venture | |||||||||||||||||||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 20.00% | 20.00% | 20.00% | 20.00% | |||||||||||||||
Pre-tax gain realized on deconsolidation of net-assets | $ 437 | ||||||||||||||||||
Serviacero Worthington | |||||||||||||||||||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 50.00% | 50.00% | 50.00% | ||||||||||||||||
Nisshin | |||||||||||||||||||
Investments In And Advances To Affiliates [Line Items] | |||||||||||||||||||
Impairment charge | $ 4,236 | 4,017 | |||||||||||||||||
Estimated fair value of investments | $ 3,700 | $ 3,700 | |||||||||||||||||
Ownership interest in unconsolidated affiliates agreed to be transferred | 10.00% | ||||||||||||||||||
[1] | For additional information regarding the Company’s impairment activity, refer to “Note D – Goodwill and Other Long-Lived Assets.” |
Investments in Unconsolidated_4
Investments in Unconsolidated Affiliates - Schedule of Combined Financial Information for Unconsolidated Affiliates (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Equity Method Investments And Joint Ventures [Abstract] | ||
Cash | $ 68,730 | $ 37,471 |
Other current assets | 528,631 | 594,959 |
Current assets for discontinued operations | 35,793 | |
Noncurrent assets | 399,731 | 360,925 |
Total assets | 997,092 | 1,029,148 |
Current liabilities | 174,709 | 236,781 |
Current liabilities for discontinued operations | 9,610 | |
Short-term borrowings | 500 | 15,162 |
Current maturities of long-term debt | 37,542 | 33,003 |
Long-term debt | 346,690 | 321,791 |
Other noncurrent liabilities | 73,656 | 18,192 |
Equity | 363,995 | 394,609 |
Total liabilities and equity | $ 997,092 | $ 1,029,148 |
Investments in Unconsolidated_5
Investments in Unconsolidated Affiliates - Financial Results of Four Largest Unconsolidated Affiliates (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | $ 1,819,996 | $ 1,857,811 | $ 1,692,019 | |
Gross margin (loss) | 376,930 | 341,278 | 343,281 | |
Operating income (loss) | 223,521 | 221,549 | 222,893 | |
Depreciation and amortization | 30,519 | 26,483 | 25,365 | |
Interest expense | 13,992 | 13,395 | 10,209 | |
Income tax expense (benefit) | 3,453 | 7,877 | 5,468 | |
Net earnings (loss) | 259,450 | 209,232 | 206,976 | |
WAVE | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 368,820 | 379,103 | 360,395 | |
Gross margin (loss) | 208,040 | 205,909 | 201,581 | |
Operating income (loss) | 166,404 | 166,969 | 158,697 | |
Depreciation and amortization | 4,032 | 3,634 | 3,318 | |
Interest expense | 11,061 | 10,547 | 8,365 | |
Income tax expense (benefit) | 216 | 219 | 119 | |
Net earnings (loss) | [1] | 202,451 | 162,849 | 152,329 |
ClarkDietrich | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 855,994 | 892,758 | 790,887 | |
Gross margin (loss) | 131,619 | 93,947 | 97,437 | |
Operating income (loss) | 66,952 | 33,384 | 39,153 | |
Depreciation and amortization | 11,869 | 11,600 | 11,864 | |
Interest expense | 378 | 912 | 114 | |
Net earnings (loss) | 68,899 | 34,560 | 39,138 | |
Serviacero Worthington | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 273,276 | 351,671 | 315,098 | |
Gross margin (loss) | 15,739 | 34,494 | 32,396 | |
Operating income (loss) | 7,513 | 25,636 | 24,232 | |
Depreciation and amortization | 4,324 | 4,319 | 3,919 | |
Interest expense | 87 | 493 | 397 | |
Income tax expense (benefit) | 3,267 | 7,629 | 5,141 | |
Net earnings (loss) | 2,573 | 16,155 | 17,577 | |
ArtiFlex | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 175,428 | 201,526 | 197,061 | |
Gross margin (loss) | 14,212 | 12,928 | 18,266 | |
Operating income (loss) | 6,248 | 5,524 | 11,395 | |
Depreciation and amortization | 5,605 | 6,055 | 5,515 | |
Interest expense | 801 | 1,443 | 1,333 | |
Income tax expense (benefit) | (15) | 29 | 208 | |
Net earnings (loss) | 5,461 | 4,051 | 9,854 | |
Other [Member] | ||||
Investments In And Advances To Affiliates [Line Items] | ||||
Net sales | 146,478 | 32,753 | 28,578 | |
Gross margin (loss) | 7,320 | (6,000) | (6,399) | |
Operating income (loss) | (23,596) | (9,964) | (10,584) | |
Depreciation and amortization | 4,689 | 875 | 749 | |
Interest expense | 1,665 | |||
Income tax expense (benefit) | (15) | |||
Net earnings (loss) | $ (19,934) | $ (8,383) | $ (11,922) | |
[1] | These net earnings include net income attributable to discontinued operations of $49,770,000, $6,830,000, and $2,226,000 in fiscal 2020, fiscal 2019, and fiscal 2018, respectively, related to the international operations of WAVE being sold . All other amounts presented in the table above exclude the activity of the discontinued operations of WAVE . |
Investments in Unconsolidated_6
Investments in Unconsolidated Affiliates - Financial Results of Four Largest Unconsolidated Affiliates (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
WAVE | Discontinued Operations Held for Sale | |||
Investments In And Advances To Affiliates [Line Items] | |||
Net income attributable to discontinued operations | $ 49,770 | $ 6,830 | $ 2,226 |
Goodwill and Other Long-Lived_3
Goodwill and Other Long-Lived Assets - Summary of Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Feb. 29, 2020 | May 31, 2019 | May 31, 2018 | May 31, 2020 | |||
Goodwill [Line Items] | ||||||
Goodwill, gross | $ 510,800 | $ 521,376 | $ 519,724 | |||
Impairment losses | (176,193) | (176,193) | (198,290) | |||
Goodwill, net | 334,607 | 345,183 | 321,434 | |||
Acquisitions and purchase accounting adjustments | [1] | 11,744 | 777 | |||
Divestitures | [2] | (2,511) | (7,260) | |||
Translation adjustments | (309) | (4,093) | ||||
Goodwill, period increase (decrease) | (13,173) | (10,576) | ||||
Impairment losses | $ (22,097) | (22,097) | [3] | |||
Steel Processing | ||||||
Goodwill [Line Items] | ||||||
Goodwill, gross | 7,899 | 7,899 | 19,695 | |||
Goodwill, net | 7,899 | 7,899 | 19,695 | |||
Acquisitions and purchase accounting adjustments | [1] | 11,796 | ||||
Goodwill, period increase (decrease) | 11,796 | |||||
Pressure Cylinders | ||||||
Goodwill [Line Items] | ||||||
Goodwill, gross | 330,723 | 341,299 | 327,851 | |||
Impairment losses | (4,015) | (4,015) | (26,112) | |||
Goodwill, net | 326,708 | 337,284 | 301,739 | |||
Acquisitions and purchase accounting adjustments | [1] | (52) | 777 | |||
Divestitures | [2] | (2,511) | (7,260) | |||
Translation adjustments | (309) | (4,093) | ||||
Goodwill, period increase (decrease) | (24,969) | (10,576) | ||||
Impairment losses | [3] | (22,097) | ||||
Other | ||||||
Goodwill [Line Items] | ||||||
Goodwill, gross | 172,178 | 172,178 | 172,178 | |||
Impairment losses | $ (172,178) | $ (172,178) | $ (172,178) | |||
[1] | For additional information regarding the Company’s acquisitions, refer to “Note P – Acquisitions.” | |||||
[2] | Fiscal 2020 divestitures included the sale of the cryogenics business in Turkey. | |||||
[3] | Fiscal 2020 impairment losses included $22,097,000 of goodwill impairment related to the oil & gas equipment reporting unit. |
Goodwill and Other Long-Lived_4
Goodwill and Other Long-Lived Assets - Summary of Changes in Carrying Amount of Goodwill (Detail) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Feb. 29, 2020 | May 31, 2020 | May 31, 2019 | [1] | |
Goodwill [Line Items] | ||||
Impairment losses | $ 22,097 | $ 22,097 | ||
Oil and Gas Equipment | ||||
Goodwill [Line Items] | ||||
Impairment losses | $ 22,097,000 | |||
[1] | Fiscal 2020 impairment losses included $22,097,000 of goodwill impairment related to the oil & gas equipment reporting unit. |
Goodwill and Other Long-Lived_5
Goodwill and Other Long-Lived Assets - Additional Information (Detail) - USD ($) | Feb. 12, 2020 | Aug. 31, 2020 | May 31, 2020 | Feb. 29, 2020 | Aug. 31, 2019 | May 31, 2019 | Aug. 31, 2018 | May 31, 2018 | Nov. 30, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 | Jun. 01, 2019 | |||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Amortization expense | $ 12,870,000 | $ 15,286,000 | $ 19,679,000 | |||||||||||||||||
Fair market value of assets | $ 2,800,000 | 2,800,000 | ||||||||||||||||||
Impairment of goodwill and long-lived assets | 7,462,000 | [1] | $ 34,627,000 | [1] | $ 40,601,000 | [1] | $ 5,436,000 | [1] | $ 2,381,000 | [1] | 82,690,000 | 7,817,000 | 61,208,000 | |||||||
Impairment of ROU assets | 565,000 | 4,843,000 | ||||||||||||||||||
Impairment of long-lived assets | 4,679,000 | |||||||||||||||||||
Fixed asset net book value | $ 14,274,000 | |||||||||||||||||||
Intangible assets with net book value | $ 6,577,000 | |||||||||||||||||||
Impairment of goodwill | 22,097,000 | 22,097,000 | [2] | |||||||||||||||||
Operating lease assets | 31,557,000 | 31,557,000 | $ 42,200,000 | |||||||||||||||||
WEI Reporting Unit | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | $ 7,325,000 | |||||||||||||||||||
Worthington Aritas | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | 2,381,000 | $ 42,422,000 | ||||||||||||||||||
Impairment of long-lived assets | 19,621,000 | |||||||||||||||||||
Impairment of intangible assets | 11,549,000 | |||||||||||||||||||
Impairment of other assets | 11,252,000 | |||||||||||||||||||
Fair Value, Measurements, Nonrecurring | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 26,984,000 | 11,938,000 | 26,984,000 | 11,938,000 | ||||||||||||||||
Fair Value, Measurements, Nonrecurring | Worthington Aritas | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 7,000,000 | $ 7,000,000 | 9,000,000 | 9,000,000 | ||||||||||||||||
Impairment of goodwill and long-lived assets | 2,381,000 | |||||||||||||||||||
Fair Value, Measurements, Nonrecurring | Fair Value Inputs Level2 | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 10,561,000 | 11,938,000 | 10,561,000 | 11,938,000 | ||||||||||||||||
TWB Hermosillo | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of ROU assets | 565,000 | |||||||||||||||||||
Packing Solutions Business | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | 2,544,000 | |||||||||||||||||||
Canton | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | 3,269,000 | |||||||||||||||||||
Canton | Fair Value Inputs Level2 | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 700,000 | |||||||||||||||||||
Engineered Cabs | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of ROU assets | $ 905,000 | |||||||||||||||||||
Impairment of long-lived assets | $ 35,194,000 | |||||||||||||||||||
Fixed asset net book value | 1,469,000 | |||||||||||||||||||
Operating lease assets | 3,938,000 | |||||||||||||||||||
CNG Fuel Systems | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | 2,167,000 | |||||||||||||||||||
Long Lived Assets Held And Used | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 9,277,000 | [3],[4],[5],[6],[7],[8] | 7,000,000 | [9] | 9,277,000 | [3],[4],[5],[6],[7],[8] | 7,000,000 | [9] | ||||||||||||
Long Lived Assets Held And Used | Fair Value, Measurements, Nonrecurring | Fair Value Inputs Level2 | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 6,477,000 | [3],[4],[5],[6],[7],[8] | 7,000,000 | [9] | 6,477,000 | [3],[4],[5],[6],[7],[8] | 7,000,000 | [9] | ||||||||||||
Long Lived Assets Held And Used | Packing Solutions Business | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 266,000 | 266,000 | ||||||||||||||||||
Carrying value long-lived assets | 2,810,000 | 2,810,000 | ||||||||||||||||||
Long Lived Assets Held And Used | Packing Solutions Business | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 266,000 | 266,000 | ||||||||||||||||||
Carrying value long-lived assets | 2,810,000 | 2,810,000 | ||||||||||||||||||
Long Lived Assets Held And Used | Canton | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Carrying value long-lived assets | 4,269,000 | |||||||||||||||||||
Long Lived Assets Held And Used | Canton | Fair Value Inputs Level2 | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 7,813,000 | 7,813,000 | ||||||||||||||||||
Impairment of long-lived assets | $ 1,274,000 | |||||||||||||||||||
Long Lived Assets Held And Used | Canton | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 1,000,000 | 1,000,000 | ||||||||||||||||||
Long Lived Assets Held And Used | Engineered Cabs | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | 12,860,000 | |||||||||||||||||||
Impairment of long-lived assets | $ 35,194,000 | |||||||||||||||||||
Long Lived Assets Held And Used | CNG Fuel Systems | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Carrying value long-lived assets | 2,405,000 | 2,405,000 | ||||||||||||||||||
Long Lived Assets Held And Used | CNG Fuel Systems | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | $ 238,000 | $ 238,000 | ||||||||||||||||||
Pressure Cylinders | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | 3,800,000 | |||||||||||||||||||
Pressure Cylinders | Long Lived Assets Held And Used | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | $ 6,600,000 | $ 6,600,000 | ||||||||||||||||||
Oil And Gas Equipment | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | 10,497,000 | |||||||||||||||||||
Impairment of long-lived assets | 2,633,000 | |||||||||||||||||||
Impairment of goodwill | 4,015,000 | |||||||||||||||||||
Impairment of intangible assets | 3,849,000 | |||||||||||||||||||
Oil And Gas Equipment | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Fair market value of assets | $ 21,000,000 | $ 21,000,000 | ||||||||||||||||||
Land | Bremen, Ohio | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Impairment of goodwill and long-lived assets | $ 964,000 | |||||||||||||||||||
Minimum [Member] | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Definite-lived intangible assets, estimated useful lives | 1 year | |||||||||||||||||||
Maximum | ||||||||||||||||||||
Goodwill And Other Intangible Assets [Line Items] | ||||||||||||||||||||
Definite-lived intangible assets, estimated useful lives | 20 years | |||||||||||||||||||
[1] | For additional information regarding the Company’s impairment activity, refer to “Note D – Goodwill and Other Long-Lived Assets.” | |||||||||||||||||||
[2] | Fiscal 2020 impairment losses included $22,097,000 of goodwill impairment related to the oil & gas equipment reporting unit. | |||||||||||||||||||
[3] | During the fourth quarter of fiscal 2020, the Company identified an impairment indicator related to the TWB Hermosillo facility operating lease due to the economic impact of COVID-19. As a result, the lease ROU asset with a net book value of $565,000 was deemed fully impaired and written off. | |||||||||||||||||||
[4] | During the third quarter of fiscal 2020, the Company identified an impairment indicator for our oil & gas equipment business and performed an interim impairment test of the reporting unit. In accordance with the applicable accounting guidance, the book value of the corresponding goodwill was written off, resulting in an impairment charge of $22,097,000. | |||||||||||||||||||
[5] | In May 2020, the Company committed to a plan to shut down the packaging solutions business in Greensburg, Indiana. As a result, long-lived assets with a carrying value of $2,810,000 were written down to their estimated fair market value of $266,000. | |||||||||||||||||||
[6] | During the fourth quarter of 2020, in connection with the annual indefinite lived assets impairment test, certain European tradenames were written down to their estimated fair market value of $2,800,000. | |||||||||||||||||||
[7] | During the first quarter of fiscal 2020, the Company identified an impairment indicator for the fabricated products business in Stow, Ohio within the former Engineered Cabs operating segment. As a result, fixed assets with a net book value of $1,469,000 and lease ROU assets with a net book value of $3,938,000 were deemed to be fully impaired and written off. | |||||||||||||||||||
[8] | During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, customer list intangible assets were determined to be fully impaired and written off. In addition, the remaining fixed assets at Wooster, Ohio were written down to their estimated fair market value of $6,211,000. | |||||||||||||||||||
[9] | During the fourth quarter of fiscal 2019, in connection with the closure of the CNG fuel systems facility in Salt Lake City, Utah, long-lived assets consisting primarily of technology-related intangible assets and fixed assets were written down to their estimated fair value of $238,000, resulting in an impairment charge of $2,167,000. During the fourth quarter of fiscal 2019, certain long-lived assets at our consolidated joint venture, WSP, were written down to their estimated fair market value of $1,000,000, resulting in an impairment charge of $3,269,000 |
Goodwill and Other Long-Lived_6
Goodwill and Other Long-Lived Assets - Summary of Other Intangible Assets by Class (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Other Intangible Assets [Line Items] | ||
Indefinite-lived intangibles assets, Cost | $ 72,101 | $ 74,801 |
Definite-lived intangibles assets, Cost | 205,088 | 209,017 |
Total intangible assets, Cost | 277,189 | 283,818 |
Definite-lived intangible assets, Accumulated Amortization | 92,774 | 87,759 |
Trademarks | ||
Other Intangible Assets [Line Items] | ||
Indefinite-lived intangibles assets, Cost | 72,101 | 74,801 |
Customer relationships | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 170,887 | 174,150 |
Definite-lived intangible assets, Accumulated Amortization | 73,207 | 69,258 |
Non-compete agreements | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 8,001 | 8,656 |
Definite-lived intangible assets, Accumulated Amortization | 8,001 | 8,509 |
Technology / know-how | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 22,484 | 22,495 |
Definite-lived intangible assets, Accumulated Amortization | 7,850 | 6,276 |
Other | ||
Other Intangible Assets [Line Items] | ||
Definite-lived intangibles assets, Cost | 3,716 | 3,716 |
Definite-lived intangible assets, Accumulated Amortization | $ 3,716 | $ 3,716 |
Goodwill and Other Long-Lived_7
Goodwill and Other Long-Lived Assets - Estimated Amortization Expense (Detail) $ in Thousands | May 31, 2020USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2021 | $ 11,975 |
2022 | 10,345 |
2023 | 9,742 |
2024 | 9,742 |
2025 | $ 8,913 |
Restructuring and Other Expen_3
Restructuring and Other Expense (Income), Net - Schedule of Progression of Liabilities Associated with Restructuring Activities, Combined with Reconciliation to Restructuring and Other Income, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | $ 776 | $ 1,116 | |
Expense (income) | 9,925 | 2,402 | |
Payments | (3,975) | (2,440) | |
Adjustments | (34) | (302) | |
Ending Balance | 6,692 | 776 | $ 1,116 |
Net (gain) loss on sale of assets | 123 | (13,420) | |
Restructuring and other expense (income), net | 10,048 | (11,018) | (7,421) |
Early Retirement And Severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 774 | 1,116 | |
Expense (income) | 9,096 | 1,899 | |
Payments | (3,245) | (2,127) | |
Adjustments | (89) | (114) | |
Ending Balance | 6,536 | 774 | $ 1,116 |
Facility Exit And Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Beginning Balance | 2 | ||
Expense (income) | 829 | 503 | |
Payments | (730) | (313) | |
Adjustments | 55 | (188) | |
Ending Balance | $ 156 | $ 2 |
Restructuring and Other Expen_4
Restructuring and Other Expense (Income), Net - Additional Information (Detail) | Nov. 01, 2019USD ($) | Feb. 29, 2020USD ($) | Nov. 30, 2019USD ($) | May 31, 2020USD ($) | May 31, 2020USD ($) | May 31, 2020USD ($) | May 31, 2019USD ($)Facility | May 31, 2018USD ($) |
Restructuring Cost and Reserve [Line Items] | ||||||||
Net gain (loss) on disposal of assets | $ (123,000) | $ 13,420,000 | ||||||
Gain on sale of assets | 5,057,000 | 7,059,000 | $ 10,522,000 | |||||
Covid19 | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance expense | $ 2,175,000 | |||||||
Oil & gas equipment | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Facility exit costs | $ 522,000 | |||||||
Severance expense | $ 2,313,000 | |||||||
Facility Exit And Other Costs | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Facility exit costs | 103,000 | |||||||
Other Restructuring | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Facility exit costs | 204,000 | |||||||
Severance expense | 203,000 | |||||||
Cabs Joint Venture | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Net gain on deconsolidation | $ 258,000 | $ 50,000 | ||||||
Net gain on adjustment | 208,000 | |||||||
TWB joint venture | MX | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance expense | $ 620,000 | |||||||
WSP Joint Venture | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance expense | $ 450,000 | |||||||
Cryogenics | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Net proceeds from sale of business | 8,295,000 | |||||||
Net gain (loss) on disposal of assets | (481,000) | |||||||
Engineered Cabs | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Gain on sale of assets | 100,000 | |||||||
Steel Processing | Covid19 | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance expense | 2,296,000 | |||||||
Steel Processing | Other Restructuring | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Facility exit costs | 53,000 | 10,000 | ||||||
Other | Covid19 | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance expense | 873,000 | |||||||
Worthington Steel | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance expense | $ 166,000 | |||||||
Pressure Cylinders | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Net proceeds from sale of business | 27,577,000 | |||||||
Net gain (loss) on disposal of assets | 11,458,000 | |||||||
Severance expense | 89,000 | |||||||
Pressure Cylinders | AMTROL | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Facility exit costs | 513,000 | |||||||
Severance expense | 1,086,000 | |||||||
Pressure Cylinders | Oil & gas equipment | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Net proceeds from sale of business | 20,256,000 | |||||||
Net gain (loss) on disposal of assets | $ 1,962,000 | |||||||
Number of facilities sold | Facility | 2 | |||||||
Pressure Cylinders | Other Restructuring | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Facility exit costs | $ 151,000 | |||||||
Severance expense | $ 205,000 | |||||||
CNG Fuel Systems | North America | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Severance expense | $ 519,000 |
Contingent Liabilities and Co_3
Contingent Liabilities and Commitments - Additional Informattion (Detail) - Tank Replacement Costs - USD ($) $ in Thousands | 3 Months Ended | |
Feb. 29, 2020 | Feb. 28, 2019 | |
Loss Contingencies [Line Items] | ||
Best estimated probable costs charge to costs of goods sold | $ 13,000 | |
Freight [Member] | ||
Loss Contingencies [Line Items] | ||
Freight adjustment | $ 2,265 |
Contingent Liabilities and Co_4
Contingent Liabilities and Commitments - Summary of Progression of Liabilities (Detail) - Tank Replacement Costs $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Loss Contingencies [Line Items] | |
Beginning balance | $ 8,500 |
Expense | 0 |
Payments | (1,271) |
Adjustments | (2,265) |
Ending balance | $ 4,964 |
Guarantees - Additional Informa
Guarantees - Additional Information (Detail) | 12 Months Ended |
May 31, 2020USD ($) | |
Stand-by Letters of Credit | |
Guarantor Obligations [Line Items] | |
Letter of credit amount outstanding | $ 15,300,000 |
Drawn amount of letter of credit outstanding | 0 |
Operating Lease of Aircraft | |
Guarantor Obligations [Line Items] | |
Maximum potential obligation | $ 6,418,000 |
Debt and Receivables Securiti_3
Debt and Receivables Securitization - Summary of Long-term Debt and Short-term Borrowings Outstanding (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Debt Instrument [Line Items] | ||
Debt | $ 703,060 | |
Total debt | 703,060 | $ 753,100 |
Unamortized discount and debt issuance costs | (3,395) | (3,801) |
Total debt, net | 699,665 | 749,299 |
Less: current maturities and short-term borrowings | 149 | 150,943 |
Total long-term debt | 699,516 | 598,356 |
1.56% Senior Notes due August 23, 2029 | ||
Debt Instrument [Line Items] | ||
Senior notes | 33,311 | |
1.56% Senior Notes due August 23, 2031 | ||
Debt Instrument [Line Items] | ||
Senior notes | 7,439 | |
1.90% Senior Notes due August 23, 2031 | ||
Debt Instrument [Line Items] | ||
Senior notes | 25,872 | |
1.90% Senior Notes due August 23, 2034 | ||
Debt Instrument [Line Items] | ||
Senior notes | 35,199 | |
4.30% Senior Notes due August 1, 2032 | ||
Debt Instrument [Line Items] | ||
Senior notes | 200,000 | 200,000 |
4.55% Senior Notes due April 15, 2026 | ||
Debt Instrument [Line Items] | ||
Senior notes | 250,000 | 250,000 |
4.60% Senior Notes due August 10, 2024 | ||
Debt Instrument [Line Items] | ||
Senior notes | 150,000 | 150,000 |
Other Debt | ||
Debt Instrument [Line Items] | ||
Debt | $ 1,239 | 3,100 |
6.50% Senior Notes due April 15, 2020 | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 150,000 |
Debt and Receivables Securiti_4
Debt and Receivables Securitization - Summary of Long-term Debt and Short-term Borrowings Outstanding (Parenthetical) (Detail) | Aug. 10, 2012 | May 31, 2020 | May 31, 2019 | Jul. 28, 2017 | Apr. 15, 2014 |
1.56% Senior Notes due August 23, 2029 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 1.56% | 1.56% | |||
Debt, maturity date | Aug. 23, 2029 | Aug. 23, 2029 | |||
4.30% Senior Notes due August 1, 2032 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 4.30% | 4.30% | 4.30% | ||
Debt, maturity date | Aug. 1, 2032 | Aug. 1, 2032 | |||
1.56% Senior Notes due August 23, 2031 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 1.56% | 1.56% | |||
Debt, maturity date | Aug. 23, 2031 | Aug. 23, 2031 | |||
4.55% Senior Notes due April 15, 2026 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 4.55% | 4.55% | 4.55% | ||
Debt, maturity date | Apr. 15, 2026 | Apr. 15, 2026 | |||
1.90% Senior Notes due August 23, 2031 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 1.90% | 1.90% | |||
Debt, maturity date | Aug. 23, 2031 | Aug. 23, 2031 | |||
4.60% Senior Notes due August 10, 2024 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 4.60% | 4.60% | 4.60% | ||
Debt, maturity date | Aug. 10, 2024 | Aug. 10, 2024 | Aug. 10, 2024 | ||
1.90% Senior Notes due August 23, 2034 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 1.90% | 1.90% | |||
Debt, maturity date | Aug. 23, 2034 | Aug. 23, 2034 | |||
6.50% Senior Notes due April 15, 2020 | |||||
Debt Instrument [Line Items] | |||||
Debt, interest rate | 6.50% | 6.50% | |||
Debt, maturity date | Apr. 15, 2020 | Apr. 15, 2020 |
Debt and Receivables Securiti_5
Debt and Receivables Securitization - Maturities on Long-term Debt (Detail) $ in Thousands | May 31, 2020USD ($) |
Debt Disclosure [Abstract] | |
2021 | $ 0 |
2022 | 298 |
2023 | 298 |
2024 | 298 |
2025 | 298 |
Thereafter | 701,868 |
Total | $ 703,060 |
Debt and Receivables Securiti_6
Debt and Receivables Securitization - Additional Information (Detail) € in Thousands | Jan. 13, 2020USD ($) | Aug. 30, 2019USD ($) | Aug. 23, 2019EUR (€) | Feb. 16, 2018USD ($) | Apr. 15, 2014USD ($) | Aug. 10, 2012USD ($) | Jun. 30, 2017USD ($) | May 31, 2020USD ($) | May 31, 2019USD ($) | May 31, 2018USD ($) | Jan. 12, 2020USD ($) | Aug. 23, 2019USD ($)subsidiarie | Aug. 23, 2019EUR (€)subsidiarie | Jul. 28, 2017USD ($) |
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Number of European subsidiaries | subsidiarie | 2 | 2 | ||||||||||||
Debt Issuance Costs, Net | $ 134,000 | |||||||||||||
Unamortized portion of debt issuance costs | $ 126,000 | |||||||||||||
Loss on extinguishment of debt | $ 4,034,000 | 4,034,000 | ||||||||||||
Maximum undivided ownership interests WRC may sell without recourse on revolving basis | 10,000,000 | |||||||||||||
Remaining borrowing capacity | 499,750,000 | |||||||||||||
Unsecured Revolving Credit Facility | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Maximum borrowing capacity | 500,000,000 | |||||||||||||
Debt maturity period | 3 years | |||||||||||||
Maturity date | 2023-02 | |||||||||||||
Borrowings outstanding | $ 0 | |||||||||||||
Debt issuance costs | $ 805,000 | |||||||||||||
Unsecured Revolving Credit Facility | Maximum | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Debt maturity period | 1 year | |||||||||||||
Stand-by Letters of Credit | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Letter of credit amount outstanding | $ 15,300,000 | |||||||||||||
Drawn amount of letter of credit outstanding | 0 | |||||||||||||
Letter of Credit | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Letter of credit amount outstanding | $ 250,000 | |||||||||||||
Securities Sold under Agreements to Repurchase | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Maximum borrowing capacity | $ 10,000,000 | $ 50,000,000 | ||||||||||||
Debt maturity period | 1 year | |||||||||||||
Number of days past due trade accounts receivables are ineligible for securitization | 90 days | |||||||||||||
Borrowings outstanding | $ 0 | |||||||||||||
Facility fee | $ 132,000 | $ 202,000 | $ 383,000 | |||||||||||
Securities Sold under Agreements to Repurchase | AR Facility | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Maturity date | 2021-01 | |||||||||||||
4.30% Senior Notes due August 1, 2032 | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Principal amount | $ 200,000,000 | |||||||||||||
Debt, interest rate | 4.30% | 4.30% | 4.30% | |||||||||||
Debt, maturity date | Aug. 1, 2032 | Aug. 1, 2032 | ||||||||||||
Unamortized portion of debt issuance costs | $ 1,717,000 | $ 1,857,000 | ||||||||||||
Price of debt instrument sold to the public as a percentage of principal amount | 99.901% | |||||||||||||
Yield to maturity | 4.309% | |||||||||||||
Unamortized debt discount | $ 161,000 | $ 174,000 | $ 198,000 | |||||||||||
Debt issuance cost | $ 2,116,000 | |||||||||||||
4.30% Senior Notes due August 1, 2032 | Interest Rate Swap | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Notional Amount | $ 150,000,000 | |||||||||||||
Gain (Loss) Reclassified from Accumulated OCI (Effective Portion) | $ 3,098,000 | |||||||||||||
4.55% Senior Notes due April 15, 2026 | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Principal amount | $ 250,000,000 | |||||||||||||
Debt, interest rate | 4.55% | 4.55% | 4.55% | |||||||||||
Debt, maturity date | Apr. 15, 2026 | Apr. 15, 2026 | ||||||||||||
Unamortized portion of debt issuance costs | $ 1,108,000 | $ 1,297,000 | ||||||||||||
Price of debt instrument sold to the public as a percentage of principal amount | 99.789% | |||||||||||||
Yield to maturity | 4.573% | |||||||||||||
Unamortized debt discount | $ 528,000 | $ 256,000 | $ 300,000 | |||||||||||
Debt issuance cost | 2,279,000 | |||||||||||||
Settlement of hedge interest | $ (3,081,000) | |||||||||||||
4.60% Senior Notes due August 10, 2024 | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Principal amount | $ 150,000,000 | |||||||||||||
Debt, interest rate | 4.60% | 4.60% | 4.60% | |||||||||||
Debt, maturity date | Aug. 10, 2024 | Aug. 10, 2024 | Aug. 10, 2024 | |||||||||||
Unamortized portion of debt issuance costs | $ 28,000 | $ 35,000 | ||||||||||||
Debt issuance cost | $ 80,000 | |||||||||||||
Senior Notes Series A 1.56% | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Principal amount | € | € 36,700 | |||||||||||||
Debt, interest rate | 1.56% | 1.56% | ||||||||||||
Debt, maturity date | Aug. 23, 2031 | |||||||||||||
Debt to be repaid | € | € 30,000 | |||||||||||||
Debt instrument payments date | Aug. 23, 2029 | |||||||||||||
Remaining debt to repaid | € | € 6,700 | |||||||||||||
Senior Notes Series B | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Principal amount | € | € 55,000 | |||||||||||||
Debt, interest rate | 1.90% | 1.90% | ||||||||||||
Debt, maturity date | Aug. 23, 2034 | |||||||||||||
Debt to be repaid | € | € 23,300 | |||||||||||||
Debt instrument payments date | Aug. 23, 2031 | |||||||||||||
Remaining debt to repaid | € | € 31,700 | |||||||||||||
6.50% Senior Notes due April 15, 2020 | ||||||||||||||
Debt And Receivables Securitization [Line Items] | ||||||||||||||
Debt, interest rate | 6.50% | |||||||||||||
Debt, maturity date | Apr. 15, 2020 | |||||||||||||
Principal amount of debt redeemed | $ 150,000,000 |
Comprehensive Income (Loss) - S
Comprehensive Income (Loss) - Summary of Tax Effects on Each Component of Other Comprehensive Income (Loss) (Detail) - USD ($) | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Components Of Other Comprehensive Income Loss [Abstract] | |||
Foreign currency translation, before tax | $ 10,480,000 | $ (14,772,000) | $ 12,744,000 |
Foreign currency translation, tax | 17,000 | ||
Foreign currency translation, net of tax | 10,497,000 | (14,772,000) | 12,744,000 |
Pension liability adjustment, before tax | (5,395,000) | (2,203,000) | 1,875,000 |
Pension liability adjustment, tax | 1,365,000 | 418,000 | (309,000) |
Pension liability adjustment, net of tax | (4,030,000) | (1,785,000) | 1,566,000 |
Cash flow hedges, before tax | 2,339,000 | (16,227,000) | 1,351,000 |
Cash flow hedges, tax | (559,000) | 3,780,000 | (392,000) |
Cash flow hedges, net of tax | 1,780,000 | (12,447,000) | 959,000 |
Other comprehensive income (loss), before tax | 7,424,000 | (33,202,000) | 15,970,000 |
Other comprehensive income (loss), tax | 823,000 | 4,198,000 | (701,000) |
Other comprehensive income (loss) | $ 8,247,000 | $ (29,004,000) | $ 15,269,000 |
Comprehensive Income (Loss) - C
Comprehensive Income (Loss) - Components of Changes in Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | $ 948,394 | $ 1,036,375 | $ 1,073,929 | |
Other comprehensive income (loss) before reclassifications | (4,965) | (30,693) | ||
Reclassification adjustments to income | [1] | 12,389 | (2,389) | |
Income tax effect | 823 | 4,198 | (701) | |
Balance | 966,433 | 948,394 | 1,036,375 | |
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (19,639) | (4,987) | ||
Other comprehensive income (loss) before reclassifications | 10,480 | (14,652) | ||
Income tax effect | 17 | |||
Balance | (9,142) | (19,639) | (4,987) | |
Pension Liability Adjustment | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (17,856) | (16,071) | ||
Other comprehensive income (loss) before reclassifications | (5,948) | (3,404) | ||
Reclassification adjustments to income | [1] | 553 | 1,201 | |
Income tax effect | 1,365 | 418 | ||
Balance | (21,886) | (17,856) | (16,071) | |
Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (5,969) | 6,478 | ||
Other comprehensive income (loss) before reclassifications | (9,497) | (12,637) | ||
Reclassification adjustments to income | [1] | 11,836 | (3,590) | |
Income tax effect | (559) | 3,780 | ||
Balance | (4,189) | (5,969) | 6,478 | |
Accumulated Other Comprehensive Loss, Net of Tax | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance | (43,464) | (14,580) | (27,775) | |
Other comprehensive income (loss) before reclassifications | (4,965) | |||
Balance | $ (35,217) | $ (43,464) | $ (14,580) | |
[1] | The statement of earnings classification of amounts reclassified to income for cash flow hedges is disclosed in “Note Q – Derivative Financial Instruments and Hedging Activities.” |
Comprehensive Income (Loss) - A
Comprehensive Income (Loss) - Additional Information (Detail) $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Other Comprehensive Income Loss Net Of Tax Period Increase Decrease [Abstract] | |
Gains in accumulated other comprehensive income, estimate of time of transfer | 12 months |
Loss in accumulated other comprehensive income expected to be reclassified into net earnings | $ 4,781 |
Loss in accumulated other comprehensive income expected to be reclassified into net earnings, tax | $ 1,430 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
May 31, 2020 | May 31, 2019 | May 31, 2018 | Mar. 20, 2019 | Sep. 27, 2017 | |
Class of Stock [Line Items] | |||||
Stock repurchase program additional number of shares authorized to be repurchased | 6,600,000 | ||||
Common Stock remaining shares authorized for repurchase | 7,700,000 | ||||
Repurchase of common shares | $ 50,972 | $ 168,113 | $ 204,267 | ||
Repurchases and retirement of common shares (in shares) | 1,300,000 | 4,100,000 | 4,375,000 | ||
Deferred compensation obligation credited to common share option | $ 547 | $ 680 | $ 1,218 | ||
Maximum | Stock repurchase on September 27, 2017 | |||||
Class of Stock [Line Items] | |||||
Common Stock shares authorized for repurchase | 6,828,855 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Sep. 28, 2018 | Sep. 28, 2018 | Jun. 24, 2014 | May 31, 2020 | May 31, 2019 | May 31, 2018 | May 31, 2016 | Sep. 26, 2018 | May 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Common stock authorized for issuance | 3,900,578 | ||||||||
Pre-tax stock-based compensation expense | $ 11,883 | $ 11,733 | $ 13,758 | ||||||
Stock based compensation expense, after tax | 9,150 | 9,034 | 9,482 | ||||||
Unrecognized compensation cost | $ 17,400 | ||||||||
Unrecognized compensation cost related to non-vested awards, expense period | 3 years | ||||||||
Unrecognized compensation cost | $ 261 | ||||||||
Non-Qualified Stock Options | |||||||||
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% | ||||||||
Stock options expiration period | 10 years | ||||||||
Pre-tax stock-based compensation expense | $ 1,029 | 1,199 | 1,203 | ||||||
Total intrinsic value of stock options exercised | 2,445 | ||||||||
Cash received from the exercise of stock options | 708 | ||||||||
Tax benefit realized from share-based payment awards | $ 1,287 | ||||||||
Non-Qualified Stock Options | First Anniversary | Issued Before June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 20.00% | ||||||||
Non-Qualified Stock Options | First Anniversary | Issued On or After June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 33.00% | ||||||||
Non-Qualified Stock Options | Second Anniversary | Issued Before June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 20.00% | ||||||||
Non-Qualified Stock Options | Second Anniversary | Issued On or After June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 33.00% | ||||||||
Non-Qualified Stock Options | Third Anniversary | Issued Before June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 20.00% | ||||||||
Non-Qualified Stock Options | Third Anniversary | Issued On or After June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 33.00% | ||||||||
Non-Qualified Stock Options | Fourth Anniversary | Issued Before June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 20.00% | ||||||||
Non-Qualified Stock Options | Fifth Anniversary | Issued Before June 30, 2011 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock options vesting percentage | 20.00% | ||||||||
Non-Qualified Stock Options | 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% | ||||||||
Service-Based Restricted Common Shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Pre-tax stock-based compensation expense | $ 9,258 | $ 14,692 | $ 7,605 | ||||||
Pre-tax stock-based compensation, period of recognition | 3 years | ||||||||
Restricted common shares, granted | 247,000 | 339,000 | 176,000 | ||||||
Restricted common shares, fair value per share | $ 37.50 | $ 43.35 | $ 47.88 | ||||||
Restricted common shares, outstanding | 643,000 | 811,000 | 796,000 | 865,000 | |||||
Market-Based Restricted Common Shares | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Pre-tax stock-based compensation, period of recognition | 5 years | 5 years | |||||||
Restricted common shares, granted | 225,000 | 50,000 | |||||||
Common share awards vesting, minimum price per share | $ 65 | $ 60 | |||||||
Common share awards vesting, minimum consecutive days at stated price | 90 days | 30 days | |||||||
Restricted common shares, fair value per share | $ 23.38 | $ 32.06 | |||||||
Unrecognized compensation cost | $ 5,261 | $ 5,261 | $ 1,603 | ||||||
Restricted common shares, outstanding | 25,000 | ||||||||
Restricted common shares, cancelled | 25,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Non-qualified Stock Options Granted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 101 | 96 | 90 |
Weighted average exercise price, per share | $ 38.91 | $ 42.86 | $ 47.76 |
Weighted average grant date fair value, per share | $ 10.21 | $ 12.54 | $ 14.99 |
Stock-based compensation | $ 11,883 | $ 11,733 | $ 13,758 |
Non-Qualified Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 1,029 | $ 1,199 | $ 1,203 |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions To Value Stock Options (Detail) - Non-Qualified Stock Options | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 2.42% | 2.02% | 1.81% |
Expected volatility | 33.10% | 33.09% | 36.65% |
Risk-free interest rate | 1.86% | 2.79% | 1.98% |
Expected life (years) | 6 years | 6 years | 6 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Stock Options | |||
Outstanding, beginning of year | 1,555 | 2,019 | 2,307 |
Granted | 101 | 96 | 90 |
Exercised | (303) | (506) | (371) |
Forfeited | (1) | (54) | (7) |
Outstanding, end of year | 1,352 | 1,555 | 2,019 |
Exercisable at end of year | 1,167 | 1,397 | 1,800 |
Weighted Average Exercise Price | |||
Outstanding, beginning of year | $ 24.01 | $ 22.26 | $ 20.99 |
Granted | 38.91 | 42.86 | 47.76 |
Exercised | 13.99 | 18.45 | 20.37 |
Forfeited | 43.04 | 44.31 | 33.02 |
Outstanding, end of year | 27.34 | 24.01 | 22.26 |
Exercisable at end of year | $ 25.34 | $ 21.96 | $ 20.03 |
Weighted Average Remaining Contractual Life (in years) | |||
Outstanding | 3 years 2 months 15 days | 3 years 1 month 24 days | 3 years 7 months 2 days |
Exercisable | 2 years 5 months 8 days | 2 years 7 months 13 days | 3 years 21 days |
Aggregate intrinsic value | |||
Outstanding | $ 8,846 | $ 18,728 | $ 51,858 |
Exercisable | $ 8,846 | $ 18,728 | $ 50,673 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Non-Vested Stock Option Awards (Detail) - $ / shares shares in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Number of Stock Options | |||
Non-vested, beginning of year | 158 | ||
Granted | 101 | 96 | 90 |
Vested | (73) | ||
Forfeited | (1) | ||
Non-vested, end of year | 185 | 158 | |
Weighted Average Grant Date Fair Value Per Share | |||
Non-vested, beginning of year | $ 12.26 | ||
Granted | 10.21 | ||
Vested | 12.42 | ||
Forfeited | 15.98 | ||
Non-vested, end of year | $ 11.06 | $ 12.26 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Service-Based Restricted Common Shares Granted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 11,883 | $ 11,733 | $ 13,758 |
Service-Based Restricted Common Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 247 | 339 | 176 |
Weighted average grant date fair value, per share | $ 37.50 | $ 43.35 | $ 47.88 |
Stock-based compensation | $ 9,258 | $ 14,692 | $ 7,605 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Activity for Service-Based Restricted Common Shares (Detail) - Service-Based Restricted Common Shares - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Restricted Common Shares | |||
Outstanding, beginning of year | 811 | 796 | 865 |
Granted | 247 | 339 | 176 |
Vested | (395) | (229) | (205) |
Forfeited | (20) | (95) | (40) |
Outstanding, end of year | 643 | 811 | 796 |
Weighted Average Grant Date Fair Value | |||
Outstanding, beginning of year | $ 43.25 | $ 40.80 | $ 39.49 |
Granted | 37.50 | 43.35 | 47.88 |
Vested | 42 | 34.63 | 40.96 |
Forfeited | 44.10 | 43.83 | 41.58 |
Outstanding, end of year | $ 41.79 | $ 43.25 | $ 40.80 |
Weighted Average Remaining Contractual Life (in years) | |||
Weighted average remaining contractual life of outstanding restricted common shares (in years) | 1 year 6 months 18 days | 1 year 2 months 15 days | 1 year 2 months 15 days |
Aggregate intrinsic value | |||
Aggregate intrinsic value of outstanding restricted common shares | $ 19,230 | $ 27,681 | $ 38,160 |
Aggregate intrinsic value of restricted common shares vested during the year | $ 15,322 | $ 10,388 | $ 10,330 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Assumptions Used to Determine Grant Date Fair Value of Market Based Restricted Common Shares (Detail) - Market-Based Restricted Common Shares | Sep. 28, 2018 | Jun. 24, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 2.16% | 1.60% |
Expected volatility | 33.60% | 44.00% |
Risk-free interest rate | 2.96% | 1.70% |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance Shares Granted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
May 31, 2020 | May 31, 2019 | May 31, 2018 | Sep. 26, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Pre-tax stock-based compensation | $ 261 | |||
Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted | 55 | 43 | 54 | |
Weighted average grant date fair value, per share | $ 38.91 | $ 42.91 | $ 50.61 | |
Pre-tax stock-based compensation | $ 2,159 | $ 1,854 | $ 2,748 |
Employee Pension Plans - Additi
Employee Pension Plans - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
May 31, 2020USD ($)DefinedBenefitPlan | May 31, 2019USD ($) | May 31, 2018USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |||
Estimated net loss | $ 775 | ||
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 defined benefit plan’s liability growth rate; and (iii) to include a diversified asset allocation of domestic and international equities and fixed income investments. | ||
Employer contribution to defined benifit plan in fiscal 2021 | $ 142 | ||
Number of planned contributions in fiscal 2021 | DefinedBenefitPlan | 11 | ||
Expected employer contribution to defined benefit plan during fiscal 2021 | $ 1,558 | ||
Net periodic pension costs | $ 52 | $ 53 | $ 141 |
Discount rate | 3.57% | 4.02% | 3.94% |
Austrian Pressure Cylinders | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Accrued liability of unfunded plans included in other liabilities | $ 6,863 | $ 7,009 | |
Net periodic pension costs | $ 494 | $ 925 | $ 601 |
Assumed salary rate increase | 2.75% | 2.75% | 2.75% |
Discount rate | 1.65% | 1.40% | 1.80% |
Employee Pension Plans - Compon
Employee Pension Plans - Components of Net Periodic Pension Cost for the Defined Benefit Plan and Defined Contribution Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |||
Interest cost | $ 1,352 | $ 1,503 | $ 1,522 |
Return on plan assets | (1,928) | (532) | (1,361) |
Net amortization and deferral | 628 | (918) | (20) |
Net periodic pension cost on defined benefit plan | 52 | 53 | 141 |
Settlement cost | 760 | ||
Defined contribution plans | 16,495 | 16,308 | 14,972 |
Total retirement plan cost | $ 16,547 | $ 17,121 | $ 15,113 |
Employee Pension Plans - Actuar
Employee Pension Plans - Actuarial Assumptions Used for Defined Benefit Plan (Detail) | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
To determine benefit obligation: | |||
Discount rate | 2.65% | 3.57% | 4.02% |
To determine net periodic pension cost: | |||
Discount rate | 3.57% | 4.02% | 3.94% |
Expected long-term rate of return | 7.00% | 7.00% | 7.00% |
Employee Pension Plans - Reconc
Employee Pension Plans - Reconciliation of Changes in Projected Benefit Obligation and Fair Value of Plan Assets and Funded Status of Gerstenslager Plan (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Change in benefit obligation | |||
Benefit obligation, beginning of year | $ 38,519 | $ 38,010 | |
Interest cost | 1,352 | 1,503 | $ 1,522 |
Actuarial loss | 7,671 | 1,868 | |
Benefits paid | (1,375) | (1,201) | |
Settlements | (1,661) | ||
Benefits obligation, end of year | 46,167 | 38,519 | 38,010 |
Change in plan assets | |||
Fair value, beginning of year | 26,258 | 27,212 | |
Return on plan assets | 1,928 | 532 | 1,361 |
Company contributions | 1,699 | 1,376 | |
Benefits paid | (1,375) | (1,201) | |
Settlements | (1,661) | ||
Fair value, end of year | 28,510 | 26,258 | $ 27,212 |
Funded status | (17,657) | (12,261) | |
Amounts recognized in accumulated other comprehensive loss consist of: | |||
Net loss | 25,413 | 18,370 | |
Other Liabilities | |||
Amounts recognized in the consolidated balance sheets consist of: | |||
Amounts recognized in the consolidated balance sheets | (17,657) | (12,261) | |
Amounts recognized in accumulated other comprehensive loss consist of: | |||
Total | (17,657) | (12,261) | |
Accumulated Other Comprehensive Loss | |||
Amounts recognized in the consolidated balance sheets consist of: | |||
Amounts recognized in the consolidated balance sheets | 25,413 | 18,370 | |
Amounts recognized in accumulated other comprehensive loss consist of: | |||
Total | $ 25,413 | $ 18,370 |
Employee Pension Plans - Other
Employee Pension Plans - Other Changes in Plan Assets And Benefit Obligations Recognized in OCI (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2020 | May 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Net loss | $ (7,596) | $ (3,227) |
Amortization of net loss | 553 | 441 |
Extraordinary charges | 759 | |
Total recognized in other comprehensive loss | (7,043) | (2,027) |
Total recognized in net periodic benefit cost and other comprehensive income | $ 7,095 | $ 2,839 |
Employee Pension Plans - Summar
Employee Pension Plans - Summary of Defined Benefit Plan's Assets Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | $ 28,510 | $ 26,258 | $ 27,212 |
Quoted Prices In Active Markets (Level 1) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 28,510 | 26,258 | |
Money Market Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 1,613 | 3,109 | |
Money Market Funds | Quoted Prices In Active Markets (Level 1) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 1,613 | 3,109 | |
Bond Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 12,619 | 11,865 | |
Bond Funds | Quoted Prices In Active Markets (Level 1) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 12,619 | 11,865 | |
Equity Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 11,885 | 11,284 | |
Equity Funds | Quoted Prices In Active Markets (Level 1) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 11,885 | $ 11,284 | |
Administrative Funds | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | 2,393 | ||
Administrative Funds | Quoted Prices In Active Markets (Level 1) | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit plan assets fair value | $ 2,393 |
Employee Pension Plans - Plan A
Employee Pension Plans - Plan Assets for Defined Benefit Plan (Detail) | May 31, 2020 | May 31, 2019 |
Asset category | ||
Weighted-average asset allocation | 100.00% | 100.00% |
Equity Securities | ||
Asset category | ||
Weighted-average asset allocation | 42.00% | 43.00% |
Debt Securities | ||
Asset category | ||
Weighted-average asset allocation | 44.00% | 45.00% |
Other securities | ||
Asset category | ||
Weighted-average asset allocation | 14.00% | 12.00% |
Employee Pension Plans - Estima
Employee Pension Plans - Estimated Future Benefits Expected to be Paid (Detail) $ in Thousands | May 31, 2020USD ($) |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
2021 | $ 1,404 |
2022 | 1,470 |
2023 | 1,516 |
2024 | 1,569 |
2025 | 1,635 |
2026-2030 | $ 9,740 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||
May 31, 2018 | Dec. 31, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Income Taxes [Line Items] | |||||
Federal statutory income tax rate | 21.00% | 35.00% | 21.00% | 21.00% | 29.20% |
Provisional income tax benefit related to re-measurement of deferred tax assets and liabilities | $ 38,200,000 | ||||
Provisional income tax expense related to repatriation tax | 6,900,000 | ||||
Tax benefits (expense) related to defined benefit pension liability credited to other comprehensive income | $ 1,365,000 | $ 418,000 | (309,000) | ||
Tax benefits (expenses) related to cash flow hedges credited to (deducted from) other comprehensive income | $ (559,000) | $ 3,780,000 | $ (392,000) | ||
Effective tax rates upon inclusion of net earnings attributable to noncontrolling interests | 23.80% | 20.90% | 3.90% | ||
Minimum likelihood of tax benefits being recognized upon ultimate settlement | 50.00% | ||||
Total unrecognized tax benefits | $ 2,638,000 | $ 1,718,000 | $ 1,621,000 | $ 2,638,000 | |
Unrecognized tax benefits if recognized would affect tax rate attributable to controlling interest | 1,357,000 | ||||
Interest and penalties related to unrecognized tax benefits | $ 271,000 | 68,000 | 287,000 | $ 271,000 | |
Valuation allowance for deferred tax assets | 11,178,000 | $ 14,619,000 | |||
State and Local Jurisdiction | |||||
Income Taxes [Line Items] | |||||
Net operating loss carry forwards | $ 10,494,000 | ||||
State and Local Jurisdiction | Latest Tax Year | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards, expiration date | May 31, 2040 | ||||
Non - United States | Earliest Tax Year | |||||
Income Taxes [Line Items] | |||||
Operating loss carryforwards, expiration date | May 31, 2020 | ||||
Settlement with Taxing Authority | |||||
Income Taxes [Line Items] | |||||
Liability for unrecognized tax benefit expected to be settled in the next 12 months | $ 167,000 |
Income Taxes - Earnings before
Income Taxes - Earnings before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Income Tax Disclosure [Abstract] | ||||
U.S. based operations | $ 99,493 | $ 173,200 | $ 177,088 | |
Non – U.S. based operations | 11,293 | 33,256 | 31,982 | |
Earnings before income taxes | 110,786 | 206,456 | 209,070 | |
Net earnings attributable to noncontrolling interests | [1] | 5,648 | 9,818 | 6,056 |
Earnings before income taxes attributable to controlling interest | $ 105,138 | $ 196,638 | $ 203,014 | |
[1] | Net earnings attributable to noncontrolling interests are not taxable to Worthington. |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Current | |||
Federal | $ 20,739 | $ 15,454 | $ 33,261 |
State and local | 1,713 | 2,309 | 3,292 |
Foreign | 5,199 | 7,985 | 9,904 |
Current Income Tax Expense (Benefit), Total | 27,651 | 25,748 | 46,457 |
Deferred | |||
Federal | (2,350) | 18,195 | (34,442) |
State and local | 732 | 1,621 | 388 |
Foreign | 309 | (2,381) | (4,183) |
Provision for (benefit from) deferred income taxes | (1,309) | 17,435 | (38,237) |
Income tax expense | $ 26,342 | $ 43,183 | $ 8,220 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Federal Statutory Corporate Income Tax Rate to Total Tax Provision (Detail) | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||
May 31, 2018 | Dec. 31, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Income Tax Disclosure [Abstract] | ||||||
Federal statutory income tax rate | 21.00% | 35.00% | 21.00% | 21.00% | 29.20% | |
State and local income taxes, net of federal tax benefit | 2.40% | 2.10% | 2.30% | |||
Non-U.S. income taxes at other than federal statutory rate | 3.10% | 0.20% | (1.40%) | |||
Qualified production activities deduction | (2.30%) | |||||
Impact of tax reform | [1] | (15.40%) | ||||
Worthington Aritas write down | (4.80%) | |||||
Excess benefit related to share-based payment awards | (1.20%) | (1.40%) | (2.00%) | |||
Nondeductible executive compensation | 1.10% | 0.60% | 0.30% | |||
AMTROL acquisition | (1.90%) | |||||
Other | (1.30%) | (0.50%) | ||||
Effective tax rate attributable to controlling interest | 25.10% | 22.00% | 4.00% | |||
[1] | Amount reflects the impact of the re-measurement of the Company’s deferred tax balances at the lower federal statutory corporate income tax rate, net of the mandatory deemed repatriation tax on unremitted foreign earnings. |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Income Tax Disclosure [Abstract] | |
Beginning Balance | $ 1,621 |
Decreases - tax positions taken in prior years | (83) |
Increases - tax positions taken in prior years | 1,419 |
Increases - current tax positions | 35 |
Settlements | (1,118) |
Lapse of statutes of limitations | (156) |
Ending Balance | $ 1,718 |
Income Taxes - Summary of Tax Y
Income Taxes - Summary of Tax Years Open to Examination by Major Tax Jurisdiction (Detail) | 12 Months Ended |
May 31, 2020 | |
State and Local Jurisdiction | |
Income Tax Examination [Line Items] | |
Open tax years | 2015 |
U.S. | United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2017 |
Federal Ministry of Finance, Austria | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2016 |
Canada Revenue Agency | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2017 |
Mexican Tax Authority | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2014 |
Portugal | Non - United States | |
Income Tax Examination [Line Items] | |
Open tax years | 2016 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Deferred tax assets | ||
Accounts receivable | $ 1,246 | $ 1,516 |
Inventories | 5,554 | 5,649 |
Accrued expenses | 21,214 | 21,195 |
Net operating loss carry forwards | 11,732 | 16,433 |
Stock-based compensation | 6,931 | 10,989 |
Derivative contracts | 1,920 | 2,054 |
Operating lease - ROU liability | 7,294 | |
Other | 3,549 | 316 |
Total deferred tax assets | 59,440 | 58,152 |
Valuation allowance for deferred tax assets | (11,178) | (14,619) |
Net deferred tax assets | 48,262 | 43,533 |
Deferred tax liabilities | ||
Property, plant and equipment | (95,553) | (91,732) |
Investment in affiliated companies, principally due to undistributed earnings | (15,884) | (23,035) |
Operating lease - ROU asset | (6,241) | |
Other | (2,526) | (2,868) |
Total deferred tax liability | (120,204) | (117,635) |
Net deferred tax liability | $ (71,942) | $ (74,102) |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 29, 2020 | Nov. 30, 2019 | Aug. 31, 2019 | May 31, 2019 | Feb. 28, 2019 | Nov. 30, 2018 | Aug. 31, 2018 | May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Numerator (basic & diluted): | |||||||||||
Net earnings attributable to controlling interest - income available to common shareholders | $ 16,175 | $ 15,311 | $ 52,086 | $ (4,776) | $ 37,738 | $ 26,773 | $ 34,002 | $ 54,942 | $ 78,796 | $ 153,455 | $ 194,794 |
Denominator: | |||||||||||
Denominator for basic earnings per share attributable to controlling interest-weighted average common shares | 54,958 | 57,196 | 60,923 | ||||||||
Effect of dilutive securities | 1,025 | 1,627 | 2,119 | ||||||||
Denominator for diluted earnings per share attributable to controlling interest-adjusted weighted average common shares | 55,983 | 58,823 | 63,042 | ||||||||
Basic earnings per share attributable to controlling interest | $ 0.30 | $ 0.28 | $ 0.95 | $ (0.09) | $ 0.68 | $ 0.47 | $ 0.59 | $ 0.94 | $ 1.43 | $ 2.68 | $ 3.20 |
Diluted earnings per share attributable to controlling interest | $ 0.29 | $ 0.27 | $ 0.93 | $ (0.09) | $ 0.66 | $ 0.46 | $ 0.57 | $ 0.91 | $ 1.41 | $ 2.61 | $ 3.09 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Earnings Per Share [Abstract] | |||
Shares excluded from computation of diluted earnings per share | 398,498 | 313,144 | 188,504 |
Segment Data - Additional Infor
Segment Data - Additional Information (Detail) | Mar. 31, 2018 | May 31, 2020JointVentureSegment | May 31, 2019 | May 31, 2018 |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | Segment | 2 | |||
Number of joint ventures | 9 | |||
Joint Venture Transactions | ||||
Segment Reporting Information [Line Items] | ||||
Number of joint ventures | 4 | |||
Sales Revenue, Net | Product Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 32.00% | 38.00% | 37.00% | |
Pressure Cylinders | Sales Revenue, Net | Product Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 37.00% | 32.00% | 34.00% | |
Steel Processing | Sales Revenue, Net | Product Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 61.00% | 65.00% | 63.00% | |
AMTROL | Sales Revenue, Net | Product Concentration Risk | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 8.00% | 8.00% | ||
Other | ||||
Segment Reporting Information [Line Items] | ||||
Sale of stock, percentage of ownership before transaction | 75.00% | |||
Sale of stock, percentage of ownership after transaction | 65.00% | |||
Worthington Steel | Steel Processing | ||||
Segment Reporting Information [Line Items] | ||||
Number of joint ventures | 4 |
Segment Data - Financial Inform
Segment Data - Financial Information for Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||
May 31, 2020 | Feb. 29, 2020 | Nov. 30, 2019 | Aug. 31, 2019 | May 31, 2019 | Feb. 28, 2019 | Nov. 30, 2018 | Aug. 31, 2018 | May 31, 2020 | May 31, 2019 | May 31, 2018 | ||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net sales | $ 611,627 | $ 763,996 | $ 827,637 | $ 855,859 | $ 938,842 | $ 874,381 | $ 958,226 | $ 988,107 | $ 3,059,119 | $ 3,759,556 | $ 3,581,620 | |||||
Operating income (loss) | 22,489 | 144,764 | 141,610 | |||||||||||||
Depreciation and amortization | 92,678 | 95,602 | 103,359 | |||||||||||||
Impairment of goodwill and long-lived assets | 7,462 | [1] | $ 34,627 | [1] | $ 40,601 | [1] | 5,436 | [1] | $ 2,381 | [1] | 82,690 | 7,817 | 61,208 | |||
Restructuring and other expense (income), net | 10,048 | (11,018) | (7,421) | |||||||||||||
Total assets | 2,331,515 | 2,510,796 | 2,331,515 | 2,510,796 | 2,621,787 | |||||||||||
Total capital expenditures | 95,503 | 84,499 | 76,088 | |||||||||||||
Steel Processing | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net sales | 1,859,670 | 2,435,818 | 2,252,771 | |||||||||||||
Operating income (loss) | 40,564 | 89,761 | 152,690 | |||||||||||||
Depreciation and amortization | 40,819 | 40,374 | 43,331 | |||||||||||||
Impairment of goodwill and long-lived assets | 1,839 | 3,269 | ||||||||||||||
Restructuring and other expense (income), net | 3,501 | (9) | (10,087) | |||||||||||||
Total assets | 821,657 | 924,966 | 821,657 | 924,966 | 999,238 | |||||||||||
Total capital expenditures | 40,588 | 39,114 | 31,966 | |||||||||||||
Pressure Cylinders | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net sales | 1,148,424 | 1,207,798 | 1,206,183 | |||||||||||||
Operating income (loss) | 38,903 | 69,872 | 23,396 | |||||||||||||
Depreciation and amortization | 42,565 | 42,403 | 46,691 | |||||||||||||
Impairment of goodwill and long-lived assets | 37,153 | 4,548 | 53,883 | |||||||||||||
Restructuring and other expense (income), net | 5,282 | (11,009) | 2,365 | |||||||||||||
Total assets | 1,104,603 | 1,123,115 | 1,104,603 | 1,123,115 | 1,147,268 | |||||||||||
Total capital expenditures | 41,484 | 37,558 | 32,697 | |||||||||||||
Other | ||||||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||||||
Net sales | 51,025 | 115,940 | 122,666 | |||||||||||||
Operating income (loss) | (56,978) | (14,869) | (34,476) | |||||||||||||
Depreciation and amortization | 9,294 | 12,825 | 13,337 | |||||||||||||
Impairment of goodwill and long-lived assets | 43,698 | 7,325 | ||||||||||||||
Restructuring and other expense (income), net | 1,265 | 301 | ||||||||||||||
Total assets | $ 405,255 | $ 462,715 | 405,255 | 462,715 | 475,281 | |||||||||||
Total capital expenditures | $ 13,431 | $ 7,827 | $ 11,425 | |||||||||||||
[1] | For additional information regarding the Company’s impairment activity, refer to “Note D – Goodwill and Other Long-Lived Assets.” |
Segment Data - Net Sales by Geo
Segment Data - Net Sales by Geographic Region (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
May 31, 2020 | Feb. 29, 2020 | Nov. 30, 2019 | Aug. 31, 2019 | May 31, 2019 | Feb. 28, 2019 | Nov. 30, 2018 | Aug. 31, 2018 | May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 611,627 | $ 763,996 | $ 827,637 | $ 855,859 | $ 938,842 | $ 874,381 | $ 958,226 | $ 988,107 | $ 3,059,119 | $ 3,759,556 | $ 3,581,620 |
North America | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 2,912,777 | 3,559,650 | 3,275,090 | ||||||||
International | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 146,342 | $ 199,906 | $ 306,530 |
Segment Data - Property, Plant
Segment Data - Property, Plant and Equipment, Net by Geographic Region (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | $ 572,644 | $ 578,664 |
North America | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | 503,393 | 514,519 |
International | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | $ 69,251 | $ 64,145 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | Feb. 29, 2020 | Oct. 07, 2019 | May 01, 2019 | Jun. 02, 2017 | Feb. 29, 2020 | May 31, 2020 | May 31, 2018 | Dec. 31, 2019 | May 31, 2019 |
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 321,434 | $ 345,183 | $ 334,607 | ||||||
Samuel Joint Venture | Miscellaneous Income, Net | |||||||||
Business Acquisition [Line Items] | |||||||||
Gain in pre-tax earnings | $ 6,055 | ||||||||
Samuel Joint Venture | Joint Venture Transactions | |||||||||
Business Acquisition [Line Items] | |||||||||
Additional ownership interest acquired in joint venture | 31.75% | ||||||||
Total ownership percentage | 63.00% | ||||||||
Book value of assets contributed for acquiring ownership interest in joint venture | $ 30,061 | ||||||||
Noncontrolling interest | $ 11,123 | ||||||||
Ownership interest percentage | 31.25% | ||||||||
Heidtman Cleveland | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration for acquired entity | $ 29,593 | ||||||||
Estimated useful life of intangible asset acquired | 10 years | ||||||||
Total consideration for acquired entity | $ 29,593 | ||||||||
Goodwill | $ 8,024 | $ 8,024 | |||||||
Magna Industries, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Total consideration for acquired entity | $ 13,500 | ||||||||
Business acquisition contingent consideration, estimated fair value | 2,000 | ||||||||
Acquisition related costs | 1,150 | ||||||||
Business combination , total intangible assets | 3,677 | $ 3,625 | |||||||
Goodwill | $ 777 | 725 | |||||||
Payment for contingent consideration | 1,150 | ||||||||
Amount recognized for post-closing adjustment to net working capital. | $ 310 | ||||||||
AMTROL | |||||||||
Business Acquisition [Line Items] | |||||||||
Total consideration for acquired entity | $ 291,921 | ||||||||
Acquisition related costs | 3,568 | 1,568 | |||||||
Goodwill | $ 103,437 | ||||||||
Net sales | 265,198 | ||||||||
Operating income | $ 18,899 |
Acquisitions - Schedule of Cons
Acquisitions - Schedule of Consideration Paid and the Fair Value Assigned to the Assets Acquired And Liabilities Assumed (Details) - USD ($) $ in Thousands | Feb. 29, 2020 | Nov. 30, 2019 | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 321,434 | $ 334,607 | $ 345,183 | ||
Heidtman Cleveland | |||||
Business Acquisition [Line Items] | |||||
Property, plant and equipment | $ 6,104 | ||||
Finance lease assets | 11,940 | ||||
Other assets | 725 | ||||
Net identifiable assets | 21,569 | ||||
Goodwill | 8,024 | ||||
Purchase price | 29,593 | ||||
Heidtman Cleveland | Preliminary Valuation | |||||
Business Acquisition [Line Items] | |||||
Property, plant and equipment | $ 7,515 | ||||
Finance lease assets | 8,000 | ||||
Other assets | 725 | ||||
Net identifiable assets | 19,140 | ||||
Goodwill | 10,453 | ||||
Purchase price | 29,593 | ||||
Heidtman Cleveland | Measurement Period Adjustments | |||||
Business Acquisition [Line Items] | |||||
Property, plant and equipment | (1,411) | ||||
Finance lease assets | 3,940 | ||||
Net identifiable assets | 2,429 | ||||
Goodwill | (2,429) | ||||
Heidtman Cleveland | Customer Lists | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | 2,800 | ||||
Heidtman Cleveland | Customer Lists | Preliminary Valuation | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ 2,900 | ||||
Heidtman Cleveland | Customer Lists | Measurement Period Adjustments | |||||
Business Acquisition [Line Items] | |||||
Intangible assets | $ (100) |
Acquisitions - Schedule of Acqu
Acquisitions - Schedule of Acquisition of Identifiable Intangible Assets (Detail) - Worthington Samuel Coil Processing Llc $ in Thousands | Dec. 31, 2019USD ($) |
Business Acquisition [Line Items] | |
Total acquired identifiable intangible assets | $ 10,100 |
Customer relationships | |
Business Acquisition [Line Items] | |
Acquired finite lived intangible assets | $ 9,000 |
Useful Life (Years) | 15 years |
Trade Names | |
Business Acquisition [Line Items] | |
Acquired indefinite lived intangible assets | $ 1,100 |
Acquisitions - Schedule of Co_2
Acquisitions - Schedule of Consideration Transferred and the Fair Value Assigned to the Assets Acquired And Liabilities Assumed (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Estimated Fair Value of Assets Acquired and Liabilities Assumed: | ||||
Goodwill | $ 321,434 | $ 334,607 | $ 345,183 | |
Worthington Samuel Coil Processing Llc | ||||
Consideration Transferred: | ||||
Assets contributed (37% of Heidtman net assets) | $ 11,122 | |||
Capital contribution | 315 | |||
Fair value of previously held equity interest in Samuel | 10,948 | |||
Total consideration | 22,385 | |||
Estimated Fair Value of Assets Acquired and Liabilities Assumed: | ||||
Cash | 694 | |||
Accounts receivable | 1,778 | |||
Inventories | 108 | |||
Prepaid expenses | 1,535 | |||
Total acquired identifiable intangible assets | 10,100 | |||
Property, plant and equipment | 19,459 | |||
Total identifiable assets | 33,674 | |||
Accounts payable | (766) | |||
Accrued liabilities | (1,148) | |||
Net identifiable assets | 31,760 | |||
Goodwill | 3,772 | |||
Net assets | 35,532 | |||
Noncontrolling interest | (13,147) | |||
Total consideration | $ 22,385 |
Acquisitions - Schedule of Co_3
Acquisitions - Schedule of Consideration Transferred and the Fair Value Assigned to the Assets Acquired And Liabilities Assumed (Parenthetical) (Detail) | Dec. 31, 2019 |
Worthington Samuel Coil Processing Llc | |
Business Acquisition [Line Items] | |
Net assets, percentage | 37.00% |
Acquisitions - Schedule of Ac_2
Acquisitions - Schedule of Acquisition of Identifiable Intangible Assets of Amtrol (Detail) - AMTROL - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2018 | Jun. 02, 2017 | |
Business Acquisition [Line Items] | ||
Total acquired identifiable intangible assets | $ 166,000 | $ 166,000 |
Trade Names | ||
Business Acquisition [Line Items] | ||
Acquired indefinite lived intangible assets | 62,200 | |
Customer relationships | ||
Business Acquisition [Line Items] | ||
Acquired finite lived intangible assets | 90,800 | |
Technology | ||
Business Acquisition [Line Items] | ||
Acquired finite lived intangible assets | $ 13,000 | |
Minimum [Member] | Customer relationships | ||
Business Acquisition [Line Items] | ||
Useful Life (Years) | 14 years | |
Minimum [Member] | Technology | ||
Business Acquisition [Line Items] | ||
Useful Life (Years) | 15 years | |
Maximum | Customer relationships | ||
Business Acquisition [Line Items] | ||
Useful Life (Years) | 17 years | |
Maximum | Technology | ||
Business Acquisition [Line Items] | ||
Useful Life (Years) | 16 years |
Acquisitions - Schedule of Co_4
Acquisitions - Schedule of Consideration Transferred and the Preliminary Fair Value Assigned to Assets Acquired And Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 02, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 321,434 | $ 334,607 | $ 345,183 | |
AMTROL | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 6,893 | |||
Accounts receivable | 40,212 | |||
Inventories | 37,249 | |||
Prepaid expenses | 981 | |||
Other assets | 2,550 | |||
Intangible assets | 166,000 | $ 166,000 | ||
Property, plant and equipment | 52,870 | |||
Total identifiable assets | 306,755 | |||
Accounts payable | 25,945 | |||
Accrued liabilities | 21,016 | |||
Long-term debt including current maturities | 2,287 | |||
Other accrued items | 5,494 | |||
Deferred income taxes, net | 63,529 | |||
Net identifiable assets | 188,484 | |||
Goodwill | 103,437 | |||
Purchase price | 291,921 | |||
AMTROL | Preliminary Valuation | ||||
Business Acquisition [Line Items] | ||||
Cash | 6,893 | |||
Accounts receivable | 40,212 | |||
Inventories | 37,249 | |||
Prepaid expenses | 981 | |||
Other assets | 2,550 | |||
Intangible assets | 166,000 | |||
Property, plant and equipment | 52,870 | |||
Total identifiable assets | 306,755 | |||
Accounts payable | 25,945 | |||
Accrued liabilities | 21,016 | |||
Long-term debt including current maturities | 2,287 | |||
Other accrued items | 3,993 | |||
Deferred income taxes, net | 64,495 | |||
Net identifiable assets | 189,019 | |||
Goodwill | 102,902 | |||
Purchase price | 291,921 | |||
AMTROL | Measurement Period Adjustments | ||||
Business Acquisition [Line Items] | ||||
Other accrued items | 1,501 | |||
Deferred income taxes, net | (966) | |||
Net identifiable assets | (535) | |||
Goodwill | $ 535 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2020 | May 31, 2019 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||
Impact to fair value of derivative assets and liabilities as a result of recognition on a net basis | $ 1,780 | $ 220 |
Losses in accumulated other comprehensive income expected to be reclassified into net earnings | 4,781 | |
Losses in accumulated other comprehensive income expected to be reclassified into net earnings, tax | $ 1,430 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Schedule of Fair Value of Derivative Instruments (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | $ 181 | $ 2,414 |
Liability Derivatives at Fair Value | 8,777 | 12,238 |
Derivatives Designated As Hedging Instruments | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 79 | 5 |
Liability Derivatives at Fair Value | 4,773 | 8,584 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Other Liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 479 | 201 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Receivables | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 5 | |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Other Assets | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 79 | |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Accounts Payable | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 4,294 | 8,383 |
Derivatives Not Designated As Hedging Instruments | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 102 | 2,409 |
Liability Derivatives at Fair Value | 4,004 | 3,654 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 96 | 2,409 |
Liability Derivatives at Fair Value | 4,004 | 3,634 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Other Liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 178 | 66 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Receivables | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 2,347 | |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Other Assets | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 96 | 62 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Accounts Payable | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 3,826 | 3,568 |
Derivatives Not Designated As Hedging Instruments | Foreign Currency Exchange Contracts | Receivables | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | $ 6 | |
Derivatives Not Designated As Hedging Instruments | Foreign Currency Exchange Contracts | Accounts Payable | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | $ 20 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Schedule of Summary of Derivative Hedges (Detail) $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Commodity Contracts | Minimum [Member] | Derivatives Not Designated As Hedging Instruments | |
Derivative [Line Items] | |
Notional Amount | $ 33,351 |
Maturity Date | 2020-06 |
Commodity Contracts | Maximum | Derivatives Not Designated As Hedging Instruments | |
Derivative [Line Items] | |
Maturity Date | 2021-12 |
Foreign Currency Exchange Contracts | Minimum [Member] | Derivatives Not Designated As Hedging Instruments | |
Derivative [Line Items] | |
Notional Amount | $ 3,762 |
Maturity Date | 2020-06 |
Cash Flow Hedges | Commodity Contracts | |
Derivative [Line Items] | |
Notional Amount | $ 58,953 |
Cash Flow Hedges | Commodity Contracts | Minimum [Member] | |
Derivative [Line Items] | |
Maturity Date | 2020-06 |
Cash Flow Hedges | Commodity Contracts | Maximum | |
Derivative [Line Items] | |
Maturity Date | 2021-12 |
Derivative Instruments and He_6
Derivative Instruments and Hedging Activities - Schedule of Derivatives Designated as Cash Flow Hedging Instruments (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2020 | May 31, 2019 | |
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | $ (9,497) | $ (12,637) |
Gain (Loss) Reclassified from AOCI into Income | (11,836) | 3,590 |
Commodity Contracts | Cost of Sales | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | (9,171) | (12,637) |
Gain (Loss) Reclassified from AOCI into Income | (12,208) | 3,752 |
Interest Rate Contract | Interest Expense | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | (326) | |
Gain (Loss) Reclassified from AOCI into Income | 391 | $ (162) |
Foreign Currency Exchange Contracts | Miscellaneous Income, Net | ||
Derivative [Line Items] | ||
Gain (Loss) Reclassified from AOCI into Income | $ (19) |
Derivative Instruments and He_7
Derivative Instruments and Hedging Activities - Schedule of Gain (Loss) Recognized in Earnings for Economic (Non-Designated) Derivative Financial Instruments (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
May 31, 2020 | May 31, 2019 | |
Derivative [Line Items] | ||
Gain (Loss) Recognized in Earnings | $ (8,564) | $ (8,718) |
Commodity Contracts | Cost of Sales | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in Earnings | (8,555) | (5,114) |
Foreign Currency Exchange Contracts | Miscellaneous Income, Net | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in Earnings | $ (9) | $ (3,604) |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | $ 2,800 | ||
Fair Value, Measurements, Recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 181 | $ 2,414 | |
Liabilities | 8,777 | 12,238 | |
Fair Value, Measurements, Recurring | Derivative Instruments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1] | 181 | 2,414 |
Liabilities | [1] | 8,777 | 12,238 |
Fair Value, Measurements, Recurring | Fair Value Inputs Level2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | 181 | 2,414 | |
Liabilities | 8,777 | 12,238 | |
Fair Value, Measurements, Recurring | Fair Value Inputs Level2 | Derivative Instruments | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets | [1] | 181 | 2,414 |
Liabilities | [1] | $ 8,777 | $ 12,238 |
[1] | The fair value of our derivative financial instruments was 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 “ ” for additional information regarding our use of derivative financial instruments |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured at Fair Value on Non-Recurring Basis (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | $ 2,800 | ||||
Asset measured at fair value on non-recurring basis | 2,800 | ||||
Fair Value, Measurements, Nonrecurring | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 26,984 | $ 11,938 | |||
Asset measured at fair value on non-recurring basis | 26,984 | 11,938 | |||
Fair Value, Measurements, Nonrecurring | Investment In Unconsolidated Affiliate | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 13,623 | [1],[2] | 3,700 | [3] | |
Asset measured at fair value on non-recurring basis | 13,623 | [1],[2] | 3,700 | [3] | |
Fair Value, Measurements, Nonrecurring | Long Lived Assets Held For Sale | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 4,084 | [4],[5] | 1,238 | [6] | |
Asset measured at fair value on non-recurring basis | 4,084 | [4],[5] | 1,238 | [6] | |
Fair Value, Measurements, Nonrecurring | Long Lived Assets Held And Used | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 9,277 | [7],[8],[9],[10],[11],[12] | 7,000 | [13] | |
Asset measured at fair value on non-recurring basis | 9,277 | [7],[8],[9],[10],[11],[12] | 7,000 | [13] | |
Fair Value, Measurements, Nonrecurring | Fair Value Inputs Level2 | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 10,561 | 11,938 | |||
Asset measured at fair value on non-recurring basis | 10,561 | 11,938 | |||
Fair Value, Measurements, Nonrecurring | Fair Value Inputs Level2 | Investment In Unconsolidated Affiliate | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | [3] | 3,700 | |||
Asset measured at fair value on non-recurring basis | [3] | 3,700 | |||
Fair Value, Measurements, Nonrecurring | Fair Value Inputs Level2 | Long Lived Assets Held For Sale | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 4,084 | [4],[5] | 1,238 | [6] | |
Asset measured at fair value on non-recurring basis | 4,084 | [4],[5] | 1,238 | [6] | |
Fair Value, Measurements, Nonrecurring | Fair Value Inputs Level2 | Long Lived Assets Held And Used | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 6,477 | [7],[8],[9],[10],[11],[12] | 7,000 | [13] | |
Asset measured at fair value on non-recurring basis | 6,477 | [7],[8],[9],[10],[11],[12] | $ 7,000 | [13] | |
Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3) | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | 16,423 | ||||
Asset measured at fair value on non-recurring basis | 16,423 | ||||
Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3) | Investment In Unconsolidated Affiliate | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | [1],[2] | 13,623 | |||
Asset measured at fair value on non-recurring basis | [1],[2] | 13,623 | |||
Fair Value, Measurements, Nonrecurring | Significant Unobservable Inputs (Level 3) | Long Lived Assets Held And Used | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Asset measured at fair value on non-recurring basis | [7],[8],[9],[10],[11],[12] | 2,800 | |||
Asset measured at fair value on non-recurring basis | [7],[8],[9],[10],[11],[12] | $ 2,800 | |||
[1] | During the first quarter of fiscal 2020, we determined our 10% minority ownership interest in our Nisshin joint venture was fully impaired based on the estimated recoverability of the related assets. | ||||
[2] | On November 1, 2019, in connection with the contribution of substantially all of the net assets of the Engineered Cabs business to the newly-formed Cabs joint venture, we obtained a 20% minority ownership interest. In accordance with the applicable accounting guidance, our minority ownership interest in the Cabs joint venture was recorded at its acquisition date fair value of $13,623,000 . | ||||
[3] | During the fourth quarter of fiscal 2019, we determined our 10% minority ownership interest in our Nisshin joint venture was other than temporarily impaired due to current and projected operating losses. As a result, the investment had been written down to its estimated fair market value of $3,700,000, resulting in an impairment charge of $4,017,000 within equity income of unconsolidated affiliates | ||||
[4] | During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, fixed assets consisting of land and a building were written down to their estimated fair market value of $3,384,000. | ||||
[5] | During the third quarter of fiscal 2020, the Company’s consolidated joint venture, WSP committed to plans to sell its Canton, Michigan facility and some of the production equipment at that facility. In accordance with the applicable accounting guidance, certain production equipment was recorded at the lower of net book value or fair market value less costs to sell. The book value of the WSP production equipment exceeded the estimated fair value of $700,000, resulting in an impairment charge of $1,274,000. | ||||
[6] | During the first quarter of fiscal 2019, changes in facts and circumstances related to the planned sale of our cryogenics business in Turkey, Worthington Aritas, resulted in our lowering the estimate of fair market value less cost to sell to $7,000,000, generating an impairment charge of $2,381,000 | ||||
[7] | During the fourth quarter of fiscal 2020, the Company identified an impairment indicator related to the TWB Hermosillo facility operating lease due to the economic impact of COVID-19. As a result, the lease ROU asset with a net book value of $565,000 was deemed fully impaired and written off. | ||||
[8] | During the third quarter of fiscal 2020, the Company identified an impairment indicator for our oil & gas equipment business and performed an interim impairment test of the reporting unit. In accordance with the applicable accounting guidance, the book value of the corresponding goodwill was written off, resulting in an impairment charge of $22,097,000. | ||||
[9] | In May 2020, the Company committed to a plan to shut down the packaging solutions business in Greensburg, Indiana. As a result, long-lived assets with a carrying value of $2,810,000 were written down to their estimated fair market value of $266,000. | ||||
[10] | During the fourth quarter of 2020, in connection with the annual indefinite lived assets impairment test, certain European tradenames were written down to their estimated fair market value of $2,800,000. | ||||
[11] | During the first quarter of fiscal 2020, the Company identified an impairment indicator for the fabricated products business in Stow, Ohio within the former Engineered Cabs operating segment. As a result, fixed assets with a net book value of $1,469,000 and lease ROU assets with a net book value of $3,938,000 were deemed to be fully impaired and written off. | ||||
[12] | During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, customer list intangible assets were determined to be fully impaired and written off. In addition, the remaining fixed assets at Wooster, Ohio were written down to their estimated fair market value of $6,211,000. | ||||
[13] | During the fourth quarter of fiscal 2019, in connection with the closure of the CNG fuel systems facility in Salt Lake City, Utah, long-lived assets consisting primarily of technology-related intangible assets and fixed assets were written down to their estimated fair value of $238,000, resulting in an impairment charge of $2,167,000. During the fourth quarter of fiscal 2019, certain long-lived assets at our consolidated joint venture, WSP, were written down to their estimated fair market value of $1,000,000, resulting in an impairment charge of $3,269,000 |
Fair Value Measurements - Ass_2
Fair Value Measurements - Assets Measured at Fair Value on Non-Recurring Basis (Parenthetical) (Detail) - USD ($) | Nov. 01, 2019 | Aug. 31, 2020 | May 31, 2020 | Feb. 29, 2020 | Aug. 31, 2019 | May 31, 2019 | Aug. 31, 2018 | May 31, 2018 | May 31, 2020 | May 31, 2019 | May 31, 2018 | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | $ 2,800,000 | $ 2,800,000 | ||||||||||||||||
Impairment of goodwill and long-lived assets | 7,462,000 | [1] | $ 34,627,000 | [1] | $ 40,601,000 | [1] | $ 5,436,000 | [1] | $ 2,381,000 | [1] | 82,690,000 | $ 7,817,000 | $ 61,208,000 | |||||
Impairment of ROU assets | 565,000 | $ 4,843,000 | ||||||||||||||||
Fair market value of assets | 2,800,000 | 2,800,000 | ||||||||||||||||
Fair Value, Measurements, Nonrecurring | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 26,984,000 | 11,938,000 | 26,984,000 | 11,938,000 | ||||||||||||||
Fair market value of assets | 26,984,000 | 11,938,000 | 26,984,000 | 11,938,000 | ||||||||||||||
Fair Value, Measurements, Nonrecurring | CNG Fuel Systems | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 238,000 | 238,000 | ||||||||||||||||
Impairment of goodwill and long-lived assets | 2,167,000 | |||||||||||||||||
Fair market value of assets | 238,000 | 238,000 | ||||||||||||||||
Fair Value, Measurements, Nonrecurring | Long Lived Assets Held And Used | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 9,277,000 | [2],[3],[4],[5],[6],[7] | 7,000,000 | [8] | 9,277,000 | [2],[3],[4],[5],[6],[7] | 7,000,000 | [8] | ||||||||||
Fair market value of assets | 9,277,000 | [2],[3],[4],[5],[6],[7] | 7,000,000 | [8] | 9,277,000 | [2],[3],[4],[5],[6],[7] | 7,000,000 | [8] | ||||||||||
Nisshin Joint Venture | Noncontrolling Interests | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 10.00% | |||||||||||||||||
WSP Joint Venture | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Impairment of goodwill and long-lived assets | 1,274,000 | |||||||||||||||||
WSP Joint Venture | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 700,000 | |||||||||||||||||
Fair market value of assets | 700,000 | |||||||||||||||||
Nisshin | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 3,700,000 | 3,700,000 | ||||||||||||||||
Impairment of goodwill and long-lived assets | $ 4,236,000 | 4,017,000 | ||||||||||||||||
Fair market value of assets | 3,700,000 | 3,700,000 | ||||||||||||||||
Nisshin | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 3,700,000 | 3,700,000 | ||||||||||||||||
Fair market value of assets | $ 3,700,000 | $ 3,700,000 | ||||||||||||||||
Nisshin | Noncontrolling Interests | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 10.00% | 10.00% | ||||||||||||||||
Worthington Aritas | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Impairment of goodwill and long-lived assets | 2,381,000 | $ 42,422,000 | ||||||||||||||||
Worthington Aritas | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 7,000,000 | 7,000,000 | 9,000,000 | 9,000,000 | ||||||||||||||
Impairment of goodwill and long-lived assets | 2,381,000 | |||||||||||||||||
Fair market value of assets | 7,000,000 | $ 7,000,000 | $ 9,000,000 | $ 9,000,000 | ||||||||||||||
Worthington Specialty Processing | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | $ 1,000,000 | $ 1,000,000 | ||||||||||||||||
Impairment of goodwill and long-lived assets | 3,269,000 | |||||||||||||||||
Fair market value of assets | $ 1,000,000 | $ 1,000,000 | ||||||||||||||||
Engineered Cabs | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Impairment of ROU assets | $ 905,000 | |||||||||||||||||
Engineered Cabs | Fair Value, Measurements, Nonrecurring | Long Lived Assets Held And Used | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 12,860,000 | |||||||||||||||||
Fair market value of assets | $ 12,860,000 | |||||||||||||||||
Engineered Cabs | Noncontrolling Interests | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Percent of ownership interest held in unconsolidated affiliates | 20.00% | |||||||||||||||||
Fair value of previously held equity interest in Samuel | $ 13,623,000 | |||||||||||||||||
Oil And Gas Operations | Fixed Assets [Member] | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 6,211,000 | |||||||||||||||||
Fair market value of assets | 6,211,000 | |||||||||||||||||
Oil And Gas Operations | Goodwill | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Impairment of goodwill and long-lived assets | 22,097,000,000 | |||||||||||||||||
Oil And Gas Operations | Fair Value, Measurements, Nonrecurring | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 3,384,000 | |||||||||||||||||
Fair market value of assets | $ 3,384,000 | |||||||||||||||||
TWB Hermosillo | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Impairment of ROU assets | 565,000 | |||||||||||||||||
Packing Solutions Business | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Impairment of goodwill and long-lived assets | 2,544,000 | |||||||||||||||||
Packing Solutions Business | Long Lived Assets Held And Used | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 266,000 | 266,000 | ||||||||||||||||
Carrying value long-lived assets | 2,810,000 | 2,810,000 | ||||||||||||||||
Fair market value of assets | 266,000 | 266,000 | ||||||||||||||||
Packing Solutions Business | Fair Value, Measurements, Nonrecurring | Long Lived Assets Held And Used | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Asset measured at fair value on non-recurring basis | 266,000 | 266,000 | ||||||||||||||||
Carrying value long-lived assets | 2,810,000 | 2,810,000 | ||||||||||||||||
Fair market value of assets | $ 266,000 | $ 266,000 | ||||||||||||||||
Engineered Cabs Operating Segment | ||||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||||
Impairment of goodwill and long-lived assets | 1,469,000 | |||||||||||||||||
Impairment of ROU assets | $ 3,938,000 | |||||||||||||||||
[1] | For additional information regarding the Company’s impairment activity, refer to “Note D – Goodwill and Other Long-Lived Assets.” | |||||||||||||||||
[2] | During the fourth quarter of fiscal 2020, the Company identified an impairment indicator related to the TWB Hermosillo facility operating lease due to the economic impact of COVID-19. As a result, the lease ROU asset with a net book value of $565,000 was deemed fully impaired and written off. | |||||||||||||||||
[3] | During the third quarter of fiscal 2020, the Company identified an impairment indicator for our oil & gas equipment business and performed an interim impairment test of the reporting unit. In accordance with the applicable accounting guidance, the book value of the corresponding goodwill was written off, resulting in an impairment charge of $22,097,000. | |||||||||||||||||
[4] | In May 2020, the Company committed to a plan to shut down the packaging solutions business in Greensburg, Indiana. As a result, long-lived assets with a carrying value of $2,810,000 were written down to their estimated fair market value of $266,000. | |||||||||||||||||
[5] | During the fourth quarter of 2020, in connection with the annual indefinite lived assets impairment test, certain European tradenames were written down to their estimated fair market value of $2,800,000. | |||||||||||||||||
[6] | During the first quarter of fiscal 2020, the Company identified an impairment indicator for the fabricated products business in Stow, Ohio within the former Engineered Cabs operating segment. As a result, fixed assets with a net book value of $1,469,000 and lease ROU assets with a net book value of $3,938,000 were deemed to be fully impaired and written off. | |||||||||||||||||
[7] | During the third quarter of fiscal 2020, in connection with the closure of the oil & gas equipment manufacturing operations in Wooster, Ohio, customer list intangible assets were determined to be fully impaired and written off. In addition, the remaining fixed assets at Wooster, Ohio were written down to their estimated fair market value of $6,211,000. | |||||||||||||||||
[8] | During the fourth quarter of fiscal 2019, in connection with the closure of the CNG fuel systems facility in Salt Lake City, Utah, long-lived assets consisting primarily of technology-related intangible assets and fixed assets were written down to their estimated fair value of $238,000, resulting in an impairment charge of $2,167,000. During the fourth quarter of fiscal 2019, certain long-lived assets at our consolidated joint venture, WSP, were written down to their estimated fair market value of $1,000,000, resulting in an impairment charge of $3,269,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt at carrying amount including current maturities | $ 703,060 | |
Long-term Debt | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt at fair value including current maturities | 740,678 | $ 767,075 |
Long-term debt at carrying amount including current maturities | $ 699,665 | $ 749,299 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
May 31, 2020 | Aug. 31, 2019 | Jun. 01, 2019 | |
Leases [Abstract] | |||
Operating lease ROU asset | $ 31,557 | $ 42,200 | |
Operating ROU liability | 36,614 | $ 43,400 | |
Impairment of ROU assets | $ 565 | $ 4,843 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Leases [Abstract] | |
Operating lease expense | $ 12,454 |
Amortization of leased assets | 451 |
Interest on lease liabilities | 61 |
Total financing lease expense | 512 |
Short-term lease expense | 599 |
Variable lease expense | 2,580 |
Total lease expense | $ 16,145 |
Leases - Other Information Rela
Leases - Other Information Related to Operating Leases (Detail) $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Leases [Abstract] | |
Operating cash flows | $ 11,531 |
ROU assets obtained in exchange for lease liabilities | $ 4,954 |
Weighted-average remaining lease term (in years) | 5 years 2 months 26 days |
Weighted-average discount rate | 2.89% |
Operating cash flows | $ 61 |
Financing cash flows | 361 |
ROU assets obtained in exchange for lease liabilities | $ 15,217 |
Weighted-average remaining lease term (in years) | 31 years 4 months 17 days |
Weighted-average discount rate | 3.68% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments for Non-Cancelable Leases (Detail) - USD ($) $ in Thousands | May 31, 2020 | Jun. 01, 2019 | May 31, 2019 |
Leases [Abstract] | |||
2021 | $ 11,814 | $ 10,774 | |
2022 | 9,542 | 8,398 | |
2023 | 6,890 | 5,428 | |
2024 | 4,009 | 4,054 | |
2025 | 2,828 | 2,098 | |
Thereafter | 5,035 | 2,637 | |
Total | 40,118 | $ 33,389 | |
Less: imputed interest | (3,504) | ||
Present value of lease liabilities | 36,614 | $ 43,400 | |
2021 | 537 | ||
2022 | 527 | ||
2023 | 399 | ||
2024 | 167 | ||
2025 | 171 | ||
Thereafter | 5,649 | ||
Total | 7,450 | ||
Less: imputed interest | (3,263) | ||
Present value of lease liabilities | $ 4,187 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Related Party Transactions [Abstract] | |||
Net sales to affiliates | $ 33,826,000 | $ 53,125,000 | $ 57,382,000 |
Purchases from affiliates | 2,461,000 | 2,906,000 | $ 7,292,000 |
Receivables from affiliates | 8,688,000 | $ 4,246,000 | |
Payable to affiliates | $ 4,736,000 |
Quarterly Results of Operatio_3
Quarterly Results of Operations (Unaudited) - Summary of Unaudited Quarterly Consolidated Results of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||
May 31, 2020 | Feb. 29, 2020 | Nov. 30, 2019 | Aug. 31, 2019 | May 31, 2019 | Feb. 28, 2019 | Nov. 30, 2018 | Aug. 31, 2018 | May 31, 2020 | May 31, 2019 | May 31, 2018 | ||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Net sales | $ 611,627 | $ 763,996 | $ 827,637 | $ 855,859 | $ 938,842 | $ 874,381 | $ 958,226 | $ 988,107 | $ 3,059,119 | $ 3,759,556 | $ 3,581,620 | |||||
Gross margin | 89,890 | 115,545 | 120,611 | 117,291 | 126,003 | 90,021 | 120,934 | 142,997 | 443,337 | 479,955 | 562,857 | |||||
Impairment of goodwill and long-lived assets | 7,462 | [1] | 34,627 | [1] | 40,601 | [1] | 5,436 | [1] | 2,381 | [1] | 82,690 | 7,817 | 61,208 | |||
Net earnings (loss) | 11,089 | 18,888 | 56,922 | (2,455) | 38,975 | 29,548 | 37,792 | 56,958 | 84,444 | 163,273 | 200,850 | |||||
Net earnings (loss) attributable to controlling interest | $ 16,175 | $ 15,311 | $ 52,086 | $ (4,776) | $ 37,738 | $ 26,773 | $ 34,002 | $ 54,942 | $ 78,796 | $ 153,455 | $ 194,794 | |||||
Basic earnings (loss) per share - controlling interest | $ 0.30 | $ 0.28 | $ 0.95 | $ (0.09) | $ 0.68 | $ 0.47 | $ 0.59 | $ 0.94 | $ 1.43 | $ 2.68 | $ 3.20 | |||||
Diluted earnings (loss) per share - controlling interest | $ 0.29 | $ 0.27 | $ 0.93 | $ (0.09) | $ 0.66 | $ 0.46 | $ 0.57 | $ 0.91 | $ 1.41 | $ 2.61 | $ 3.09 | |||||
[1] | For additional information regarding the Company’s impairment activity, refer to “Note D – Goodwill and Other Long-Lived Assets.” |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Jul. 07, 2020 | Jun. 03, 2020 | May 31, 2020 | May 31, 2019 |
Subsequent Event [Line Items] | ||||
Number of share owned | 54,616,485 | 55,467,525 | ||
Subsequent Event | Nikola Common Stock | ||||
Subsequent Event [Line Items] | ||||
Number of share owned | 14,048,020 | 19,048,020 | ||
Sale of common stock | 5,000,000 | |||
Aggregate net amount | $ 237,875,856 | |||
Number of shares of common stock lock up agreements | 7,048,020 |
SCHEDULE II - Valuation and Q_2
SCHEDULE II - Valuation and Qualifying Accounts (Detail) - Allowance for Doubtful Accounts - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Balance at Beginning of Period | $ 1,150 | $ 632 | $ 3,444 | |
Charged to Costs and Expenses | 580 | 659 | 11 | |
Uncollectable Accounts Charged to Allowance | [1] | (209) | (141) | (2,823) |
Balance at End of Period | $ 1,521 | $ 1,150 | $ 632 | |
[1] | For fiscal 2018, the balance also includes $1,215,000 related to Worthington Aritas that was reclassified to assets held for sale. |
SCHEDULE II - Valuation and Q_3
SCHEDULE II - Valuation and Qualifying Accounts (Parenthetical ) (Detail) $ in Thousands | 12 Months Ended |
May 31, 2018USD ($) | |
Worthington Aritas | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |
Assets held for sale | $ 1,215 |