Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Aug. 31, 2017 | Sep. 29, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Aug. 31, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | RPM | |
Entity Registrant Name | RPM INTERNATIONAL INC/DE/ | |
Entity Central Index Key | 110,621 | |
Current Fiscal Year End Date | --05-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 133,535,736 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Aug. 31, 2017 | May 31, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 236,191 | $ 350,497 |
Trade accounts receivable (less allowances of $45,063 and $44,138, respectively) | 1,015,084 | 995,330 |
Inventories | 851,312 | 788,197 |
Prepaid expenses and other current assets | 260,361 | 263,412 |
Total current assets | 2,362,948 | 2,397,436 |
Property, Plant and Equipment, at Cost | 1,526,565 | 1,484,579 |
Allowance for depreciation | (770,692) | (741,893) |
Property, plant and equipment, net | 755,873 | 742,686 |
Other Assets | ||
Goodwill | 1,169,083 | 1,143,913 |
Other intangible assets, net of amortization | 587,274 | 573,092 |
Deferred income taxes | 22,126 | 19,793 |
Other | 211,612 | 213,529 |
Total other assets | 1,990,095 | 1,950,327 |
Total Assets | 5,108,916 | 5,090,449 |
Current Liabilities | ||
Accounts payable | 469,954 | 534,718 |
Current portion of long-term debt | 254,061 | 253,645 |
Accrued compensation and benefits | 115,124 | 181,084 |
Accrued losses | 26,406 | 31,735 |
Other accrued liabilities | 229,602 | 234,212 |
Total current liabilities | 1,095,147 | 1,235,394 |
Long-Term Liabilities | ||
Long-term debt, less current maturities | 1,868,229 | 1,836,437 |
Other long-term liabilities | 491,677 | 482,491 |
Deferred income taxes | 91,660 | 97,427 |
Total long-term liabilities | 2,451,566 | 2,416,355 |
Commitments and contingencies (Note 12) | ||
Stockholders' Equity | ||
Preferred stock, par value $0.01; authorized 50,000 shares; none issued | ||
Common stock, par value $0.01; authorized 300,000 shares; issued 141,326 and outstanding 133,537 as of August 31, 2017; issued 141,242 and outstanding 133,563 as of May 31, 2017 | 1,335 | 1,336 |
Paid-in capital | 961,956 | 954,491 |
Treasury stock, at cost | (223,567) | (218,222) |
Accumulated other comprehensive (loss) | (429,382) | (473,986) |
Retained earnings | 1,248,769 | 1,172,442 |
Total RPM International Inc. stockholders' equity | 1,559,111 | 1,436,061 |
Noncontrolling Interest | 3,092 | 2,639 |
Total equity | 1,562,203 | 1,438,700 |
Total Liabilities and Stockholders' Equity | $ 5,108,916 | $ 5,090,449 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Aug. 31, 2017 | May 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Trade accounts receivable, allowances | $ 45,063 | $ 44,138 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 50,000,000 | 50,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, authorized | 300,000,000 | 300,000,000 |
Common stock, issued | 141,326,000 | 141,242,000 |
Common stock, outstanding | 133,537,000 | 133,563,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Aug. 31, 2017 | Aug. 31, 2016 | ||
Income Statement [Abstract] | |||
Net Sales | $ 1,345,394 | $ 1,252,063 | |
Cost of Sales | 773,386 | 700,021 | |
Gross Profit | 572,008 | 552,042 | |
Selling, General and Administrative Expenses | 394,409 | 384,085 | |
Interest Expense | 26,773 | 22,778 | |
Investment (Income), Net | (4,453) | (3,838) | |
Other (Income) Expense, Net | (5) | 542 | |
Income Before Income Taxes | 155,284 | 148,475 | |
Provision for Income Taxes | 38,381 | 35,081 | |
Net Income | 116,903 | 113,394 | |
Less: Net Income Attributable to Noncontrolling Interests | 487 | 625 | |
Net Income Attributable to RPM International Inc. Stockholders | $ 116,416 | $ 112,769 | |
Average Number of Shares of Common Stock Outstanding: | |||
Basic | 131,236 | 130,600 | |
Diluted | [1] | 135,720 | 135,241 |
Earnings per Share of Common Stock Attributable to RPM International Inc. Stockholders: | |||
Basic | $ 0.87 | $ 0.85 | |
Diluted | 0.86 | 0.83 | |
Cash Dividends Declared per Share of Common Stock | $ 0.300 | $ 0.275 | |
[1] | Restricted shares totaling 43,380 for the three months ended August 31, 2017 were excluded from the calculation of diluted earnings per share because the grant price of the restricted shares exceeded the average market price of the shares during the period and their effect, accordingly, would have been anti-dilutive. There were no restricted shares identified as being anti-dilutive for the three months ended August 31, 2016. In addition, stock appreciation rights (“SARs”) totaling 600,000 for the three months ended August 31, 2017 and 1,170,000 for the three months ended August 31, 2016 were excluded from the calculation of diluted earnings per share as their effect would have been anti-dilutive. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net Income | $ 116,903 | $ 113,394 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 44,478 | (11,511) |
Pension and other postretirement benefit liability adjustments (net of tax of $646; $2,799, respectively) | 629 | 5,704 |
Unrealized (loss) gain on securities (net of tax of $(149); $1,096, respectively) | (78) | 1,604 |
Unrealized (loss) on derivatives | (394) | |
Total other comprehensive income (loss) | 44,635 | (4,203) |
Total Comprehensive Income | 161,538 | 109,191 |
Less: Comprehensive Income Attributable to Noncontrolling Interests | 518 | 625 |
Comprehensive Income Attributable to RPM International Inc. Stockholders | $ 161,020 | $ 108,566 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Pension and other postretirement benefit liability adjustments, Tax | $ 646 | $ 2,799 |
Unrealized gain (loss) on securities, Tax | $ (149) | $ 1,096 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Cash Flows From Operating Activities: | ||
Net income | $ 116,903 | $ 113,394 |
Adjustments to reconcile net income to net cash provided by (used for) operating activities: | ||
Depreciation | 19,893 | 17,679 |
Amortization | 11,483 | 11,121 |
Deferred income taxes | 9,815 | (434) |
Stock-based compensation expense | 7,465 | 8,171 |
Other non-cash interest expense | 1,422 | 2,481 |
Realized (gains) on sales of marketable securities | (2,861) | (2,584) |
Other | (140) | 18 |
Changes in assets and liabilities, net of effect from purchases and sales of businesses: | ||
Decrease in receivables | 1,646 | 28,663 |
(Increase) in inventory | (46,771) | (42,763) |
(Increase) in prepaid expenses and other current and long-term assets | (10,865) | (18,206) |
(Decrease) in accounts payable | (72,688) | (70,598) |
(Decrease) in accrued compensation and benefits | (69,008) | (77,738) |
(Decrease) in accrued losses | (5,765) | (2,021) |
Increase in other accrued liabilities | 20,147 | 38,015 |
Other | (6,765) | 1,302 |
Cash (Used For) Provided By Operating Activities | (26,089) | 6,500 |
Cash Flows From Investing Activities: | ||
Capital expenditures | (17,533) | (16,957) |
Acquisition of businesses, net of cash acquired | (36,169) | (17,274) |
Purchase of marketable securities | (56,275) | (13,099) |
Proceeds from sales of marketable securities | 40,792 | 12,602 |
Other | 702 | 272 |
Cash (Used For) Investing Activities | (68,483) | (34,456) |
Cash Flows From Financing Activities: | ||
Additions to long-term and short-term debt | 19,125 | 91,669 |
Reductions of long-term and short-term debt | (760) | (76,973) |
Cash dividends | (40,089) | (36,529) |
Shares repurchased and returned for taxes | (5,346) | (17,105) |
Payments of acquisition-related contingent consideration | (3,258) | (4,033) |
Other | (747) | (866) |
Cash (Used For) Financing Activities | (31,075) | (43,837) |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | 11,341 | 1,111 |
Net Change in Cash and Cash Equivalents | (114,306) | (70,682) |
Cash and Cash Equivalents at Beginning of Period | 350,497 | 265,152 |
Cash and Cash Equivalents at End of Period | $ 236,191 | $ 194,470 |
Consolidation, Noncontrolling I
Consolidation, Noncontrolling Interests and Basis of Presentation | 3 Months Ended |
Aug. 31, 2017 | |
Accounting Policies [Abstract] | |
Consolidation, Noncontrolling Interests and Basis of Presentation | NOTE 1 — CONSOLIDATION, NONCONTROLLING INTERESTS AND BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Principles in the U.S. (“GAAP”) for interim financial information and the instructions to Form 10-Q. In our opinion, all adjustments (consisting of normal, recurring accruals) considered necessary for a fair presentation have been included for the three month periods ended August 31, 2017 and 2016. For further information, refer to the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended May 31, 2017. Our financial statements include all of our majority-owned subsidiaries. We account for our investments in less-than-majority-owned joint ventures, for which we have the ability to exercise significant influence, under the equity method. Effects of transactions between related companies are eliminated in consolidation. Noncontrolling interests are presented in our consolidated financial statements as if parent company investors (controlling interests) and other minority investors (noncontrolling interests) in partially-owned subsidiaries have similar economic interests in a single entity. As a result, investments in noncontrolling interests are reported as equity in our consolidated financial statements. Additionally, our consolidated financial statements include 100% of a controlled subsidiary’s earnings, rather than only our share. Transactions between the parent company and noncontrolling interests are reported in equity as transactions between stockholders, provided that these transactions do not create a change in control. Our business is dependent on external weather factors. Historically, we have experienced strong sales and net income in our first, second and fourth fiscal quarters comprising the three month periods ending August 31, November 30 and May 31, respectively, with weaker performance in our third fiscal quarter (December through February). |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Aug. 31, 2017 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | NOTE 2 — NEW ACCOUNTING PRONOUNCEMENTS In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers,” which establishes a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under GAAP. The new standard prescribes a five-step model for recognizing revenue, which will require significant judgment in its application. The new standard requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Under the original issuance, the new standard would have applied to annual periods beginning after December 15, 2016, including interim periods therein. However, in August 2015, the FASB issued ASU 2015-14, which extends the standard effective date by one year and includes an option to apply the standard on the original effective date. The provisions of this ASU may be applied retrospectively to each prior reporting period presented, or on a modified retrospective basis by recognizing a cumulative catch-up transition amount at the date of initial application. We have selected the modified retrospective transition method, which we will apply upon adoption of the standard as of June 1, 2018. Given the scope of work required to implement the recognition and disclosure requirements under the new standard, we began our assessment process during fiscal 2016. Our progress to date includes a preliminary identification of areas which will require changes to policies, processes, systems or internal controls. We expect revenue recognition for our broad portfolio of products and services to remain largely unchanged. However, the guidance is expected to change the timing of revenue recognition in certain areas, including our accounting for long-term construction contracts. While these impacts are not expected to be material to our overall Consolidated Financial Statements, we do anticipate that the new disclosure requirements surrounding revenue recognition will be significant. We continue to assess all potential impacts of the guidance and given the stage of our adoption procedures as well as our normal ongoing business dynamics, our preliminary conclusions and assessments of the potential impacts on each of our different business units’ revenue streams are subject to change. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which increases lease transparency and comparability among organizations. Under the new standard, lessees will be required to recognize all assets and liabilities arising from leases on the balance sheet, with the exception of leases with a term of 12 months or less, which permits a lessee to make an accounting policy election by class of underlying asset not to recognize lease assets and liabilities. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted. The new standard requires the recognition and measurement of leases at the beginning of the earliest period presented using a modified retrospective approach, which includes a number of optional practical expedients that entities may elect to apply. We are currently evaluating the impact this guidance will have on our Consolidated Financial Statements. At a minimum, total assets and total liabilities will increase in the period the ASU is adopted. At August 31, 2017, our total undiscounted future minimum payments outstanding for operating lease obligations approximated $216.0 million. In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments,” which makes a number of changes meant to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows. The new guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. Upon adoption, entities must apply the guidance retrospectively to all periods presented. We are currently evaluating the impact this guidance will have on our Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-01, “Business Combinations: Clarifying the Definition of a Business,” with the objective of adding guidance to assist entities in evaluating whether transactions should be accounted for as acquisitions (disposals) of assets or of businesses. The guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. We are currently reviewing the impact this revised guidance will have on our Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment,” to eliminate step two from the goodwill impairment test in order to simplify the subsequent measurement of goodwill. The guidance is effective for fiscal years beginning after December 15, 2019. Early application is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. Adoption of this guidance is not expected to have a material impact on our Consolidated Financial Statements. In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. The guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. We are currently reviewing the impact this guidance will have on our Consolidated Financial Statements. |
Marketable Securities
Marketable Securities | 3 Months Ended |
Aug. 31, 2017 | |
Investments Debt And Equity Securities [Abstract] | |
Marketable Securities | NOTE 3 – MARKETABLE SECURITIES The following tables summarize marketable securities held at August 31, 2017 and May 31, 2017 by asset type: Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) August 31, 2017 Equity securities: Stocks - domestic $ 2,110 $ 76 $ - $ 2,186 Mutual funds - foreign 27,754 2,463 (218 ) 29,999 Mutual funds - domestic 92,075 1,749 (2,987 ) 90,837 Total equity securities 121,939 4,288 (3,205 ) 123,022 Fixed maturity: U.S. treasury and other government 22,170 140 (170 ) 22,140 Corporate bonds 660 97 (6 ) 751 Total fixed maturity securities 22,830 237 (176 ) 22,891 Total $ 144,769 $ 4,525 $ (3,381 ) $ 145,913 Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) May 31, 2017 Equity securities: Stocks - domestic $ 2,391 $ 76 $ - $ 2,467 Mutual funds - foreign 35,169 2,470 (204 ) 37,435 Mutual funds - domestic 102,671 2,084 (3,118 ) 101,637 Total equity securities 140,231 4,630 (3,322 ) 141,539 Fixed maturity: U.S. treasury and other government 22,176 120 (177 ) 22,119 Corporate bonds 706 97 (6 ) 797 Total fixed maturity securities 22,882 217 (183 ) 22,916 Total $ 163,113 $ 4,847 $ (3,505 ) $ 164,455 Marketable securities, included in other current and long-term assets totaling $72.4 million and $73.5 million at August 31, 2017, respectively, and included in other current and long-term assets totaling $89.5 million and $75.0 million at May 31, 2017, respectively, are composed of available-for-sale securities and are reported at fair value. We carry a portion of our marketable securities portfolio in long-term assets since they are generally held for the settlement of our general and product liability insurance claims processed through our wholly owned captive insurance subsidiaries. Marketable securities are composed of available-for-sale securities and are reported at fair value. Realized gains and losses on sales of investments are recognized in net income on the specific identification basis. Changes in the fair values of securities that are considered temporary are recorded as unrealized gains and losses, net of applicable taxes, in accumulated other comprehensive (loss) within stockholders’ equity. Other-than-temporary declines in market value from original cost are reflected in operating income in the period in which the unrealized losses are deemed other than temporary. In order to determine whether other-than-temporary declines in market value have occurred, the duration of the decline in value and our ability to hold the investment are considered in conjunction with an evaluation of the strength of the underlying collateral and the extent to which the investment’s amortized cost or cost, as appropriate, exceeds its related market value. Gross gains realized on sales of investments were $4.0 million and $2.8 million for the quarters ended August 31, 2017 and 2016, respectively. During the first quarter of fiscal 2018 and 2017, we recognized gross realized losses on sales of investments of $1.1 million and $0.2 million, respectively. During the first quarter of fiscal 2017, we recognized losses of approximately $0.2 million for securities deemed to have other-than-temporary impairments, while there were no such losses during the current three month period. These amounts are included in investment (income), net in the Consolidated Statements of Income. Summarized below are the securities we held at August 31, 2017 and May 31, 2017 that were in an unrealized loss position and that were included in accumulated other comprehensive (loss), aggregated by the length of time the investments had been in that position: August 31, 2017 May 31, 2017 (In thousands) Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Total investments with unrealized losses $ 44,094 $ (3,381 ) $ 59,987 $ (3,505 ) Unrealized losses with a loss position for less than 12 months 9,808 (208 ) 40,854 (2,983 ) Unrealized losses with a loss position for more than 12 months 34,286 (3,173 ) 19,133 (522 ) We have reviewed all of the securities included in the table above and have concluded that we have the ability and intent to hold these investments until their cost can be recovered, based upon the severity and duration of the decline. Therefore, we did not recognize any other-than-temporary impairment losses on these investments. The unrealized losses generally relate to investments whose fair values at August 31, 2017 were less than 15% below their original cost. From time to time, we may experience significant volatility in general economic and market conditions. If we were to experience unrealized losses that were to continue for longer periods of time, or arise to more significant levels of unrealized losses within our portfolio of investments in marketable securities in the future, we may recognize additional other-than-temporary impairment losses. Such potential losses could have a material impact on our results of operations in any given reporting period. As such, we continue to closely evaluate the status of our investments and our ability and intent to hold these investments. The net carrying values of debt securities at August 31, 2017, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations without prepayment penalties. (In thousands) Amortized Fair Due: Less than one year $ 3,304 $ 3,305 One year through five years 15,154 15,071 Six years through ten years 3,170 3,196 After ten years 1,202 1,319 $ 22,830 $ 22,891 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Aug. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 4 — FAIR VALUE MEASUREMENTS Financial instruments recorded in the balance sheet include cash and cash equivalents, trade accounts receivable, marketable securities, notes and accounts payable, and debt. An allowance for anticipated uncollectible trade receivable amounts is established using a combination of specifically identified accounts to be reserved, and a reserve covering trends in collectibility. These estimates are based on an analysis of trends in collectibility and past experience, but are primarily made up of individual account balances identified as doubtful based on specific facts and conditions. Receivable losses are charged against the allowance when we confirm uncollectibility. The valuation techniques utilized for establishing the fair values of assets and liabilities are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect management’s market assumptions. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value, as follows: Level 1 Inputs — Quoted prices for identical instruments in active markets. Level 2 Inputs — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Inputs — Instruments with primarily unobservable value drivers. The following tables present our assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. (In thousands) Quoted in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at August 31, 2017 U.S. Treasury and other government $ - $ 22,140 $ - $ 22,140 Corporate bonds 751 751 Stocks - domestic 2,186 2,186 Mutual funds - foreign 29,999 29,999 Mutual funds - domestic 90,837 90,837 Foreign currency forward contract 992 992 Contingent consideration (14,787 ) (14,787 ) Total $ 2,186 $ 144,719 $ (14,787 ) $ 132,118 (In thousands) Quoted in Active Markets for Identical (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at May 31, 2017 U.S. Treasury and other government $ - $ 22,119 $ - $ 22,119 Corporate bonds 797 797 Stocks - domestic 2,467 2,467 Mutual funds - foreign 37,435 37,435 Mutual funds - domestic 101,637 101,637 Contingent consideration (17,979 ) (17,979 ) Total $ 2,467 $ 161,988 $ (17,979 ) $ 146,476 Our marketable securities are primarily composed of available-for-sale securities, and are valued using a market approach. The availability of inputs observable in the market varies from instrument to instrument and depends on a variety of factors including the type of instrument, whether the instrument is actively traded, and other characteristics particular to the transaction. For most of our financial instruments, pricing inputs are readily observable in the market, the valuation methodology used is widely accepted by market participants, and the valuation does not require significant management discretion. For other financial instruments, pricing inputs are less observable in the market and may require management judgment. At August 31, 2017, we had a foreign currency forward contract with a fair value of approximately $1.0 million, which is classified in other current assets in our Consolidated Balance Sheets. The balance for this foreign currency forward contract was not significant at May 31, 2017. Our foreign currency forward contract, which has not been designated as a hedge, was designed to reduce our exposure to the changes in the cash flows of intercompany foreign-currency-denominated loans related to changes in foreign currency exchange rates by fixing the functional currency cash flows. The foreign exchange rates included in the forward contract are based upon observable market data, but are not quoted market prices, and therefore, the forward currency forward contract is considered a Level 2 liability on the fair value hierarchy. The contingent consideration represents the estimated fair value of the additional variable cash consideration payable in connection with recent acquisitions that is contingent upon the achievement of certain performance milestones. We estimated the fair value using expected future cash flows over the period in which the obligation is expected to be settled, and applied a discount rate that appropriately captures a market participant's view of the risk associated with the obligation, which are considered to be Level 3 inputs. During the first quarter of fiscal 2018, we paid approximately $3.3 million for settlements of contingent consideration obligations relating to certain performance milestones that were established in prior periods and achieved during the current period. During the first quarter of fiscal 2017, we paid approximately $4.0 million for settlements of contingent consideration obligations relating to certain performance milestones that were established in prior periods and achieved during last year’s first quarter. These amounts are reported in payments of acquisition-related contingent consideration in cash flows from financing activities in the Consolidated Statements of Cash Flows. The carrying value of our current financial instruments, which include cash and cash equivalents, marketable securities, trade accounts receivable, accounts payable and short-term debt approximates fair value because of the short-term maturity of these financial instruments. At August 31, 2017 and May 31, 2017, the fair value of our long-term debt was estimated using active market quotes, based on our current incremental borrowing rates for similar types of borrowing arrangements, which are considered to be Level 2 inputs. Based on the analysis performed, the fair value and the carrying value of our financial instruments and long-term debt as of August 31, 2017 and May 31, 2017 are as follows: At August 31, 2017 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 236,191 $ 236,191 Marketable equity securities 123,022 123,022 Marketable debt securities 22,891 22,891 Long-term debt, including current portion 2,122,290 2,270,329 At May 31, 2017 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 350,497 $ 350,497 Marketable equity securities 141,539 141,539 Marketable debt securities 22,916 22,916 Long-term debt, including current portion 2,090,082 2,243,167 |
Investment (Income), Net
Investment (Income), Net | 3 Months Ended |
Aug. 31, 2017 | |
Other Income And Expenses [Abstract] | |
Investment (Income), Net | NOTE 5 - INVESTMENT (INCOME), NET Investment (income), net, consists of the following components: Three Months Ended August 31, August 31, (In thousands) 2017 2016 Interest (income) $ (894 ) $ (1,140 ) Net (gain) on sale of marketable securities (2,861 ) (2,584 ) Other-than-temporary impairment on securities - 186 Dividend (income) (698 ) (300 ) Investment (income), net $ (4,453 ) $ (3,838 ) |
Other (Income) Expense, Net
Other (Income) Expense, Net | 3 Months Ended |
Aug. 31, 2017 | |
Other Income And Expenses [Abstract] | |
Other (Income) Expense, Net | NOTE 6 - OTHER (INCOME) EXPENSE, NET Other expense (income), net, consists of the following components: Three Months Ended August 31, August 31, (In thousands) 2017 2016 Royalty expense, net $ 268 $ 756 (Income) related to unconsolidated equity affiliates (273 ) (214 ) Other (income) expense, net $ (5 ) $ 542 |
Income Taxes
Income Taxes | 3 Months Ended |
Aug. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 7 — INCOME TAXES The effective income tax rate was 24.7% for the three months ended August 31, 2017 compared to an effective income tax rate of 23.6% for the three months ended August 31, 2016. The effective tax rate for the three months ended August 31, 2017 and 2016 reflect variances from the 35% federal statutory rate due to lower effective tax rate of certain of our foreign subsidiaries, the benefit of the domestic manufacturing deduction, partially offset by the unfavorable impact of state and local taxes. Additionally, we recorded favorable discrete tax adjustments for excess tax benefits related to equity compensation of $1.5 million and $10.4 million, respectively, in the three-month periods ended August 31, 2017 and 2016. During the three months ended August 31, 2017, we identified an opportunity and executed a transaction related to an intercompany loan and foreign distribution, which was taxable in the U.S. and resulted in a net $9.0 million discrete tax benefit. The net tax benefit is comprised of a $7.3 million discrete tax charge related to an intercompany distribution, which is taxable in the U.S. The net tax benefit also includes a discrete tax benefit of $16.3 million resulting from a related subsequent foreign distribution. The $16.3 million discrete tax benefit is attributable to a reduction in the previously recorded estimated deferred income tax liability for the U.S. tax cost associated with unremitted foreign earnings that are not considered permanently reinvested. As of August 31, 2017, the amount of unremitted earnings that may be repatriated and the corresponding deferred tax liability have been adjusted to $290.4 million and $85.4 million, respectively. The reduction to the amount of unremitted foreign earnings that may be repatriated is a result of the above noted intercompany transaction, partially offset by the impact of foreign currency translation. The reduction to the deferred tax liability was primarily comprised of the above noted $16.3 million adjustment, offset by a $7.6 million increase due to foreign currency translation. The increase to the deferred tax liability related to foreign currency translation was recorded as a component of accumulated other comprehensive income. We have not provided for U.S. income and foreign withholding taxes on the remaining foreign subsidiaries’ undistributed earnings because such earnings have been retained and reinvested by the subsidiaries as of August 31, 2017. Accordingly, no provision has been made for U.S. income taxes or foreign withholding taxes, which may become payable if the remaining undistributed earnings of foreign subsidiaries were paid to us as dividends. |
Inventories
Inventories | 3 Months Ended |
Aug. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 8 — INVENTORIES Inventories, net of reserves, were composed of the following major classes: August 31, 2017 May 31, 2017 (In thousands) Raw material and supplies $ 267,588 $ 248,426 Finished goods 583,724 539,771 Total Inventory, Net of Reserves $ 851,312 $ 788,197 |
Stock Repurchase Program
Stock Repurchase Program | 3 Months Ended |
Aug. 31, 2017 | |
Equity [Abstract] | |
Stock Repurchase Program | NOTE 9 — STOCK REPURCHASE PROGRAM On January 8, 2008, we announced our authorization of a stock repurchase program under which we may repurchase shares of RPM International Inc. common stock at management’s discretion for general corporate purposes. Our current intent is to limit our repurchases only to amounts required to offset dilution created by stock issued in connection with our equity-based compensation plans, or approximately one to two million shares per year. As a result of this authorization, we may repurchase shares from time to time in the open market or in private transactions at various times and in amounts and for prices that our management deems appropriate, subject to insider trading rules and other securities law restrictions. The timing of our purchases will depend upon prevailing market conditions, alternative uses of capital and other factors. We may limit or terminate the repurchase program at any time. During the three month periods ended August 31, 2017 and 2016, we did not repurchase any shares of our common stock under this program. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Aug. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 10 — EARNINGS PER SHARE The following table sets forth the reconciliation of the numerator and denominator of basic and diluted earnings per share, as calculated using the two-class method for the three month periods ended August 31, 2017 and 2016. Three Months Ended August 31, August 31, (In thousands, except per share amounts) 2017 2016 Numerator for earnings per share: Net income attributable to RPM International Inc. stockholders $ 116,416 $ 112,769 Less: Allocation of earnings and dividends to participating securities (1,750 ) (1,819 ) Net income available to common shareholders - basic 114,666 110,950 Add: Undistributed earnings reallocated to unvested shareholders 5 7 Add: Income effect of contingently issuable shares 1,377 1,362 Net income available to common shareholders - diluted $ 116,048 $ 112,319 Denominator for basic and diluted earnings per share: Basic weighted average common shares 131,236 130,600 Average diluted options 574 749 Additional shares issuable assuming conversion of convertible securities (1) 3,910 3,892 Total shares for diluted earnings per share (2) 135,720 135,241 Earnings Per Share of Common Stock Attributable to RPM International Inc. Stockholders: Basic Earnings Per Share of Common Stock $ 0.87 $ 0.85 Diluted Earnings Per Share of Common Stock $ 0.86 $ 0.83 (1) Represents the number of shares that would be issued if our contingently convertible notes were converted. We include these shares in the calculation of diluted EPS as the conversion of the notes may be settled, at our election, in cash, shares of our common stock, or a combination of cash and shares of our common stock. (2) Restricted shares totaling 43,380 for the three months ended August 31, 2017 were excluded from the calculation of diluted earnings per share because the grant price of the restricted shares exceeded the average market price of the shares during the period and their effect, accordingly, would have been anti-dilutive. There were no restricted shares identified as being anti-dilutive for the three months ended August 31, 2016. In addition, stock appreciation rights (“SARs”) totaling 600,000 for the three months ended August 31, 2017 and 1,170,000 for the three months ended August 31, 2016 were excluded from the calculation of diluted earnings per share as their effect would have been anti-dilutive. |
Pension Plans
Pension Plans | 3 Months Ended |
Aug. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension Plans | NOTE 11 — PENSION PLANS We offer defined benefit pension plans, defined contribution pension plans, as well as several unfunded health care benefit plans primarily for certain of our retired employees. The following tables provide the retirement-related benefit plans’ impact on income before income taxes for the three month periods ended August 31, 2017 and 2016: U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended August 31, August 31, August 31, August 31, Pension Benefits 2017 2016 2017 2016 (In thousands) Service cost $ 9,465 $ 9,401 $ 1,175 $ 1,127 Interest cost 4,379 4,331 1,145 1,224 Expected return on plan assets (8,086 ) (6,252 ) (1,978 ) (1,886 ) Amortization of: Prior service cost (credit) 29 54 (6 ) Net actuarial losses recognized 3,618 5,540 419 573 Net Periodic Benefit Cost $ 9,405 $ 13,074 $ 755 $ 1,038 U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended August 31, August 31, August 31, August 31, Postretirement Benefits 2017 2016 2017 2016 (In thousands) Service cost $ - $ - $ 311 $ 284 Interest cost 43 57 224 222 Amortization of: Prior service (credit) (55 ) (58 ) Net actuarial losses recognized 6 79 60 Net Periodic Benefit Cost $ (6 ) $ (1 ) $ 614 $ 566 The decrease in pension and postretirement benefit cost from fiscal 2017 to 2018 reflects the impact of slightly lower discount rates, higher expected returns on increased asset values and a change in estimate for lump sum valuations. We expect that pension expense will fluctuate on a year-to-year basis, depending upon the investment performance of plan assets and potential changes in interest rates, but such changes are not expected to be material to our consolidated financial results. We previously disclosed in our financial statements for the fiscal year ended May 31, 2017 that we expected to contribute approximately $1.0 million to our retirement plans in the U.S. and approximately $7.0 million to plans outside the U.S. during the current fiscal year. As of August 31, 2017, this has not changed. |
Contingencies and Other Accrued
Contingencies and Other Accrued Losses | 3 Months Ended |
Aug. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies and Other Accrued Losses | NOTE 12 – CONTINGENCIES AND OTHER ACCRUED LOSSES We provide, through our wholly owned insurance subsidiaries, certain insurance coverage, primarily product liability coverage, to our other subsidiaries. Excess coverage is provided by third-party insurers. Our product liability accruals provide for these potential losses as well as other uninsured claims. Product liability accruals are established based upon actuarial calculations of potential liability using industry experience, actual historical experience and actuarial assumptions developed for similar types of product liability claims, including development factors and lag times. To the extent there is a reasonable possibility that potential losses could exceed the amounts already accrued, we believe that the amount of any such additional loss would be immaterial to our results of operations, liquidity and consolidated financial position. We also offer warranties on many of our products, as well as long-term warranty programs at certain of our businesses, and have established product warranty liabilities. We review these liabilities for adequacy on a quarterly basis and adjust them as necessary. The primary factors that could affect these liabilities may include changes in performance rates as well as costs of replacement. Provision for estimated warranty costs is recorded at the time of sale and periodically adjusted, as required, to reflect actual experience. It is probable that we will incur future losses related to warranty claims we have received but that have not been fully investigated and related to claims not yet received. While our warranty liabilities represent our best estimates at August 31, 2017, we can provide no assurances that we will not experience material claims in the future or that we will not incur significant costs to resolve such claims beyond the amounts accrued or beyond what we may recover from our suppliers. Based upon the nature of the expense, product warranty expense is recorded as a reduction of sales, as a component of cost of sales, or within selling, general and administrative expense. Also, due to the nature of our businesses, the amount of claims paid can fluctuate from one period to the next. While our warranty liabilities represent our best estimates of our expected losses at any given time, from time-to-time we may revise our estimates based on our experience relating to factors such as weather conditions, specific circumstances surrounding product installations and other factors. The following table includes the changes in our accrued warranty balances: Three Months Ended August 31, August 31, 2017 2016 (In thousands) Beginning Balance $ 19,149 $ 13,314 Deductions (1) (8,642 ) (2,490 ) Provision charged to expense 5,264 4,409 Ending Balance $ 15,771 $ 15,233 (1) Primarily claims paid during the year. In addition, like other companies participating in similar lines of business, some of our subsidiaries are involved in proceedings relating to environmental matters. It is our policy to accrue remediation costs when it is probable that such efforts will be required and the related costs can be reasonably estimated. These liabilities are undiscounted and are not material to our financial statements during any of the periods presented. We were notified by the SEC on June 24, 2014, that we are the subject of a formal investigation pertaining to the timing of our disclosure and accrual of loss reserves in fiscal 2013 with respect to the previously disclosed U.S. Department Of Justice (the “DOJ”) and the U.S. General Services Administration (the “GSA”) Office of Inspector General investigation into compliance issues relating to Tremco Roofing Division’s GSA contracts. As previously disclosed, our audit committee completed an investigation into the facts and circumstances surrounding the timing of our disclosure and accrual of loss reserves with respect to the GSA and DOJ investigation, and determined that it was appropriate to restate our financial results for the first, second and third quarters of fiscal 2013. These restatements had no impact on our audited financial statements for the fiscal years ended May 31, 2013 or 2014. The audit committee’s investigation concluded that there was no intentional misconduct on the part of any of our officers. In connection with the foregoing, on September 9, 2016, the SEC filed an enforcement action against us and our General Counsel. We have cooperated with the SEC’s investigation and believe the allegations in the complaint mischaracterize both our and our General Counsel’s actions in connection with the matters related to our quarterly results in fiscal 2013 and are without merit. Both we and our General Counsel filed motions to dismiss the complaint on February 24, 2017. Those motions to dismiss the complaint were denied by the Court on September 29, 2017. We intend to continue to contest the allegations in the complaint vigorously. The action by the SEC could result in sanctions against us and/or our General Counsel and could impose substantial additional costs and distractions, regardless of its outcome. We have determined that it is probable that we will incur a loss relating to this matter and have estimated a range of potential loss. We have accrued at the low end of the range of loss, as no amount within the range is more likely to occur, and no amount within the estimated range of loss would have a material impact on our consolidated financial condition, results of operations or cash flows. With respect to a case pending against one of our subsidiaries in which there is alleged both trade secret and trademark infringement, during the quarter ended August 31, 2017, the court denied our motion for summary judgment and based on our current understanding of the claim we have determined that it is reasonably possible that we may incur a loss related to this claim; however we cannot estimate the amount or range of any potential loss. |
Equity
Equity | 3 Months Ended |
Aug. 31, 2017 | |
Equity [Abstract] | |
Equity | NOTE 13 – EQUITY The following tables illustrate the components of total equity and comprehensive income for the three months ended August 31, 2017 and 2016: (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2017 $ 1,436,061 $ 2,639 $ 1,438,700 Net income 116,416 487 116,903 Other Comprehensive Income: Foreign currency translation adjustments 44,447 31 44,478 Pension and other postretirement benefit liability adjustments, net of tax 629 629 Unrealized (loss) on securities, net of tax (78 ) (78 ) Unrealized (loss) on derivatives, net of tax (394 ) (394 ) Total Other Comprehensive Income, net of tax 44,604 31 44,635 Comprehensive Income 161,020 518 161,538 Dividends paid (40,089 ) (40,089 ) Other noncontrolling interest activity (65 ) (65 ) Shares repurchased and returned for taxes (5,346 ) (5,346 ) Stock based compensation expense 7,465 7,465 Total Equity at August 31, 2017 $ 1,559,111 $ 3,092 $ 1,562,203 (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2016 $ 1,372,335 $ 2,413 $ 1,374,748 Net income 112,769 625 113,394 Other Comprehensive Income: Foreign currency translation adjustments (11,511 ) (11,511 ) Pension and other postretirement benefit liability adjustments, net of tax 5,704 5,704 Unrealized gain on securities, net of tax 1,604 1,604 Total Other Comprehensive (Loss), net of tax (4,203 ) - (4,203 ) Comprehensive Income (Loss) 108,566 625 109,191 Dividends paid (36,529 ) (36,529 ) Other noncontrolling interest activity (912 ) (912 ) Shares repurchased and returned for taxes (17,105 ) (17,105 ) Stock based compensation expense 8,171 8,171 Total Equity at August 31, 2016 $ 1,435,438 $ 2,126 $ 1,437,564 |
Segment Information
Segment Information | 3 Months Ended |
Aug. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 14 — SEGMENT INFORMATION We operate a portfolio of businesses and product lines that manufacture and sell a variety of specialty paints, protective coatings and roofing systems, sealants and adhesives. We manage our portfolio by organizing our businesses and product lines into three reportable segments: the industrial reportable segment, the consumer reportable segment and the specialty reportable segment. Within each reportable segment, we aggregate operating segments or product lines that consist of individual companies or groups of companies and product lines, which generally address common markets, share similar economic characteristics, utilize similar technologies and can share manufacturing or distribution capabilities. Our seven operating segments represent components of our business for which separate financial information is available that is utilized on a regular basis by our chief operating decision maker in determining how to allocate the assets of the company and evaluate performance. These seven operating segments are each managed by an operating segment manager, who is responsible for the day-to-day operating decisions and performance evaluation of the operating segment’s underlying businesses. Our industrial reportable segment products are sold throughout North America and also account for the majority of our international sales. Our industrial product lines are sold directly to contractors, distributors and end-users, such as industrial manufacturing facilities, public institutions and other commercial customers. The industrial reportable segment comprises three separate operating segments — Tremco Group, tremco illbruck Group and Performance Coatings Group. Products and services within this reportable segment include construction chemicals, roofing systems, weatherproofing and other sealants, and polymer flooring. Our consumer reportable segment manufactures and markets professional use and do-it-yourself (“DIY”) products for a variety of mainly consumer applications, including home improvement and personal leisure activities. Our consumer segment’s major manufacturing and distribution operations are located primarily in North America, along with a few locations in Europe and other parts of the world. Our consumer reportable segment products are primarily sold directly to mass merchandisers, home improvement centers, hardware stores, paint stores, craft shops, cosmetic companies and through distributors. This reportable segment comprises three operating segments — Rust-Oleum Group, DAP Group and SPG-Consumer Group. Products within this reportable segment include specialty, hobby and professional paints; nail enamels; caulks; adhesives; silicone sealants and wood stains. Our specialty reportable segment products are sold throughout North America and a few international locations, primarily in Europe. Our specialty product lines are sold directly to contractors, distributors and end-users, such as industrial manufacturing facilities, public institutions and other commercial customers. The specialty reportable segment is a single operating segment, which offers products that include industrial cleaners, restoration services equipment, colorants, exterior finishes, edible coatings and specialty glazes for pharmaceutical and food industries, and other specialty OEM coatings. In addition to our three reportable segments, there is a category of certain business activities and expenses, referred to as corporate/other, that does not constitute an operating segment. This category includes our corporate headquarters and related administrative expenses, results of our captive insurance companies, gains or losses on the sales of certain assets and other expenses not directly associated with any reportable segment. Assets related to the corporate/other category consist primarily of investments, prepaid expenses and headquarters’ property and equipment. These corporate and other assets and expenses reconcile reportable segment data to total consolidated income before income taxes and identifiable assets. We reflect income from our joint ventures on the equity method, and receive royalties from our licensees. The following tables reflect the results of our reportable segments consistent with our management philosophy, and represent the information we utilize, in conjunction with various strategic, operational and other financial performance criteria, in evaluating the performance of our portfolio of businesses. Three Months Ended August 31, August 31, 2017 2016 (In thousands) Net Sales Industrial Segment $ 729,768 $ 675,840 Consumer Segment 427,144 399,887 Specialty Segment 188,482 176,336 Consolidated $ 1,345,394 $ 1,252,063 Income Before Income Taxes Industrial Segment $ 88,902 $ 89,266 Consumer Segment 72,368 70,088 Specialty Segment 33,167 30,504 Corporate/Other (39,153 ) (41,383 ) Consolidated $ 155,284 $ 148,475 |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 3 Months Ended |
Aug. 31, 2017 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | NEW ACCOUNTING PRONOUNCEMENTS In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers,” which establishes a comprehensive revenue recognition standard that will supersede nearly all existing revenue recognition guidance under GAAP. The new standard prescribes a five-step model for recognizing revenue, which will require significant judgment in its application. The new standard requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Under the original issuance, the new standard would have applied to annual periods beginning after December 15, 2016, including interim periods therein. However, in August 2015, the FASB issued ASU 2015-14, which extends the standard effective date by one year and includes an option to apply the standard on the original effective date. The provisions of this ASU may be applied retrospectively to each prior reporting period presented, or on a modified retrospective basis by recognizing a cumulative catch-up transition amount at the date of initial application. We have selected the modified retrospective transition method, which we will apply upon adoption of the standard as of June 1, 2018. Given the scope of work required to implement the recognition and disclosure requirements under the new standard, we began our assessment process during fiscal 2016. Our progress to date includes a preliminary identification of areas which will require changes to policies, processes, systems or internal controls. We expect revenue recognition for our broad portfolio of products and services to remain largely unchanged. However, the guidance is expected to change the timing of revenue recognition in certain areas, including our accounting for long-term construction contracts. While these impacts are not expected to be material to our overall Consolidated Financial Statements, we do anticipate that the new disclosure requirements surrounding revenue recognition will be significant. We continue to assess all potential impacts of the guidance and given the stage of our adoption procedures as well as our normal ongoing business dynamics, our preliminary conclusions and assessments of the potential impacts on each of our different business units’ revenue streams are subject to change. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which increases lease transparency and comparability among organizations. Under the new standard, lessees will be required to recognize all assets and liabilities arising from leases on the balance sheet, with the exception of leases with a term of 12 months or less, which permits a lessee to make an accounting policy election by class of underlying asset not to recognize lease assets and liabilities. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted. The new standard requires the recognition and measurement of leases at the beginning of the earliest period presented using a modified retrospective approach, which includes a number of optional practical expedients that entities may elect to apply. We are currently evaluating the impact this guidance will have on our Consolidated Financial Statements. At a minimum, total assets and total liabilities will increase in the period the ASU is adopted. At August 31, 2017, our total undiscounted future minimum payments outstanding for operating lease obligations approximated $216.0 million. In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments,” which makes a number of changes meant to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows. The new guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. Upon adoption, entities must apply the guidance retrospectively to all periods presented. We are currently evaluating the impact this guidance will have on our Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-01, “Business Combinations: Clarifying the Definition of a Business,” with the objective of adding guidance to assist entities in evaluating whether transactions should be accounted for as acquisitions (disposals) of assets or of businesses. The guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with early adoption permitted. We are currently reviewing the impact this revised guidance will have on our Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment,” to eliminate step two from the goodwill impairment test in order to simplify the subsequent measurement of goodwill. The guidance is effective for fiscal years beginning after December 15, 2019. Early application is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. Adoption of this guidance is not expected to have a material impact on our Consolidated Financial Statements. In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. The guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. We are currently reviewing the impact this guidance will have on our Consolidated Financial Statements. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Marketable Securities by Asset Type | The following tables summarize marketable securities held at August 31, 2017 and May 31, 2017 by asset type: Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) August 31, 2017 Equity securities: Stocks - domestic $ 2,110 $ 76 $ - $ 2,186 Mutual funds - foreign 27,754 2,463 (218 ) 29,999 Mutual funds - domestic 92,075 1,749 (2,987 ) 90,837 Total equity securities 121,939 4,288 (3,205 ) 123,022 Fixed maturity: U.S. treasury and other government 22,170 140 (170 ) 22,140 Corporate bonds 660 97 (6 ) 751 Total fixed maturity securities 22,830 237 (176 ) 22,891 Total $ 144,769 $ 4,525 $ (3,381 ) $ 145,913 Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) May 31, 2017 Equity securities: Stocks - domestic $ 2,391 $ 76 $ - $ 2,467 Mutual funds - foreign 35,169 2,470 (204 ) 37,435 Mutual funds - domestic 102,671 2,084 (3,118 ) 101,637 Total equity securities 140,231 4,630 (3,322 ) 141,539 Fixed maturity: U.S. treasury and other government 22,176 120 (177 ) 22,119 Corporate bonds 706 97 (6 ) 797 Total fixed maturity securities 22,882 217 (183 ) 22,916 Total $ 163,113 $ 4,847 $ (3,505 ) $ 164,455 |
Summary of Securities in Unrealized Loss Position and Included in Accumulated Other Comprehensive (Loss), Aggregated by Length of Time Investments | Summarized below are the securities we held at August 31, 2017 and May 31, 2017 that were in an unrealized loss position and that were included in accumulated other comprehensive (loss), aggregated by the length of time the investments had been in that position: August 31, 2017 May 31, 2017 (In thousands) Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Total investments with unrealized losses $ 44,094 $ (3,381 ) $ 59,987 $ (3,505 ) Unrealized losses with a loss position for less than 12 months 9,808 (208 ) 40,854 (2,983 ) Unrealized losses with a loss position for more than 12 months 34,286 (3,173 ) 19,133 (522 ) |
Net Carrying Values of Debt Securities by Contractual Maturity | The net carrying values of debt securities at August 31, 2017, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations without prepayment penalties. (In thousands) Amortized Fair Due: Less than one year $ 3,304 $ 3,305 One year through five years 15,154 15,071 Six years through ten years 3,170 3,196 After ten years 1,202 1,319 $ 22,830 $ 22,891 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis and Categorized using Fair Value Hierarchy | The following tables present our assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. (In thousands) Quoted in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at August 31, 2017 U.S. Treasury and other government $ - $ 22,140 $ - $ 22,140 Corporate bonds 751 751 Stocks - domestic 2,186 2,186 Mutual funds - foreign 29,999 29,999 Mutual funds - domestic 90,837 90,837 Foreign currency forward contract 992 992 Contingent consideration (14,787 ) (14,787 ) Total $ 2,186 $ 144,719 $ (14,787 ) $ 132,118 (In thousands) Quoted in Active Markets for Identical (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair Value at May 31, 2017 U.S. Treasury and other government $ - $ 22,119 $ - $ 22,119 Corporate bonds 797 797 Stocks - domestic 2,467 2,467 Mutual funds - foreign 37,435 37,435 Mutual funds - domestic 101,637 101,637 Contingent consideration (17,979 ) (17,979 ) Total $ 2,467 $ 161,988 $ (17,979 ) $ 146,476 |
Fair Value and Carrying Value of Financial Instruments and Long-Term Debt | Based on the analysis performed, the fair value and the carrying value of our financial instruments and long-term debt as of August 31, 2017 and May 31, 2017 are as follows: At August 31, 2017 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 236,191 $ 236,191 Marketable equity securities 123,022 123,022 Marketable debt securities 22,891 22,891 Long-term debt, including current portion 2,122,290 2,270,329 At May 31, 2017 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 350,497 $ 350,497 Marketable equity securities 141,539 141,539 Marketable debt securities 22,916 22,916 Long-term debt, including current portion 2,090,082 2,243,167 |
Investment (Income), Net (Table
Investment (Income), Net (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Other Income And Expenses [Abstract] | |
Investment (Income), Net | Investment (income), net, consists of the following components: Three Months Ended August 31, August 31, (In thousands) 2017 2016 Interest (income) $ (894 ) $ (1,140 ) Net (gain) on sale of marketable securities (2,861 ) (2,584 ) Other-than-temporary impairment on securities - 186 Dividend (income) (698 ) (300 ) Investment (income), net $ (4,453 ) $ (3,838 ) |
Other (Income) Expense, Net (Ta
Other (Income) Expense, Net (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Other Income And Expenses [Abstract] | |
Other Expense (Income), Net | Other expense (income), net, consists of the following components: Three Months Ended August 31, August 31, (In thousands) 2017 2016 Royalty expense, net $ 268 $ 756 (Income) related to unconsolidated equity affiliates (273 ) (214 ) Other (income) expense, net $ (5 ) $ 542 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Major Classes of Inventories, Net of Reserves | Inventories, net of reserves, were composed of the following major classes: August 31, 2017 May 31, 2017 (In thousands) Raw material and supplies $ 267,588 $ 248,426 Finished goods 583,724 539,771 Total Inventory, Net of Reserves $ 851,312 $ 788,197 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of Numerator and Denominator of Basic and Diluted Earnings Per Share | The following table sets forth the reconciliation of the numerator and denominator of basic and diluted earnings per share, as calculated using the two-class method for the three month periods ended August 31, 2017 and 2016. Three Months Ended August 31, August 31, (In thousands, except per share amounts) 2017 2016 Numerator for earnings per share: Net income attributable to RPM International Inc. stockholders $ 116,416 $ 112,769 Less: Allocation of earnings and dividends to participating securities (1,750 ) (1,819 ) Net income available to common shareholders - basic 114,666 110,950 Add: Undistributed earnings reallocated to unvested shareholders 5 7 Add: Income effect of contingently issuable shares 1,377 1,362 Net income available to common shareholders - diluted $ 116,048 $ 112,319 Denominator for basic and diluted earnings per share: Basic weighted average common shares 131,236 130,600 Average diluted options 574 749 Additional shares issuable assuming conversion of convertible securities (1) 3,910 3,892 Total shares for diluted earnings per share (2) 135,720 135,241 Earnings Per Share of Common Stock Attributable to RPM International Inc. Stockholders: Basic Earnings Per Share of Common Stock $ 0.87 $ 0.85 Diluted Earnings Per Share of Common Stock $ 0.86 $ 0.83 (1) Represents the number of shares that would be issued if our contingently convertible notes were converted. We include these shares in the calculation of diluted EPS as the conversion of the notes may be settled, at our election, in cash, shares of our common stock, or a combination of cash and shares of our common stock. (2) Restricted shares totaling 43,380 for the three months ended August 31, 2017 were excluded from the calculation of diluted earnings per share because the grant price of the restricted shares exceeded the average market price of the shares during the period and their effect, accordingly, would have been anti-dilutive. There were no restricted shares identified as being anti-dilutive for the three months ended August 31, 2016. In addition, stock appreciation rights (“SARs”) totaling 600,000 for the three months ended August 31, 2017 and 1,170,000 for the three months ended August 31, 2016 were excluded from the calculation of diluted earnings per share as their effect would have been anti-dilutive. |
Pension Plans (Tables)
Pension Plans (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement-Related Benefit Plans' Impact on Income Before Income Taxes | The following tables provide the retirement-related benefit plans’ impact on income before income taxes for the three month periods ended August 31, 2017 and 2016: U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended August 31, August 31, August 31, August 31, Pension Benefits 2017 2016 2017 2016 (In thousands) Service cost $ 9,465 $ 9,401 $ 1,175 $ 1,127 Interest cost 4,379 4,331 1,145 1,224 Expected return on plan assets (8,086 ) (6,252 ) (1,978 ) (1,886 ) Amortization of: Prior service cost (credit) 29 54 (6 ) Net actuarial losses recognized 3,618 5,540 419 573 Net Periodic Benefit Cost $ 9,405 $ 13,074 $ 755 $ 1,038 U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended August 31, August 31, August 31, August 31, Postretirement Benefits 2017 2016 2017 2016 (In thousands) Service cost $ - $ - $ 311 $ 284 Interest cost 43 57 224 222 Amortization of: Prior service (credit) (55 ) (58 ) Net actuarial losses recognized 6 79 60 Net Periodic Benefit Cost $ (6 ) $ (1 ) $ 614 $ 566 |
Contingencies and Other Accru30
Contingencies and Other Accrued Losses (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Changes in Accrued Warranty Balances | The following table includes the changes in our accrued warranty balances: Three Months Ended August 31, August 31, 2017 2016 (In thousands) Beginning Balance $ 19,149 $ 13,314 Deductions (1) (8,642 ) (2,490 ) Provision charged to expense 5,264 4,409 Ending Balance $ 15,771 $ 15,233 (1) Primarily claims paid during the year. |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Equity [Abstract] | |
Components of Total Equity and Comprehensive Income | The following tables illustrate the components of total equity and comprehensive income for the three months ended August 31, 2017 and 2016: (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2017 $ 1,436,061 $ 2,639 $ 1,438,700 Net income 116,416 487 116,903 Other Comprehensive Income: Foreign currency translation adjustments 44,447 31 44,478 Pension and other postretirement benefit liability adjustments, net of tax 629 629 Unrealized (loss) on securities, net of tax (78 ) (78 ) Unrealized (loss) on derivatives, net of tax (394 ) (394 ) Total Other Comprehensive Income, net of tax 44,604 31 44,635 Comprehensive Income 161,020 518 161,538 Dividends paid (40,089 ) (40,089 ) Other noncontrolling interest activity (65 ) (65 ) Shares repurchased and returned for taxes (5,346 ) (5,346 ) Stock based compensation expense 7,465 7,465 Total Equity at August 31, 2017 $ 1,559,111 $ 3,092 $ 1,562,203 (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2016 $ 1,372,335 $ 2,413 $ 1,374,748 Net income 112,769 625 113,394 Other Comprehensive Income: Foreign currency translation adjustments (11,511 ) (11,511 ) Pension and other postretirement benefit liability adjustments, net of tax 5,704 5,704 Unrealized gain on securities, net of tax 1,604 1,604 Total Other Comprehensive (Loss), net of tax (4,203 ) - (4,203 ) Comprehensive Income (Loss) 108,566 625 109,191 Dividends paid (36,529 ) (36,529 ) Other noncontrolling interest activity (912 ) (912 ) Shares repurchased and returned for taxes (17,105 ) (17,105 ) Stock based compensation expense 8,171 8,171 Total Equity at August 31, 2016 $ 1,435,438 $ 2,126 $ 1,437,564 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Aug. 31, 2017 | |
Segment Reporting [Abstract] | |
Results of Reportable Segments | The following tables reflect the results of our reportable segments consistent with our management philosophy, and represent the information we utilize, in conjunction with various strategic, operational and other financial performance criteria, in evaluating the performance of our portfolio of businesses. Three Months Ended August 31, August 31, 2017 2016 (In thousands) Net Sales Industrial Segment $ 729,768 $ 675,840 Consumer Segment 427,144 399,887 Specialty Segment 188,482 176,336 Consolidated $ 1,345,394 $ 1,252,063 Income Before Income Taxes Industrial Segment $ 88,902 $ 89,266 Consumer Segment 72,368 70,088 Specialty Segment 33,167 30,504 Corporate/Other (39,153 ) (41,383 ) Consolidated $ 155,284 $ 148,475 |
Consolidation, Noncontrolling33
Consolidation, Noncontrolling Interests and Basis of Presentation - Additional Information (Detail) | Aug. 31, 2017 |
Accounting Policies [Abstract] | |
Percentage of controlled subsidiary's earnings | 100.00% |
New Accounting Pronouncements -
New Accounting Pronouncements - Additional Information (Detail) $ in Millions | Aug. 31, 2017USD ($) |
Accounting Policies [Abstract] | |
Total undiscounted future minimum payments outstanding for operating lease obligations | $ 216 |
Summary of Marketable Securitie
Summary of Marketable Securities by Asset Type (Detail) - USD ($) $ in Thousands | Aug. 31, 2017 | May 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | $ 144,769 | $ 163,113 |
Available-for-Sale Securities, Gross Unrealized Gains | 4,525 | 4,847 |
Available-for-Sale Securities, Gross Unrealized Losses | (3,381) | (3,505) |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | 145,913 | 164,455 |
Equity securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | 121,939 | 140,231 |
Available-for-Sale Securities, Gross Unrealized Gains | 4,288 | 4,630 |
Available-for-Sale Securities, Gross Unrealized Losses | (3,205) | (3,322) |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | 123,022 | 141,539 |
Equity securities | Stocks | Domestic | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | 2,110 | 2,391 |
Available-for-Sale Securities, Gross Unrealized Gains | 76 | 76 |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | 2,186 | 2,467 |
Equity securities | Mutual funds | Domestic | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | 92,075 | 102,671 |
Available-for-Sale Securities, Gross Unrealized Gains | 1,749 | 2,084 |
Available-for-Sale Securities, Gross Unrealized Losses | (2,987) | (3,118) |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | 90,837 | 101,637 |
Equity securities | Mutual funds | Foreign | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | 27,754 | 35,169 |
Available-for-Sale Securities, Gross Unrealized Gains | 2,463 | 2,470 |
Available-for-Sale Securities, Gross Unrealized Losses | (218) | (204) |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | 29,999 | 37,435 |
Fixed maturity | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | 22,830 | 22,882 |
Available-for-Sale Securities, Gross Unrealized Gains | 237 | 217 |
Available-for-Sale Securities, Gross Unrealized Losses | (176) | (183) |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | 22,891 | 22,916 |
Fixed maturity | U.S. Treasury and other government | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | 22,170 | 22,176 |
Available-for-Sale Securities, Gross Unrealized Gains | 140 | 120 |
Available-for-Sale Securities, Gross Unrealized Losses | (170) | (177) |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | 22,140 | 22,119 |
Corporate bonds | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-Sale Securities, Amortized Cost | 660 | 706 |
Available-for-Sale Securities, Gross Unrealized Gains | 97 | 97 |
Available-for-Sale Securities, Gross Unrealized Losses | (6) | (6) |
Available-for-Sale Securities, Fair Value (Net Carrying Amount) | $ 751 | $ 797 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Aug. 31, 2017 | Aug. 31, 2016 | May 31, 2017 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Available-for-sale securities, current | $ 72,400,000 | $ 89,500,000 | |
Available-for-sale securities, long-term | 73,500,000 | $ 75,000,000 | |
Gross gains realized on sales of investments | 4,000,000 | $ 2,800,000 | |
Gross realized losses on sales of investments | 1,100,000 | 200,000 | |
Losses recognized for securities deemed to have other-than-temporary impairments | $ 0 | $ 200,000 | |
Maximum | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Investments with unrealized loss, percentage of fair values less than original cost | 15.00% |
Summary of Securities in Unreal
Summary of Securities in Unrealized Loss Position and Included in Accumulated Other Comprehensive (Loss), Aggregated by Length of Time Investments (Detail) - USD ($) $ in Thousands | Aug. 31, 2017 | May 31, 2017 |
Investments Debt And Equity Securities [Abstract] | ||
Total investments with unrealized losses, fair value | $ 44,094 | $ 59,987 |
Unrealized losses with a loss position for less than 12 months, fair value | 9,808 | 40,854 |
Unrealized losses with a loss position for more than 12 months, fair value | 34,286 | 19,133 |
Total investments with unrealized losses, gross unrealized losses | (3,381) | (3,505) |
Unrealized losses with a loss position for less than 12 months, gross unrealized losses | (208) | (2,983) |
Unrealized losses with a loss position for more than 12 months, gross unrealized losses | $ (3,173) | $ (522) |
Net Carrying Values of Debt Sec
Net Carrying Values of Debt Securities by Contractual Maturity (Detail) $ in Thousands | Aug. 31, 2017USD ($) |
Available-for-Sale Securities, amortized cost | |
Less than one year, amortized cost | $ 3,304 |
One year through five years, amortized cost | 15,154 |
Six years through ten years, amortized cost | 3,170 |
After ten years, amortized cost | 1,202 |
Available-for-sale Debt Securities, Amortized Cost Basis, Total | 22,830 |
Available-for-Sale Securities, fair value | |
Less than one year, fair value | 3,305 |
One year through five years, fair value | 15,071 |
Six years through ten years, fair value | 3,196 |
After ten years, fair value | 1,319 |
Marketable debt securities, carrying value | $ 22,891 |
Assets and Liabilities Measured
Assets and Liabilities Measured at Fair Value on Recurring Basis and Categorized using Fair Value Hierarchy (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Aug. 31, 2017 | May 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) at fair value | $ 132,118 | $ 146,476 |
U.S. Treasury and other government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 22,140 | 22,119 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 751 | 797 |
Domestic | Stocks | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 2,186 | 2,467 |
Foreign currency forward contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency forward contract, Liabilities | 992 | |
Mutual funds | Domestic | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 90,837 | 101,637 |
Mutual funds | Foreign | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 29,999 | 37,435 |
Contingent consideration liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | (14,787) | (17,979) |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) at fair value | 2,186 | 2,467 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Domestic | Stocks | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 2,186 | 2,467 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) at fair value | 144,719 | 161,988 |
Significant Other Observable Inputs (Level 2) | U.S. Treasury and other government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 22,140 | 22,119 |
Significant Other Observable Inputs (Level 2) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 751 | 797 |
Significant Other Observable Inputs (Level 2) | Foreign currency forward contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency forward contract, Liabilities | 992 | |
Significant Other Observable Inputs (Level 2) | Mutual funds | Domestic | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 90,837 | 101,637 |
Significant Other Observable Inputs (Level 2) | Mutual funds | Foreign | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on recurring basis | 29,999 | 37,435 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) at fair value | (14,787) | (17,979) |
Significant Unobservable Inputs (Level 3) | Contingent consideration liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | $ (14,787) | $ (17,979) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Settlements of contingent consideration obligations | $ 3.3 | $ 4 |
Fair Value, Measurements, Recurring | Foreign currency forward contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency contracts, fair value of assets | $ 1 |
Fair Value and Carrying Value o
Fair Value and Carrying Value of Financial Instruments and Long-Term Debt (Detail) - USD ($) $ in Thousands | Aug. 31, 2017 | May 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | $ 145,913 | $ 164,455 |
Equity securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 123,022 | 141,539 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 236,191 | 350,497 |
Long-term debt, including current portion | 2,122,290 | 2,090,082 |
Carrying Value | Equity securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 123,022 | 141,539 |
Carrying Value | Debt securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 22,891 | 22,916 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 236,191 | 350,497 |
Long-term debt, including current portion | 2,270,329 | 2,243,167 |
Fair Value | Equity securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | 123,022 | 141,539 |
Fair Value | Debt securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable securities | $ 22,891 | $ 22,916 |
Investment (Income), Net (Detai
Investment (Income), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Other Income And Expenses [Abstract] | ||
Interest (income) | $ (894) | $ (1,140) |
Net (gain) on sale of marketable securities | (2,861) | (2,584) |
Other-than-temporary impairment on securities | 186 | |
Dividend (income) | (698) | (300) |
Investment (income), net | $ (4,453) | $ (3,838) |
Other Expense (Income), Net (De
Other Expense (Income), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Other Income And Expenses [Abstract] | ||
Royalty expense, net | $ 268 | $ 756 |
(Income) related to unconsolidated equity affiliates | (273) | (214) |
Other (income) expense, net | $ (5) | $ 542 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 24.70% | 23.60% |
Federal statutory rate | 35.00% | 35.00% |
Favorable discrete tax adjustments for excess tax benefits related to equity compensation | $ 1,500,000 | $ 10,400,000 |
Discrete tax expense (benefit) | (9,000,000) | |
Discrete tax charge related to intercompany distribution | 7,300,000 | |
Discrete tax benefit related to change in estimated deferred income tax liability | 16,300,000 | |
Unremitted foreign earnings | 290,400,000 | |
Deferred income tax liability | 85,400,000 | |
Reduction to deferred tax liability offset by increase due to foreign currency translation | 7,600,000 | |
Provision for deferred income taxes | $ 0 |
Major Classes of Inventories, N
Major Classes of Inventories, Net of Reserves (Detail) - USD ($) $ in Thousands | Aug. 31, 2017 | May 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw material and supplies | $ 267,588 | $ 248,426 |
Finished goods | 583,724 | 539,771 |
Total Inventory, Net of Reserves | $ 851,312 | $ 788,197 |
Stock Repurchase Program - Addi
Stock Repurchase Program - Additional Information (Detail) - shares | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Stock Repurchase Programs [Line Items] | ||
Authorization of stock repurchase program | Jan. 8, 2008 | |
Shares repurchased | 0 | 0 |
Minimum | ||
Stock Repurchase Programs [Line Items] | ||
Shares authorized to be repurchased, per year | 1,000,000 | |
Maximum | ||
Stock Repurchase Programs [Line Items] | ||
Shares authorized to be repurchased, per year | 2,000,000 |
Reconciliation of Numerator and
Reconciliation of Numerator and Denominator of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Aug. 31, 2017 | Aug. 31, 2016 | ||
Numerator for earnings per share: | |||
Net income attributable to RPM International Inc. stockholders | $ 116,416 | $ 112,769 | |
Less: Allocation of earnings and dividends to participating securities | (1,750) | (1,819) | |
Net income available to common shareholders - basic | 114,666 | 110,950 | |
Add: Undistributed earnings reallocated to unvested shareholders | 5 | 7 | |
Add: Income effect of contingently issuable shares | 1,377 | 1,362 | |
Net income available to common shareholders - diluted | $ 116,048 | $ 112,319 | |
Denominator for basic and diluted earnings per share: | |||
Basic weighted average common shares | 131,236 | 130,600 | |
Average diluted options | 574 | 749 | |
Additional shares issuable assuming conversion of convertible securities | [1] | 3,910 | 3,892 |
Total shares for diluted earnings per share | [2] | 135,720 | 135,241 |
Earnings per Share of Common Stock Attributable to RPM International Inc. Stockholders: | |||
Basic Earnings Per Share of Common Stock | $ 0.87 | $ 0.85 | |
Diluted Earnings Per Share of Common Stock | $ 0.86 | $ 0.83 | |
[1] | Represents the number of shares that would be issued if our contingently convertible notes were converted. We include these shares in the calculation of diluted EPS as the conversion of the notes may be settled, at our election, in cash, shares of our common stock, or a combination of cash and shares of our common stock. | ||
[2] | Restricted shares totaling 43,380 for the three months ended August 31, 2017 were excluded from the calculation of diluted earnings per share because the grant price of the restricted shares exceeded the average market price of the shares during the period and their effect, accordingly, would have been anti-dilutive. There were no restricted shares identified as being anti-dilutive for the three months ended August 31, 2016. In addition, stock appreciation rights (“SARs”) totaling 600,000 for the three months ended August 31, 2017 and 1,170,000 for the three months ended August 31, 2016 were excluded from the calculation of diluted earnings per share as their effect would have been anti-dilutive. |
Reconciliation of Numerator a48
Reconciliation of Numerator and Denominator of Basic and Diluted Earnings Per Share (Parenthetical) (Detail) - shares | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Restricted shares | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares excluded from the calculation of diluted earnings per share | 43,380 | 0 |
Stock appreciation rights (SARs) | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Shares excluded from the calculation of diluted earnings per share | 600,000 | 1,170,000 |
Retirement-Related Benefit Plan
Retirement-Related Benefit Plans' Impact on Income Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Pension Benefits | U.S. Plans | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | $ 9,465 | $ 9,401 |
Interest cost | 4,379 | 4,331 |
Expected return on plan assets | (8,086) | (6,252) |
Amortization of Prior service cost (credit) | 29 | 54 |
Amortization of Net actuarial losses recognized | 3,618 | 5,540 |
Net Periodic Benefit Cost | 9,405 | 13,074 |
Pension Benefits | Non-U.S. Plans | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | 1,175 | 1,127 |
Interest cost | 1,145 | 1,224 |
Expected return on plan assets | (1,978) | (1,886) |
Amortization of Prior service cost (credit) | (6) | |
Amortization of Net actuarial losses recognized | 419 | 573 |
Net Periodic Benefit Cost | 755 | 1,038 |
Postretirement Benefits | U.S. Plans | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Interest cost | 43 | 57 |
Amortization of Prior service cost (credit) | (55) | (58) |
Amortization of Net actuarial losses recognized | 6 | |
Net Periodic Benefit Cost | (6) | (1) |
Postretirement Benefits | Non-U.S. Plans | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | 311 | 284 |
Interest cost | 224 | 222 |
Amortization of Net actuarial losses recognized | 79 | 60 |
Net Periodic Benefit Cost | $ 614 | $ 566 |
Pension Plans - Additional Info
Pension Plans - Additional Information (Detail) - Pension Benefits - USD ($) $ in Millions | Aug. 31, 2017 | May 31, 2017 |
U.S. Plans | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Contribution to retirement plans in the next fiscal year | $ 1 | |
Contribution to retirement plans in the current remaining fiscal year | $ 1 | |
Non-U.S. Plans | ||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Contribution to retirement plans in the next fiscal year | $ 7 | |
Contribution to retirement plans in the current remaining fiscal year | $ 7 |
Changes in Accrued Warranty Bal
Changes in Accrued Warranty Balances (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Aug. 31, 2017 | Aug. 31, 2016 | ||
Commitments And Contingencies Disclosure [Abstract] | |||
Beginning Balance | $ 19,149 | $ 13,314 | |
Deductions | [1] | (8,642) | (2,490) |
Provision charged to expense | 5,264 | 4,409 | |
Ending Balance | $ 15,771 | $ 15,233 | |
[1] | Primarily claims paid during the year. |
Components of Total Equity and
Components of Total Equity and Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Stockholders Equity Note [Line Items] | ||
Total equity, beginning of period | $ 1,438,700 | $ 1,374,748 |
Net income | 116,903 | 113,394 |
Other Comprehensive Income: | ||
Foreign currency translation adjustments | 44,478 | (11,511) |
Pension and other postretirement benefit liability adjustments, net of tax | 629 | 5,704 |
Unrealized gain (loss) on securities, net of tax | (78) | 1,604 |
Unrealized (loss) on derivatives, net of tax | (394) | |
Total other comprehensive income (loss) | 44,635 | (4,203) |
Total Comprehensive Income | 161,538 | 109,191 |
Dividends paid | (40,089) | (36,529) |
Other noncontrolling interest activity | (65) | (912) |
Shares repurchased and returned for taxes | (5,346) | (17,105) |
Stock based compensation expense | 7,465 | 8,171 |
Total Equity, end of period | 1,562,203 | 1,437,564 |
Total RPM International Inc. Equity | ||
Stockholders Equity Note [Line Items] | ||
Total equity, beginning of period | 1,436,061 | 1,372,335 |
Net income | 116,416 | 112,769 |
Other Comprehensive Income: | ||
Foreign currency translation adjustments | 44,447 | (11,511) |
Pension and other postretirement benefit liability adjustments, net of tax | 629 | 5,704 |
Unrealized gain (loss) on securities, net of tax | (78) | 1,604 |
Unrealized (loss) on derivatives, net of tax | (394) | |
Total other comprehensive income (loss) | 44,604 | (4,203) |
Total Comprehensive Income | 161,020 | 108,566 |
Dividends paid | (40,089) | (36,529) |
Shares repurchased and returned for taxes | (5,346) | (17,105) |
Stock based compensation expense | 7,465 | 8,171 |
Total Equity, end of period | 1,559,111 | 1,435,438 |
Noncontrolling Interest | ||
Stockholders Equity Note [Line Items] | ||
Total equity, beginning of period | 2,639 | 2,413 |
Net income | 487 | 625 |
Other Comprehensive Income: | ||
Foreign currency translation adjustments | 31 | |
Total other comprehensive income (loss) | 31 | |
Total Comprehensive Income | 518 | 625 |
Other noncontrolling interest activity | (65) | (912) |
Total Equity, end of period | $ 3,092 | $ 2,126 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 3 Months Ended |
Aug. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Number of operating segments | 7 |
Results of Reportable Segments
Results of Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2017 | Aug. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Net Sales | $ 1,345,394 | $ 1,252,063 |
Income Before Income Taxes | 155,284 | 148,475 |
Operating Segments | Industrial Segment | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 729,768 | 675,840 |
Income Before Income Taxes | 88,902 | 89,266 |
Operating Segments | Consumer Segment | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 427,144 | 399,887 |
Income Before Income Taxes | 72,368 | 70,088 |
Operating Segments | Specialty Segment | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 188,482 | 176,336 |
Income Before Income Taxes | 33,167 | 30,504 |
Corporate/Other | ||
Segment Reporting Information [Line Items] | ||
Income Before Income Taxes | $ (39,153) | $ (41,383) |