Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Nov. 30, 2018 | Jan. 08, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Nov. 30, 2018 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q2 | |
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 Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 131,644,681 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Current Assets | ||
Cash and cash equivalents | $ 226,914 | $ 244,422 |
Trade accounts receivable (less allowances of $53,678 and $46,344, respectively) | 1,013,030 | 1,113,818 |
Inventories | 879,633 | 834,461 |
Prepaid expenses and other current assets | 252,634 | 278,230 |
Total current assets | 2,372,211 | 2,470,931 |
Property, Plant and Equipment, at Cost | 1,624,380 | 1,575,875 |
Allowance for depreciation | (830,753) | (795,569) |
Property, plant and equipment, net | 793,627 | 780,306 |
Other Assets | ||
Goodwill | 1,229,476 | 1,192,174 |
Other intangible assets, net of amortization | 607,212 | 584,272 |
Deferred income taxes | 17,849 | 21,897 |
Other | 218,578 | 222,242 |
Total other assets | 2,073,115 | 2,020,585 |
Total Assets | 5,238,953 | 5,271,822 |
Current Liabilities | ||
Accounts payable | 471,268 | 592,281 |
Current portion of long-term debt | 453,874 | 3,501 |
Accrued compensation and benefits | 133,637 | 177,106 |
Accrued losses | 22,954 | 22,132 |
Other accrued liabilities | 217,660 | 211,706 |
Total current liabilities | 1,299,393 | 1,006,726 |
Long-Term Liabilities | ||
Long-term debt, less current maturities | 1,918,868 | 2,170,643 |
Other long-term liabilities | 370,812 | 356,892 |
Deferred income taxes | 113,834 | 104,023 |
Total long-term liabilities | 2,403,514 | 2,631,558 |
Commitments and contingencies (Note 14) | ||
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 142,426 and outstanding 133,136 as of November 30, 2018; issued 141,716 and outstanding 133,647 as of May 31, 2018 | 1,331 | 1,336 |
Paid-in capital | 976,345 | 982,067 |
Treasury stock, at cost | (313,764) | (236,318) |
Accumulated other comprehensive (loss) | (501,100) | (459,048) |
Retained earnings | 1,369,695 | 1,342,736 |
Total RPM International Inc. stockholders' equity | 1,532,507 | 1,630,773 |
Noncontrolling Interest | 3,539 | 2,765 |
Total equity | 1,536,046 | 1,633,538 |
Total Liabilities and Stockholders' Equity | $ 5,238,953 | $ 5,271,822 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Trade accounts receivable, allowances | $ 53,678 | $ 46,344 |
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 | 142,426,000 | 141,716,000 |
Common stock, outstanding | 133,136,000 | 133,647,000 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | ||
Income Statement [Abstract] | |||||
Net Sales | $ 1,362,531 | $ 1,315,416 | $ 2,822,520 | $ 2,660,810 | |
Cost of Sales | 824,562 | 764,401 | 1,690,509 | 1,537,787 | |
Gross Profit | 537,969 | 551,015 | 1,132,011 | 1,123,023 | |
Selling, General and Administrative Expenses | 430,080 | 419,599 | 889,822 | 814,008 | |
Restructuring Charges | 7,724 | 27,800 | |||
Interest Expense | 23,127 | 26,396 | 47,533 | 53,169 | |
Investment Expense (Income), Net | 7,033 | (3,739) | 4,600 | (8,192) | |
Other Expense (Income), Net | 3,412 | (422) | 3,725 | (427) | |
Income Before Income Taxes | 66,593 | 109,181 | 158,531 | 264,465 | |
Provision for Income Taxes | 17,420 | 13,323 | 39,172 | 51,704 | |
Net Income | 49,173 | 95,858 | 119,359 | 212,761 | |
Less: Net (Loss) Income Attributable to Noncontrolling Interests | (51) | 395 | 371 | 882 | |
Net Income Attributable to RPM International Inc. Stockholders | $ 49,224 | $ 95,463 | $ 118,988 | $ 211,879 | |
Average Number of Shares of Common Stock Outstanding: | |||||
Basic | 131,058 | 131,163 | 131,467 | 131,204 | |
Diluted | [1] | 131,667 | 135,592 | 133,278 | 135,663 |
Earnings per Share of Common Stock Attributable to RPM International Inc. Stockholders: | |||||
Basic | $ 0.37 | $ 0.72 | $ 0.90 | $ 1.59 | |
Diluted | 0.37 | 0.70 | 0.89 | 1.56 | |
Cash Dividends Declared per Share of Common Stock | $ 0.350 | $ 0.320 | $ 0.670 | $ 0.620 | |
[1] | There were no shares of restricted stock identified as being anti-dilutive for the three or six months ended November 30, 2018. Restricted shares totaling 123,262 and 99,612 for the three and six months ended November 30, 2017, respectively, 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. In addition, stock appreciation rights (SARs) totaling 480,000 and 890,000 for the three and six months ended November 30, 2018 and 600,000 for the three and six months ended November 30, 2017, 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 | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net Income | $ 49,173 | $ 95,858 | $ 119,359 | $ 212,761 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | (12,245) | (8,158) | (52,935) | 36,320 |
Pension and other postretirement benefit liability adjustments (net of tax of $1,108; $1,611; $2,090 and $2,257, respectively) | 3,428 | 3,066 | 6,483 | 3,695 |
Unrealized (loss) gain on securities and other (net of tax of $124; $1,176; $543 and $1,027, respectively) | (1,515) | 2,549 | 962 | 2,471 |
Unrealized gain (loss) on derivatives | 2,349 | (2,746) | 3,271 | (3,140) |
Total other comprehensive (loss) income | (7,983) | (5,289) | (42,219) | 39,346 |
Total Comprehensive Income | 41,190 | 90,569 | 77,140 | 252,107 |
Less: Comprehensive Income Attributable to Noncontrolling Interests | 40 | 323 | 204 | 841 |
Comprehensive Income Attributable to RPM International Inc. Stockholders | $ 41,150 | $ 90,246 | $ 76,936 | $ 251,266 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Pension and other postretirement benefit liability adjustments, Tax | $ 1,108 | $ 1,611 | $ 2,090 | $ 2,257 |
Unrealized gain (loss) on securities and other, Tax | $ 124 | $ 1,176 | $ 543 | $ 1,027 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | ||
Cash Flows From Operating Activities: | |||
Net income | $ 119,359 | $ 212,761 | |
Adjustments to reconcile net income to net cash provided by (used for) operating activities: | |||
Depreciation | 49,589 | 40,386 | |
Amortization | 23,436 | 23,245 | |
Restructuring charges, net of payments | 7,464 | ||
Fair value adjustments to contingent earnout obligations | 1,558 | ||
Deferred income taxes | (1,400) | (32,276) | |
Stock-based compensation expense | 12,896 | 14,429 | |
Other non-cash interest expense | 1,552 | 2,843 | |
Realized/unrealized losses (gains) on marketable securities | 7,496 | (4,897) | |
Loss on extinguishment of debt | [1] | 3,051 | |
Other | 2,349 | 9 | |
Changes in assets and liabilities, net of effect from purchases and sales of businesses: | |||
Decrease in receivables | 92,398 | 34,136 | |
(Increase) in inventory | (49,020) | (62,923) | |
(Increase) decrease in prepaid expenses and other current and long-term assets | (942) | 3,919 | |
(Decrease) in accounts payable | (117,678) | (95,302) | |
(Decrease) in accrued compensation and benefits | (41,470) | (45,464) | |
Increase (decrease) in accrued losses | 1,131 | (8,490) | |
Increase in other accrued liabilities | 33,422 | 33,304 | |
Other | 3,098 | (494) | |
Cash Provided By Operating Activities | 148,289 | 115,186 | |
Cash Flows From Investing Activities: | |||
Capital expenditures | (57,775) | (45,295) | |
Acquisition of businesses, net of cash acquired | (127,848) | (54,647) | |
Purchase of marketable securities | (13,276) | (96,039) | |
Proceeds from sales of marketable securities | 35,426 | 58,867 | |
Other | (2,394) | 469 | |
Cash (Used For) Investing Activities | (165,867) | (136,645) | |
Cash Flows From Financing Activities: | |||
Additions to long-term and short-term debt | 447,843 | 35,036 | |
Reductions of long-term and short-term debt | (247,440) | (1,535) | |
Cash dividends | (89,196) | (82,878) | |
Shares repurchased and shares returned for taxes | (98,458) | (12,125) | |
Payments of acquisition-related contingent consideration | (3,531) | (3,359) | |
Other | (391) | (1,464) | |
Cash Provided By (Used For) Financing Activities | 8,827 | (66,325) | |
Effect of Exchange Rate Changes on Cash and Cash Equivalents | (8,757) | 5,144 | |
Net Change in Cash and Cash Equivalents | (17,508) | (82,640) | |
Cash and Cash Equivalents at Beginning of Period | 244,422 | 350,497 | |
Cash and Cash Equivalents at End of Period | 226,914 | 267,857 | |
Cash paid during the period for: | |||
Interest | 49,687 | 48,769 | |
Income Taxes | 25,311 | $ 60,277 | |
Supplemental Disclosures of Non-Cash Investing and Financing Activities: | |||
Conversion of Debt to Equity | $ 38,239 | ||
[1] | In connection with the redemption of all of our outstanding 2.25% convertible senior notes in November 2018, we recognized a loss of $3.1 million, due to the fair value measurement of the instrument on the date of conversion. |
Consolidation, Noncontrolling I
Consolidation, Noncontrolling Interests and Basis of Presentation | 6 Months Ended |
Nov. 30, 2018 | |
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 and six month periods ended November 30, 2018 and 2017. 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, 2018. 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 | 6 Months Ended |
Nov. 30, 2018 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | NOTE 2 — NEW ACCOUNTING PRONOUNCEMENTS Effective June 1, 2018, we adopted Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers,” and all the related amendments included within Accounting Standards Codification 606 (“ASC 606”), using the modified retrospective method of adoption. Under the modified retrospective method, comparative periods are not restated. The new standard requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update creates a five-step model that requires entities to exercise judgment when considering the terms of contract(s), which includes (i) identifying the contract(s) with the customer, (ii) identifying the separate performance obligations in the contract, (iii) determining the transaction price, (iv) allocating the transaction price to the separate performance obligations, and (v) recognizing revenue when each performance obligation is satisfied. As a result of our adoption procedures, we determined that revenue recognition for our broad portfolio of products and services will remain largely unchanged. Accordingly, our adoption of the new standard did not have a material impact on our overall Consolidated Financial Statements. Refer to Note 16, “Revenue,” and Note 17, “Segment Information,” for additional information. In January 2016, the FASB issued ASU No. 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities,” which provides amended guidance for certain aspects of recognition, measurement and disclosure of financial instruments. The standard is effective for fiscal years beginning after December 15, 2017, including interim periods. The main provisions of the standard impact how we account for changes in the fair value of our marketable securities currently classified as available-for-sale. Unrealized gains and losses on available-for-sale equity securities are required to be recognized in earnings rather than in other comprehensive income. Our adoption of the new standard during fiscal 2019 did not have a material effect on our results of operations, financial condition or liquidity. See Note 4, “Marketable Securities,” for additional information. 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. In March 2018, the FASB approved an alternative transition method to the modified retrospective approach, which eliminates the requirement to restate prior period financial statements and requires the cumulative effect of the retrospective allocation to be recorded as an adjustment to the opening balance of retained earnings at the date of adoption. We have selected the alternative transition method for adoption, which we will adopt on June 1, 2019 and are still 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. In August 2018, the SEC issued Final Rule Release No. 33-10532, “Disclosure Update and Simplification,” which makes a number of changes meant to simplify interim disclosures. The new rule requires a presentation of changes in stockholders’ equity and noncontrolling interest in the form of a reconciliation, either as a separate financial statement or in the notes to the financial statements, for the current and comparative year-to-date interim periods. We do not believe that any of the additional elements of this release will have a material impact on our consolidated financial statements. We will adopt the new disclosure requirement beginning with our third quarter Form 10-Q for the period ending February 28, 2019. 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. Our June 1, 2018 adoption of the new guidance, which we applied retrospectively to all periods presented, did not have a material impact 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. We adopted the new guidance as of June 1, 2018 and do not expect this revised guidance to have a material impact 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. Our June 1, 2018 adoption of the new guidance did not have a material impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820), – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement,” which makes a number of changes meant to add, modify or remove certain disclosure requirements associated with the movement amongst or hierarchy associated with Level 1, Level 2 and Level 3 fair value measurements. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted upon issuance of the update. We do not expect our adoption of this guidance to have a material impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-14, “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20), Disclosure Framework – Changes to the Disclosure Requirements for Defined Benefit Plans,” which makes a number of changes meant to add, modify or remove certain disclosure requirements associated with employers that sponsor defined benefit or other postretirement plans. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption is permitted for all entities and the amendments in this update are required to be applied on a retrospective basis to all periods presented. We are currently reviewing, but adoption of this guidance is not expected to have a material impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-15, “Intangible—Goodwill and Other- Internal-Use Software (Subtopic 350-40), Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” The update makes a number of changes meant to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement), by providing guidance in determining when the arrangement includes a software license. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Our early adoption of this revised guidance as of June 1, 2018 did not have a material impact on our Consolidated Financial Statements. |
Restructuring
Restructuring | 6 Months Ended |
Nov. 30, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring | NOTE 3 — RESTRUCTURING We record restructuring charges associated with management-approved restructuring plans to either reorganize one or more of our business segments, or to remove duplicative headcount and infrastructure associated with our businesses. Restructuring charges can include severance costs to eliminate a specified number of employees, infrastructure charges to vacate facilities and consolidate operations, contract cancellation costs and other costs. Restructuring charges are recorded based upon planned employee termination dates and site closure and consolidation plans. The timing of associated cash payments is dependent upon the type of restructuring charge and can extend over a multi-year period. We record the short-term portion of our restructuring liability in Other Accrued Liabilities and the long-term portion, if any, in Other Long-Term Liabilities in our Consolidated Balance Sheets. 2020 MAP to Growth Between May and August 2018, we approved and implemented the initial phases of a multi-year restructuring plan, the 2020 Margin Acceleration Plan (“2020 MAP to Growth”). The initial phases of our plan affected on all of our reportable segments as well as our corporate/nonoperating segment and focused on margin improvement by simplifying business processes; reducing inventory categories and rationalizing SKUs; eliminating underperforming businesses; reducing headcount and working capital; and improving operating efficiency. The majority of the activities included in the initial phases of the restructuring activities have been completed. During the second quarter ended November 30, 2018, we formally announced the final phases of our 2020 MAP to Growth. This multi-year restructuring is expected to increase operational efficiency while maintaining our entrepreneurial growth culture and will include three additional phases between September 2018 and December 2020. Our execution of the restructuring plan will continue to drive the de-layering and simplification of management and businesses associated with group realignment. We will implement four center-led functional areas including manufacturing and operations; procurement and supply chain; information technology; and accounting and finance. Our restructuring plan will optimize our manufacturing facilities and will ultimately provide more efficient plant and distribution facilities. In the first phase of the restructuring we are implementing the planned closure of twelve plants and seven warehouses. We also expect to incur additional severance and benefit costs as part of our planned closure of these facilities. Throughout the additional phases of our MAP to Growth initiative, we will continue to assess and find areas of improvement and cost savings. As such, the final implementation of the aforementioned phases and total expected costs are subject to change. In addition to the announced plan, we have continued to broaden the scope of our MAP to Growth initiative, specifically in consolidation of the general and administrative areas, potential outsourcing, as well as additional future plant closures and consolidations; the estimated costs of which have not yet been finalized. The current total expected costs associated with this plan are outlined in the table below and decreased by approximately $5.7 million compared to our previous estimate, primarily attributable to a reduction in expected facility closure and other related costs within our industrial segment as well as a reduction in the expected severance charges within our consumer segment. All activities under our 2020 MAP to Growth are anticipated to be completed by the end of calendar year 2020. A summary of the charges recorded in connection with restructuring by reportable segment during fiscal 2019 is as follows: Three Months Ended Six Months Ended Cumulative Costs Total Expected (in thousands) November 30, 2018 November 30, 2018 to Date Costs Consumer Segment: Severance and benefit costs (a) $ 279 $ 1,830 $ 7,482 $ 8,710 Facility closure and other related costs 170 170 5,309 12,445 Other asset write-offs 2 2 2 2 Total Charges $ 451 $ 2,002 $ 12,793 $ 21,157 Industrial Segment: Severance and benefit costs (b) $ 3,407 $ 9,772 $ 11,944 $ 12,396 Facility closure and other related costs 867 1,303 2,347 21,800 Other asset write-offs 149 727 2,097 2,097 Total Charges $ 4,423 $ 11,802 $ 16,388 $ 36,293 Specialty Segment: Severance and benefit costs (c) $ 1,786 $ 3,933 $ 3,933 $ 5,367 Facility closure and other related costs - - - 3,776 Other asset write-offs 3 3 3 3 Total Charges $ 1,789 $ 3,936 $ 3,936 $ 9,146 Corporate/Other Segment: Severance and benefit costs (d) $ 1,061 $ 10,060 $ 12,196 $ 12,657 Total Charges $ 1,061 $ 10,060 $ 12,196 $ 12,657 Consolidated: Severance and benefit costs $ 6,533 $ 25,595 $ 35,555 $ 39,130 Facility closure and other related costs 1,037 1,473 7,656 38,021 Other asset write-offs 154 732 2,102 2,102 Total Charges $ 7,724 $ 27,800 $ 45,313 $ 79,253 (a) Current quarter charges include $0.3 million associated with elimination of 35 positions. Current year charges include $1.8 million associated with the elimination of 44 positions. (b) Current quarter charges include $3.4 million associated with the elimination of 54 positions. Current year charges include $9.6 million associated with the elimination of 148 positions and $0.2 million additional charges associated with the prior elimination of one position within the legal function during fiscal 2018. (c) Current quarter charges include $1.8 million associated with the elimination of 60 positions. Current year charges include $3.9 million associated with the elimination of 107 positions. (d) Reflects charges related to the severance of two corporate executives, as well as accelerated vesting of equity awards for two corporate executives, four specialty segment executives and three industrial segment executives in connection with the aforementioned restructuring activities. A summary of the activity in the restructuring reserves related to our 2020 MAP to Growth is as follows: (in thousands) Severance and Benefits Costs Facility Closure and Other Related Costs Other Asset Write-Offs Total Balance at August 31, 2018 $ 10,960 $ 5,364 $ - $ 16,324 Additions charged to expense 6,533 1,037 154 7,724 Cash payments charged against reserve (6,013 ) (1,330 ) - (7,343 ) Non-cash charges included above (e) (1,053 ) (2,536 ) (154 ) (3,743 ) Balance at November 30, 2018 $ 10,427 $ 2,535 $ - $ 12,962 (in thousands) Severance and Benefits Costs Facility Closure and Other Related Costs Other Asset Write-Offs Total Balance at June 1, 2018 $ 9,957 $ 6,184 $ 1,373 $ 17,514 Additions charged to expense 25,595 1,473 732 27,800 Cash payments charged against reserve (18,588 ) (1,748 ) (20,336 ) Non-cash charges included above (e) (6,537 ) (3,374 ) (2,105 ) (12,016 ) Balance at November 30, 2018 $ 10,427 $ 2,535 $ - $ 12,962 (e) Non-cash charges primarily include accelerated vesting of equity awards and asset-write offs. In connection with our 2020 MAP to Growth, during the second quarter of fiscal 2019, we incurred approximately $2.6 million and $1.0 million of inventory-related charges at our industrial and consumer segments, respectively. During the first half of fiscal 2019, we incurred approximately $7.1 million and $1.3 million of inventory-related charges at our industrial and consumer segments, respectively. The inventory-related charges are partially offset by a favorable adjustment of approximately $0.2 million to the previous write-off at our consumer segment. All of the aforementioned inventory-related charges are recorded in cost of sales in our Consolidated Statements of Income. These inventory charges were the result of product line and SKU rationalization initiatives in connection with our overall plan of restructuring. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Nov. 30, 2018 | |
Investments Debt And Equity Securities [Abstract] | |
Marketable Securities | NOTE 4 — MARKETABLE SECURITIES The following tables summarize available-for-sale marketable securities held at November 30, 2018 and May 31, 2018 by asset type: Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) November 30, 2018 Fixed maturity: U.S. treasury and other government $ 23,292 $ 26 $ (535 ) $ 22,783 Corporate bonds 411 29 - 440 Total available-for-sale securities $ 23,703 $ 55 $ (535 ) $ 23,223 Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) May 31, 2018 Equity securities: Mutual funds - foreign $ 46,123 $ 1,839 $ (1,197 ) $ 46,765 Mutual funds - domestic 99,833 727 (2,770 ) 97,790 Total equity securities 145,956 2,566 (3,967 ) 144,555 Fixed maturity: U.S. treasury and other government 23,562 39 (552 ) 23,049 Corporate bonds 432 43 (8 ) 467 Total fixed maturity securities 23,994 82 (560 ) 23,516 Total $ 169,950 $ 2,648 $ (4,527 ) $ 168,071 Marketable securities, included in other current and long-term assets totaling $7.8 million and $15.4 million at November 30, 2018, respectively, and included in other current and long-term assets totaling $97.4 million and $70.7 million at May 31, 2018, 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 debt 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 investment income, net 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. During fiscal 2019, we adopted ASU 2016-01, “Recognition and Measurement of Financial Assets and Liabilities,” which requires gains and losses on marketable equity securities to be recognized in earnings rather than in other comprehensive income. Prior to adoption, equity securities were included in our available-for-sale portfolio and unrealized changes in fair value were recognized through other comprehensive (loss) income until realized, at which point we recorded a gain or loss on sale. Gross realized gains and losses on sales of marketable securities are included in investment (income), net in the Consolidated Statements of Income. Refer to Note 7, “Investment Expense (Income), Net,” for further details. Summarized below are the available-for-sale securities we held at November 30, 2018 and May 31, 2018 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: November 30, 2018 May 31, 2018 (In thousands) Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Total investments with unrealized losses $ 20,215 $ (535 ) $ 106,253 $ (4,527 ) Unrealized losses with a loss position for less than 12 months 2,646 (19 ) 68,376 (1,570 ) Unrealized losses with a loss position for more than 12 months 17,569 (516 ) 37,877 (2,957 ) 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 November 30, 2018 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. 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 November 30, 2018, 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 $ 7,897 $ 7,841 One year through five years 11,576 11,282 Six years through ten years 3,294 3,152 After ten years 936 948 $ 23,703 $ 23,223 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Nov. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 5 — 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 November 30, 2018 Available-for-sale debt securities: U.S. Treasury and other government $ - $ 22,783 $ - $ 22,783 Corporate bonds 440 440 Total available-for-sale debt securities - 23,223 - 23,223 Trading and other equity securities: Mutual funds - foreign 43,940 43,940 Mutual funds - domestic 84,726 84,726 Total trading and other equity securities - 128,666 - 128,666 Contingent consideration 15,999 15,999 Total $ - $ 151,889 $ 15,999 $ 167,888 (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, 2018 U.S. Treasury and other government $ - $ 23,049 $ - $ 23,049 Corporate bonds 467 467 Mutual funds - foreign 47,410 47,410 Mutual funds - domestic 107,017 107,017 Contingent consideration (17,998 ) (17,998 ) Total $ - $ 177,943 $ (17,998 ) $ 159,945 Our investments in available-for-sale debt securities and trading and other equity 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. 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 half of fiscal 2019, we paid approximately $4.7 million for settlements of contingent consideration obligations relating to certain performance milestones that were established in prior periods and achieved during the current period, and recorded an increase in the accrual for approximately $2.7 million related to fair value adjustments. During the first half 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 last year’s first half. These amounts are reported in payments of acquisition-related contingent consideration in cash flows from operations and 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 November 30, 2018 and May 31, 2018, 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 November 30, 2018 and May 31, 2018 are as follows: At November 30, 2018 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 226,914 $ 226,914 Marketable equity securities 116,669 116,669 Marketable debt securities 23,223 23,223 Long-term debt, including current portion 2,372,742 2,313,513 At May 31, 2018 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 244,422 $ 244,422 Marketable equity securities 144,555 144,555 Marketable debt securities 23,516 23,516 Long-term debt, including current portion 2,174,144 2,215,458 |
Derivatives and Hedging
Derivatives and Hedging | 6 Months Ended |
Nov. 30, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | NOTE 6 — DERIVATIVES AND HEDGING Derivative Instruments and Hedging Activities We are exposed to market risks, such as changes in foreign currency exchange rates and interest rates. To manage the volatility related to these exposures, from time to time, we enter into various derivative transactions. We use various types of derivative instruments including forward contracts and swaps. We formally assess, designate and document, as a hedge of an underlying exposure, each qualifying derivative instrument that will be accounted for as an accounting hedge at inception. Additionally, we assess, both at inception and at least quarterly thereafter, whether the financial instruments used in the hedging transaction are effective at offsetting changes in either the fair values or cash flows of the underlying exposures. Net Investment Hedge In October 2017, as a means of mitigating the impact of currency fluctuations on our Euro investments in foreign entities, we executed a fair value hedge and two cross currency swaps, in which we will pay variable rate interest in Euros and receive fixed rate interest in U.S. Dollars with a combined notional amount of approximately €85.25 million ($100 million U.S. Dollar equivalent), and which have a maturity date of November 2022. This effectively converts a portion of our U.S. Dollar denominated fixed-rate debt to Euro denominated variable rate debt. The fair value hedge is recognized at fair value in our Consolidated Balance Sheets, while changes in the fair value of the hedge are recognized in interest expense in our Consolidated Statements of Income. We designated the swaps as net investment hedges of our net investment in our European operations under ASU 2017-12 and applied the spot method to these hedges. The changes in fair value of the derivative instruments that are designated and qualify as hedges of net investments in foreign operations are recognized in accumulated other comprehensive income (“AOCI”) to offset the changes in the values of the net investments being hedged. Amounts released from AOCI and reclassified into interest expense did not have a material impact on our Consolidated Financial Statements for any period presented. Derivatives Designated as Cash Flow Hedging Instruments We have designated certain forward contracts as hedging instruments pursuant to ASC No. 815 (“ASC 815”), “Derivatives and Hedging.” Changes in the fair value of these highly effective hedges are recorded as a component of AOCI. During the period in which a forecasted transaction affects earnings, amounts previously recorded as a component of AOCI are reclassified into earnings as a component of cost of sales. Amounts released from AOCI and reclassified into earnings did not have a material impact on our Consolidated Financial Statements for any period presented. As of May 31, 2018 the notional amount of the forward contracts held to sell international currencies was $8.7 million, while there was no amount held at November 30, 2018. Derivatives Not Designated as Hedges At November 30, 2018, we held one foreign currency forward contract designed to reduce our exposure to 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 contract has not been designated as a hedge; therefore, the changes in fair value of the derivative are recognized in earnings as a component of other (income) expense. Amounts recognized in earnings did not have a material impact on our Consolidated Financial Statements for any period presented. As of November 30, 2018 and May 31, 2018, the notional amounts of the forward contract held to purchase foreign currencies was $15.0 million and $147.4 million, respectively. Disclosure about Derivative Instruments All of our derivative assets and liabilities measured at fair value are classified as Level 2 within the fair value hierarchy. We determine the fair value of our derivatives based on valuation methods, which project future cash flows and discount the future amounts to present value using market based observable inputs, including interest rate curves, foreign currency rates, as well as future and basis point spreads, as applicable. The fair values of qualifying and non-qualifying instruments used in hedging transactions as of November 30, 2018 and May 31, 2018 are as follows: (in thousands) Fair Value Derivatives Designated as Hedging Instruments Balance Sheet Location November 30, 2018 May 31, 2018 Assets: Foreign Currency Exchange (Cash Flow) Other Current Assets $ - $ 133 Cross Currency Swap (Net Investment) Other Current Assets 3,001 2,580 Cross Currency Swap (Net Investment) Other Assets (Long-Term) 4,560 1,986 Liabilities: Interest Rate Swap (Fair Value) Other Accrued Liabilities 811 441 Cross Currency Swap (Net Investment) Other Long-Term Liabilities 4,475 5,293 Interest Rate Swap (Fair Value) Other Long-Term Liabilities 2,616 2,634 (in thousands) Fair Value Derivatives Not Designated as Hedging Instruments Balance Sheet Location November 30, 2018 May 31, 2018 Assets: Foreign Currency Exchange Other Current Assets $ 12 $ 7 Liabilities: Foreign Currency Exchange Other Accrued Liabilities - 2,985 |
Investment Expense (Income), Ne
Investment Expense (Income), Net | 6 Months Ended |
Nov. 30, 2018 | |
Other Income And Expenses [Abstract] | |
Investment Expense (Income), Net | NOTE 7 — Investment expense (income), net, consists of the following components: Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, (In thousands) 2018 2017 2018 2017 Interest (income) $ (828 ) $ (1,297 ) $ (1,732 ) $ (2,191 ) Net loss (gain) on marketable securities 8,520 (2,037 ) 8,134 (4,897 ) Dividend (income) (659 ) (405 ) (1,802 ) (1,104 ) Investment expense (income), net $ 7,033 $ (3,739 ) $ 4,600 $ (8,192 ) Net Loss (Gain) on Marketable Securities During the second quarter of fiscal 2019, we recognized gross realized losses on sales of marketable securities of $1.0 million and unrealized losses on trading securities of $1.0 million. For the first half of fiscal 2019, we recognized realized gains and losses on sales of securities of $0.2 million and $1.2 million, respectively, and unrealized gains and losses on trading securities of $0.5 million and $1.1 million, respectively. During the three and six-month periods ended November 30, 2018, we recognized $6.5 million in unrealized losses on marketable equity securities as a result of our adoption of ASU 2016-01. During the second quarter of fiscal 2018, we recognized gross realized gains on sales of marketable securities of $2.0 million. For the first half of fiscal 2018, we recognized gross realized gains and losses on sales of marketable securities of $6.1 million and $1.2 million, respectively. |
Other Expense (Income), Net
Other Expense (Income), Net | 6 Months Ended |
Nov. 30, 2018 | |
Other Income And Expenses [Abstract] | |
Other Expense (Income), Net | NOTE 8 — Other expense (income), net, consists of the following components: Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, (In thousands) 2018 2017 2018 2017 Royalty expense (income), net $ 63 $ (178 ) $ 66 $ 90 (Income) related to unconsolidated equity affiliates (48 ) (244 ) (166 ) (517 ) Pension non-service costs 346 - 774 - Loss on extinguishment of debt (a) 3,051 - 3,051 - Other expense (income), net $ 3,412 $ (422 ) $ 3,725 $ (427 ) (a) In connection with the redemption of all of our outstanding 2.25% convertible senior notes in November 2018, we recognized a loss of $3.1 million, due to the fair value measurement of the instrument on the date of conversion. |
Income Taxes
Income Taxes | 6 Months Ended |
Nov. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 9 — INCOME TAXES On December 22, 2017 the Tax Cuts and Jobs Act (“Act”) was enacted into law. The income tax effects of changes in tax laws are recognized in the period when enacted. The Act provides for numerous significant tax law changes and modifications with varying effective dates. Generally, the more significant provisions of the Act that impacted us for the year ended May 31, 2018 included the reduction in the corporate income tax rate from 35% to 21%, the creation of a territorial tax system (with a one-time mandatory tax on previously deferred foreign earnings) and allowance for immediate capital expensing of certain qualified property. The corporate tax rate reduction was effective for RPM as of January 1, 2018 and, accordingly, reduced our fiscal year 2018 federal statutory rate to a blended rate of approximately 29.2%. The significant provisions of the Act which impact us for fiscal 2019 include the full federal statutory rate reduction to 21% and the repeal of the domestic production activities deduction. Also effective for our fiscal 2019 are provisions of the Act that subject us to current U.S. tax on global intangible low-taxed income (“GILTI”) earned by certain foreign subsidiaries and allows a benefit for foreign-derived intangible income (“FDII”). Subsequent to the enactment of the Act, the SEC staff issued SAB 118, which provides guidance on accounting for the tax effects of the Act. SAB 118 provides a measurement period that should not extend beyond one year from the Act’s enactment date for companies to complete the applicable accounting under ASC 740. In accordance with SAB 118 and based on the information available as of May 31, 2018, we recorded a net provisional income tax expense of $7.3 million in accordance with the applicable provisions of the Act. The net provisional income tax expense was comprised of a benefit of $15.7 million related to the provisional re-measurement of our U.S. deferred tax assets and liabilities at the reduced U.S. corporate tax rates, a provisional expense of $67.9 million for the transition tax on unremitted earnings from foreign subsidiaries, and a provisional benefit of $44.9 million for the partial reversal of existing deferred tax liabilities recorded for the estimated tax cost associated with unremitted foreign earnings not considered permanently reinvested. During the six months ended November 30, 2018, we have not recorded any adjustments to the provisional amounts recorded at May 31, 2018, as a result of the Act, related to the remeasurement of our U.S. deferred balances, the existing deferred tax liabilities recorded for the estimated tax cost associated with unremitted foreign earnings not considered permanently reinvested We have made sufficient progress in our calculation to reasonably estimate the tax impact related to GILTI and FDII for the year ended May 31, 2019 and included it in the estimated annual effective tax rate. The impact of GILTI and FDII was not material for the six months ended November 30, 2018. We will continue to refine our calculations, which may result in changes to the expected impact for fiscal year 2019. The effective income tax rate of 26.2% for the three-months ended November 30, 2018 compares to an effective income tax rate of 12.2% for the three-month period ended November 30, 2017. The effective tax rate for the three-months ended November 30, 2018 reflects variances from the lower effective tax rates 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, during the three-months ended November 30, 2017 we recorded favorable discrete tax adjustments of $2.0 million for the excess tax benefits related to equity compensation and $18.0 million related to the implementation of a foreign legal entity restructuring and corresponding planning strategy. The effective income tax rate of 24.7% for the six-months ended November 30, 2018 compares to an effective tax rate of 19.6% for the six-months ended November 30, 2017. The effective tax rate for the six-months ended November 30, 2018 reflects variances from the lower effective tax rates 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, during the six-months ended November 30, 2017 we recorded favorable discrete tax adjustments of $3.5 million for the excess tax benefits related to equity compensation, $18.0 million related to the implementation of a foreign legal entity restructuring and corresponding planning strategy, and $9.0 million related to foreign tax credit planning. Our deferred tax liability for unremitted foreign earnings was adjusted to $19.9 million as of May 31, 2018. The $19.9 million deferred tax liability represented our estimate of the foreign tax cost associated with our preliminary estimate of $549.8 million of foreign earnings that are not considered to be permanently reinvested. As of November 30, 2018, the amount of these earnings has changed to approximately $419.5 million and the deferred tax liability was adjusted to $19.1 million to reflect the impact of foreign exchange. The reduction to the earnings amounts no longer permanently reinvested is due principally to distributions made during the first quarter of this this fiscal year which were not subject to foreign withholding taxes. We have not provided for foreign withholding or income taxes on the remaining foreign subsidiaries’ undistributed earnings because such earnings have been retained and reinvested by the subsidiaries as of November 30, 2018. Accordingly, no provision has been made for foreign withholding or income taxes, which may become payable if the remaining undistributed earnings of foreign subsidiaries were paid to us as dividends. |
Inventories
Inventories | 6 Months Ended |
Nov. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 10 — INVENTORIES Inventories, net of reserves, were composed of the following major classes: November 30, 2018 May 31, 2018 (In thousands) Raw material and supplies $ 304,108 $ 288,201 Finished goods 575,525 546,260 Total Inventory, Net of Reserves $ 879,633 $ 834,461 |
Stock Repurchase Program
Stock Repurchase Program | 6 Months Ended |
Nov. 30, 2018 | |
Equity [Abstract] | |
Stock Repurchase Program | NOTE 11 — 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. As announced on November 28, 2018, our goal is to return $1.5 billion in capital to stockholders by May 31, 2021 through dividends and share repurchases. As a result, 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 months ended November 30, 2018, we repurchased 1,144,952 shares of our common stock at a cost of approximately $75.0 million, or an average cost of $65.50 per share, under this program. During the six months ended November 30, 2018, we repurchased 1,248,398 shares of our common stock at a cost of approximately $82.0 million, or an average cost of $65.68 per share, under this program. During the three and six month periods ended November 30, 2017, we did not repurchase any shares of our common stock under this program. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Nov. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 12 — EARNINGS PER SHARE The following table sets forth the reconciliation of the numerator and denominator of basic and diluted earnings per share for the three and six-month periods ended November 30, 2018 and 2017. For the three and six months ended November 30, 2017, and three months ended November 30, 2018, basic and diluted earnings per share were calculated using the two-class method. For the six months ended November 30, 2018, basic earnings per share was calculated using two-class method and diluted earnings per share was calculated using the treasury method. Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, (In thousands, except per share amounts) 2018 2017 2018 2017 Numerator for earnings per share: Net income attributable to RPM International Inc. stockholders $ 49,224 $ 95,463 $ 118,988 $ 211,879 Less: Allocation of earnings and dividends to participating securities (460 ) (1,313 ) (936 ) (2,828 ) Net income available to common shareholders - basic 48,764 94,150 118,052 209,051 Add: Undistributed earnings reallocated to unvested shareholders 3 7 Add: Allocation of earnings and dividends to participating securities 936 Add: Income effect of contingently issuable shares 1,379 2,756 Net income available to common shareholders - diluted $ 48,764 $ 95,532 $ 118,988 $ 211,814 Denominator for basic and diluted earnings per share: Basic weighted average common shares 131,058 131,163 131,467 131,204 Average diluted options and awards 609 514 1,811 544 Additional shares issuable assuming conversion of convertible securities (1) 3,915 3,915 Total shares for diluted earnings per share (2) 131,667 135,592 133,278 135,663 Earnings Per Share of Common Stock Attributable to RPM International Inc. Stockholders: Basic Earnings Per Share of Common Stock $ 0.37 $ 0.72 $ 0.90 $ 1.59 Diluted Earnings Per Share of Common Stock $ 0.37 $ 0.70 $ 0.89 $ 1.56 (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. On November 27, 2018, we redeemed all of our 2.25% convertible senior notes due 2020, primarily for cash, but also issued 598,601 shares of RPM common stock in the transaction. (2) There were no shares of restricted stock identified as being anti-dilutive for the three or six months ended November 30, 2018. Restricted shares totaling 123,262 and 99,612 for the three and six months ended November 30, 2017, respectively, 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. In addition, stock appreciation rights (SARs) totaling 480,000 and 890,000 for the three and six months ended November 30, 2018 and 600,000 for the three and six months ended November 30, 2017, were excluded from the calculation of diluted earnings per share as their effect would have been anti-dilutive. |
Pension Plans
Pension Plans | 6 Months Ended |
Nov. 30, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension Plans | NOTE 13 — PENSION PLANS We offer defined benefit pension plans, defined contribution pension plans, and various postretirement benefit plans. The following tables provide the retirement-related benefit plans’ impact on income before income taxes for the three and six months ended November 30, 2018 and 2017: U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended November 30, November 30, November 30, November 30, Pension Benefits 2018 2017 2018 2017 (In thousands) Service cost $ 9,382 $ 9,465 $ 1,219 $ 1,175 Interest cost 5,497 4,379 1,399 1,145 Expected return on plan assets (8,467 ) (8,086 ) (2,051 ) (1,978 ) Amortization of: Prior service cost (credit) 29 29 (8 ) (6 ) Net actuarial losses recognized 3,272 3,618 319 419 Net Periodic Benefit Cost $ 9,713 $ 9,405 $ 878 $ 755 U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended November 30, November 30, November 30, November 30, Postretirement Benefits 2018 2017 2018 2017 (In thousands) Service cost $ - $ - $ 392 $ 311 Interest cost 48 43 291 224 Amortization of: Prior service (credit) (55 ) (55 ) Net actuarial (gains) losses recognized (6 ) 6 115 79 Net Periodic Benefit (Credit) Cost $ (13 ) $ (6 ) $ 798 $ 614 U.S. Plans Non-U.S. Plans Six Months Ended Six Months Ended November 30, November 30, November 30, November 30, Pension Benefits 2018 2017 2018 2017 (In thousands) Service cost $ 18,764 $ 18,930 $ 2,438 $ 2,350 Interest cost 10,994 8,758 2,798 2,290 Expected return on plan assets (16,934 ) (16,172 ) (4,102 ) (3,956 ) Amortization of: Prior service cost (credit) 58 58 (16 ) (12 ) Net actuarial losses recognized 6,544 7,236 638 838 Net Periodic Benefit Cost $ 19,426 $ 18,810 $ 1,756 $ 1,510 U.S. Plans Non-U.S. Plans Six Months Ended Six Months Ended November 30, November 30, November 30, November 30, Postretirement Benefits 2018 2017 2018 2017 (In thousands) Service cost $ - $ - $ 784 $ 622 Interest cost 96 86 582 448 Amortization of: Prior service (credit) (110 ) (110 ) - - Net actuarial (gains) losses recognized (12 ) 12 230 158 Net Periodic Benefit (Credit) Cost $ (26 ) $ (12 ) $ 1,596 $ 1,228 Due to slightly higher discount rates and increased asset values, offset by higher interest cost and lump sum mortality rates, pension expense for fiscal 2019 is comparable to our fiscal 2018 pension expense level. 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, 2018 that we expected to contribute approximately $1.3 million to our retirement plans in the U.S. and approximately $8.1 million to plans outside the U.S. during the current fiscal year, and as of November 30, 2018, those amounts remain unchanged. |
Contingencies and Other Accrued
Contingencies and Other Accrued Losses | 6 Months Ended |
Nov. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies and Other Accrued Losses | NOTE 14 — 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 November 30, 2018, 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 Six Months Ended November 30, November 30, November 30, November 30, 2018 2017 2018 2017 (In thousands) Beginning Balance $ 10,585 $ 15,771 $ 11,721 $ 19,149 Deductions (1) (6,660 ) (6,030 ) (13,274 ) (14,671 ) Provision charged to expense 5,938 4,716 11,416 9,979 Ending Balance $ 9,863 $ 14,457 $ 9,863 $ 14,457 (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 several 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. In general, our environmental accruals are undiscounted liabilities, which are exclusive of claims against third parties, 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 and our General Counsel filed answers to the complaint on October 16, 2017. Formal discovery commenced in January 2018 and is ongoing. 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 previously disclosed case pending against one of our subsidiaries in which both trade secret and trademark infringement had been alleged, during the quarter ended November 30, 2018, we agreed to settle the case for $6.5 million. |
Equity
Equity | 6 Months Ended |
Nov. 30, 2018 | |
Equity [Abstract] | |
Equity | NOTE 15 — The following tables illustrate the components of total equity and comprehensive income for the three and six months ended November 30, 2018 and 2017: (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total Equity at August 31, 2018 $ 1,610,447 $ 2,932 $ 1,613,379 Net income (loss) 49,224 (51 ) 49,173 Other Comprehensive Income: Foreign currency translation adjustments (12,336 ) 91 (12,245 ) Pension and other postretirement benefit liability adjustments, net of tax 3,428 3,428 Unrealized (loss) on securities and other, net of tax (1,515 ) (1,515 ) Unrealized gain on derivatives, net of tax 2,349 2,349 Total Other Comprehensive (Loss) Income, net of tax (8,074 ) 91 (7,983 ) Comprehensive Income 41,150 40 41,190 Dividends paid (46,482 ) (46,482 ) Other 797 567 1,364 Shares repurchased and returned for taxes (2,879 ) (2,879 ) Share repurchases under repurchase program (74,998 ) (74,998 ) Stock based compensation expense - included in SG&A 6,227 6,227 Stock based compensation expense - included in restructuring expense 1,053 1,053 Convertible bond redemption (2,808 ) (2,808 ) Total Equity at November 30, 2018 $ 1,532,507 $ 3,539 $ 1,536,046 (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total Equity at August 31, 2017 $ 1,559,111 $ 3,092 $ 1,562,203 Net income 95,463 395 95,858 Other Comprehensive Income: Foreign currency translation adjustments (8,086 ) (72 ) (8,158 ) Pension and other postretirement benefit liability adjustments, net of tax 3,066 3,066 Unrealized gain on securities, net of tax 2,549 2,549 Unrealized loss on derivatives, net of tax (2,746 ) (2,746 ) Total Other Comprehensive Income, net of tax (5,217 ) (72 ) (5,289 ) Comprehensive Income 90,246 323 90,569 Dividends paid (42,789 ) (42,789 ) Other noncontrolling interest activity (647 ) (647 ) Shares repurchased and returned for taxes (6,779 ) (6,779 ) Stock based compensation expense 6,964 6,964 Total Equity at November 30, 2017 $ 1,606,753 $ 2,768 $ 1,609,521 (In thousands) Total International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2018 $ 1,630,773 $ 2,765 $ 1,633,538 Net income 118,988 371 119,359 Other Comprehensive Income: Foreign currency translation adjustments (52,768 ) (167 ) (52,935 ) Pension and other postretirement benefit liability adjustments, net of tax 6,483 6,483 Unrealized gain on securities and other, net of tax 962 962 Unrealized gain on derivatives, net of tax 3,271 3,271 Total Other Comprehensive (Loss), net of tax (42,052 ) (167 ) (42,219 ) Comprehensive Income 76,936 204 77,140 Dividends paid (89,196 ) (89,196 ) Other (2,037 ) 570 (1,467 ) Shares repurchased and returned for taxes (16,466 ) (16,466 ) Share repurchases under repurchase program (81,992 ) (81,992 ) Stock based compensation expense - included in SG&A 12,896 12,896 Stock based compensation expense - included in restructuring expense 4,401 4,401 Convertible bond redemption (2,808 ) (2,808 ) Total Equity at November 30, 2018 $ 1,532,507 $ 3,539 $ 1,536,046 (In thousands) Total International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2017 $ 1,436,061 $ 2,639 $ 1,438,700 Net income 211,879 882 212,761 Other Comprehensive Income: Foreign currency translation adjustments 36,361 (41 ) 36,320 Pension and other postretirement benefit liability adjustments, net of tax 3,695 3,695 Unrealized gain on securities, net of tax 2,471 2,471 Unrealized (loss) on derivatives, net of tax (3,140 ) (3,140 ) Total Other Comprehensive (Loss), net of tax 39,387 (41 ) 39,346 Comprehensive Income 251,266 841 252,107 Dividends paid (82,878 ) (82,878 ) Other noncontrolling interest activity (712 ) (712 ) Shares repurchased and returned for taxes (12,125 ) (12,125 ) Stock based compensation expense 14,429 14,429 Total Equity at November 30, 2017 $ 1,606,753 $ 2,768 $ 1,609,521 |
Revenue
Revenue | 6 Months Ended |
Nov. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | NOTE 16 – REVENUE 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 disaggregate revenues from the sales of our products and services based upon geographical location by each of our reportable segments, which are aligned by similar economic factors, trends and customers, which best depict the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. See Note 17, “Segment Information,” for further details regarding our disaggregated revenues as well as a description of each of the unique revenue streams related to each of our three reportable segments. Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. The majority of our revenue is recognized at a point in time. However, we also record revenues generated under construction contracts, mainly in connection with the installation of specialized roofing and flooring systems and related services. For certain polymer flooring installation projects, we account for our revenue using the output method, as we consider square footage of completed flooring to be the best measure of progress toward the complete satisfaction of the performance obligation. In contrast, for certain of our roofing installation projects, we account for our revenue using the input method, as that method was the best measure of performance as it considers costs incurred in relation to total expected project costs, which essentially represents the transfer of control for roofing systems to the customer. In general, for our construction contracts, we record contract revenues and related costs as our contracts progress on an over-time model. We have elected to apply the practical expedient to recognize revenue net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities. Payment terms and conditions vary by contract type, although our customers’ payment terms generally include a requirement to pay within 30 to 60 days of fulfilling our performance obligations. In instances where the timing of revenue recognition differs from the timing of invoicing, we have determined that our contracts generally do not include a significant financing component. We have elected to apply the practical expedient to treat all shipping and handling costs as fulfillment costs as a significant portion of these costs are incurred prior to control transfer. Significant Judgments Our contracts with customers may include promises to transfer multiple products and/or services to a customer. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. For example, judgment is required to determine whether products sold in connection with the sale of installation services are considered distinct and accounted for separately, or not distinct and accounted for together with installation services and recognized over time. We provide customer rebate programs and incentive offerings, including special pricing and co-operative advertising arrangements, promotions and other volume-based incentives. These customer programs and incentives are considered variable consideration. We include in revenue variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the variable consideration is resolved. In general, this determination is made based upon known customer program and incentive offerings at the time of sale, and expected sales volume forecasts as it relates to our volume-based incentives. This determination is updated each reporting period. Certain of our contracts include contingent consideration that is receivable only upon the final inspection and acceptance of a project. We include estimates of such variable consideration in our transaction price. Based on historical experience, we consider the probability-based expected value method appropriate to estimate the amount of such variable consideration. Our products are generally sold with a right of return and we may provide other credits or incentives, which are accounted for as variable consideration when estimating the amount of revenue to recognize. Returns and credits are estimated at contract inception and updated at the end of each reporting period as additional information becomes available. We record a right of return liability to accrue for expected customer returns. Historical actual returns are used to estimate future returns as a percentage of current sales. Obligations for returns and refunds were not material individually or in the aggregate. We offer assurance type warranties on our products as well as separately sold warranty contracts. Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term. Warranty liabilities for our assurance type warranties are discussed further in Note 14. Contract Balances Timing of revenue recognition may differ from the timing of invoicing customers. Our contract assets are recorded for products and services that have been provided to our customer but have not yet been billed, and are included in prepaid expenses and other current assets in our consolidated balance sheets. Our short-term contract liabilities consist of advance payments, or deferred revenue, and are included in other accrued liabilities in our consolidated balance sheets. Accounts receivable, net of allowances, and net contract assets (liabilities) consisted of the following: November 30, 2018 August 31, 2018 $ Change % Change (In thousands, except percents) Accounts receivable, less allowance $ 1,013,030 $ 1,070,626 $ (57,596 ) -5.4 % Contract assets $ 15,955 $ 23,580 $ (7,625 ) -32.3 % Contract liabilities - short-term (23,454 ) (26,702 ) 3,248 -12.2 % Net Contract Liabilities $ (7,499 ) $ (3,122 ) $ (4,377 ) 140.2 % November 30, 2018 May 31, 2018 $ Change % Change (In thousands, except percents) Accounts receivable, less allowance $ 1,013,030 $ 1,113,818 $ (100,788 ) -9.0 % Contract assets $ 15,955 $ 18,212 $ (2,257 ) -12.4 % Contract liabilities - short-term (23,454 ) (23,335 ) (119 ) 0.5 % Net Contract Liabilities $ (7,499 ) $ (5,123 ) $ (2,376 ) 46.4 % The allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We determine the allowance based on known troubled accounts, historical experience, and other currently available evidence. The $4.4 million change in our net contract liabilities from August 31, 2018 to November 30, 2018 and the $2.4 million change in our net contract liabilities from May 31, 2018 to November 30, 2018 resulted primarily from the seasonality associated with construction jobs in progress during peak summer months versus later in the calendar year, as well as the timing of revenue recognition under the new standard. We also record long-term deferred revenue, which amounted to $65.3 million and $64.1 million as of November 30, 2018 and May 31, 2018, respectively. The long-term portion of deferred revenue is related to assurance type warranty contracts and is included in other long-term liabilities in our consolidated balance sheets. We have elected to adopt the practical expedient to not disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied as of the end of the reporting period for performance obligations that are part of a contract with an original expected duration of one year or less. We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. As our contract terms are primarily one year or less in duration, we have elected to apply a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. These costs include our internal sales force compensation program and certain incentive programs as we have determined annual compensation is commensurate with annual sales activities. |
Segment Information
Segment Information | 6 Months Ended |
Nov. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 17 — SEGMENT INFORMATION During the quarter ended August 31, 2018, we made the determination to streamline certain businesses and management structures within our industrial reportable segment. As a result, our former tremco illbruck Group, Tremco Group and several components from our Performance Coatings Group, including our Euclid and Flowcrete businesses, were combined to form a new Construction Products Group. There were no changes in the composition of any of our reportable segments and, therefore, previously reported business segment information remains unchanged. 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 six 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 six 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 two separate operating segments — Construction Products 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 present a disaggregation of revenues by geography, and reflect the results of our reportable segments consistent with our management philosophy, by representing 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 November 30, 2018 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 375,953 $ 336,081 $ 159,352 $ 871,386 Foreign Canada 61,754 23,403 17,085 102,242 Europe 189,095 55,653 25,094 269,842 Latin America 44,858 7,281 364 52,503 Asia Pacific 28,708 7,919 10,092 46,719 Other Foreign 17,600 2,239 - 19,839 Total Foreign 342,015 96,495 52,635 491,145 Total $ 717,968 $ 432,576 $ 211,987 $ 1,362,531 Three Months Ended November 30, 2017 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 361,932 $ 315,642 $ 156,137 $ 833,711 Foreign Canada 63,217 23,660 6,054 92,931 Europe 183,093 57,226 23,585 263,904 Latin America 49,028 7,943 289 57,260 Asia Pacific 28,398 8,736 11,015 48,149 Other Foreign 17,237 2,224 - 19,461 Total Foreign 340,973 99,789 40,943 481,705 Total $ 702,905 $ 415,431 $ 197,080 $ 1,315,416 Six Months Ended November 30, 2018 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 818,574 $ 717,748 $ 315,737 $ 1,852,059 Foreign Canada 122,763 52,409 23,847 199,019 Europe 372,209 115,229 48,980 536,418 Latin America 92,485 13,402 670 106,557 Asia Pacific 59,211 14,831 15,573 89,615 Other Foreign 34,699 4,153 - 38,852 Total Foreign 681,367 200,024 89,070 970,461 Total $ 1,499,941 $ 917,772 $ 404,807 $ 2,822,520 Six Months Ended November 30, 2017 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 761,220 $ 640,292 $ 306,561 $ 1,708,073 Foreign Canada 126,051 50,237 13,110 189,398 Europe 362,176 117,681 48,624 528,481 Latin America 94,552 13,636 754 108,942 Asia Pacific 55,065 16,608 16,513 88,186 Other Foreign 33,609 4,121 - 37,730 Total Foreign 671,453 202,283 79,001 952,737 Total $ 1,432,673 $ 842,575 $ 385,562 $ 2,660,810 Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, 2018 2017 2018 2017 (In thousands) Income (Loss) Before Income Taxes Industrial Segment $ 54,393 $ 67,696 $ 123,450 $ 156,598 Consumer Segment 41,239 45,085 92,535 117,453 Specialty Segment 29,979 34,439 57,780 67,606 Corporate/Other (59,018 ) (38,039 ) (115,234 ) (77,192 ) Consolidated $ 66,593 $ 109,181 $ 158,531 $ 264,465 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Nov. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 18 — SUBSEQUENT EVENTS Subsequent to the end of our second quarter, on December 13, 2018, we acquired Siamons International Inc, provider of the Concrobium branded specialty cleaning products. The company, which is based in Ontario, Canada, has annual net sales of approximately $20.0 million, and will be included in our consumer reportable segment. As of January 8, 2019, we have repurchased 1,470,647 shares of RPM common stock since November 30, 2018, at a cost of approximately $86.0 million, or an average of $58.46, under the stock repurchase program described in Note 11. |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 6 Months Ended |
Nov. 30, 2018 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | NEW ACCOUNTING PRONOUNCEMENTS Effective June 1, 2018, we adopted Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers,” and all the related amendments included within Accounting Standards Codification 606 (“ASC 606”), using the modified retrospective method of adoption. Under the modified retrospective method, comparative periods are not restated. The new standard requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update creates a five-step model that requires entities to exercise judgment when considering the terms of contract(s), which includes (i) identifying the contract(s) with the customer, (ii) identifying the separate performance obligations in the contract, (iii) determining the transaction price, (iv) allocating the transaction price to the separate performance obligations, and (v) recognizing revenue when each performance obligation is satisfied. As a result of our adoption procedures, we determined that revenue recognition for our broad portfolio of products and services will remain largely unchanged. Accordingly, our adoption of the new standard did not have a material impact on our overall Consolidated Financial Statements. Refer to Note 16, “Revenue,” and Note 17, “Segment Information,” for additional information. In January 2016, the FASB issued ASU No. 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities,” which provides amended guidance for certain aspects of recognition, measurement and disclosure of financial instruments. The standard is effective for fiscal years beginning after December 15, 2017, including interim periods. The main provisions of the standard impact how we account for changes in the fair value of our marketable securities currently classified as available-for-sale. Unrealized gains and losses on available-for-sale equity securities are required to be recognized in earnings rather than in other comprehensive income. Our adoption of the new standard during fiscal 2019 did not have a material effect on our results of operations, financial condition or liquidity. See Note 4, “Marketable Securities,” for additional information. 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. In March 2018, the FASB approved an alternative transition method to the modified retrospective approach, which eliminates the requirement to restate prior period financial statements and requires the cumulative effect of the retrospective allocation to be recorded as an adjustment to the opening balance of retained earnings at the date of adoption. We have selected the alternative transition method for adoption, which we will adopt on June 1, 2019 and are still 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. In August 2018, the SEC issued Final Rule Release No. 33-10532, “Disclosure Update and Simplification,” which makes a number of changes meant to simplify interim disclosures. The new rule requires a presentation of changes in stockholders’ equity and noncontrolling interest in the form of a reconciliation, either as a separate financial statement or in the notes to the financial statements, for the current and comparative year-to-date interim periods. We do not believe that any of the additional elements of this release will have a material impact on our consolidated financial statements. We will adopt the new disclosure requirement beginning with our third quarter Form 10-Q for the period ending February 28, 2019. 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. Our June 1, 2018 adoption of the new guidance, which we applied retrospectively to all periods presented, did not have a material impact 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. We adopted the new guidance as of June 1, 2018 and do not expect this revised guidance to have a material impact 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. Our June 1, 2018 adoption of the new guidance did not have a material impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820), – Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement,” which makes a number of changes meant to add, modify or remove certain disclosure requirements associated with the movement amongst or hierarchy associated with Level 1, Level 2 and Level 3 fair value measurements. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted upon issuance of the update. We do not expect our adoption of this guidance to have a material impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-14, “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20), Disclosure Framework – Changes to the Disclosure Requirements for Defined Benefit Plans,” which makes a number of changes meant to add, modify or remove certain disclosure requirements associated with employers that sponsor defined benefit or other postretirement plans. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. Early adoption is permitted for all entities and the amendments in this update are required to be applied on a retrospective basis to all periods presented. We are currently reviewing, but adoption of this guidance is not expected to have a material impact on our Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-15, “Intangible—Goodwill and Other- Internal-Use Software (Subtopic 350-40), Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” The update makes a number of changes meant to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement), by providing guidance in determining when the arrangement includes a software license. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Our early adoption of this revised guidance as of June 1, 2018 did not have a material impact on our Consolidated Financial Statements. |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Restructuring And Related Activities [Abstract] | |
Summary of Charges Recorded in Connection with Restructuring by Reportable Segment | A summary of the charges recorded in connection with restructuring by reportable segment during fiscal 2019 is as follows: Three Months Ended Six Months Ended Cumulative Costs Total Expected (in thousands) November 30, 2018 November 30, 2018 to Date Costs Consumer Segment: Severance and benefit costs (a) $ 279 $ 1,830 $ 7,482 $ 8,710 Facility closure and other related costs 170 170 5,309 12,445 Other asset write-offs 2 2 2 2 Total Charges $ 451 $ 2,002 $ 12,793 $ 21,157 Industrial Segment: Severance and benefit costs (b) $ 3,407 $ 9,772 $ 11,944 $ 12,396 Facility closure and other related costs 867 1,303 2,347 21,800 Other asset write-offs 149 727 2,097 2,097 Total Charges $ 4,423 $ 11,802 $ 16,388 $ 36,293 Specialty Segment: Severance and benefit costs (c) $ 1,786 $ 3,933 $ 3,933 $ 5,367 Facility closure and other related costs - - - 3,776 Other asset write-offs 3 3 3 3 Total Charges $ 1,789 $ 3,936 $ 3,936 $ 9,146 Corporate/Other Segment: Severance and benefit costs (d) $ 1,061 $ 10,060 $ 12,196 $ 12,657 Total Charges $ 1,061 $ 10,060 $ 12,196 $ 12,657 Consolidated: Severance and benefit costs $ 6,533 $ 25,595 $ 35,555 $ 39,130 Facility closure and other related costs 1,037 1,473 7,656 38,021 Other asset write-offs 154 732 2,102 2,102 Total Charges $ 7,724 $ 27,800 $ 45,313 $ 79,253 (a) Current quarter charges include $0.3 million associated with elimination of 35 positions. Current year charges include $1.8 million associated with the elimination of 44 positions. (b) Current quarter charges include $3.4 million associated with the elimination of 54 positions. Current year charges include $9.6 million associated with the elimination of 148 positions and $0.2 million additional charges associated with the prior elimination of one position within the legal function during fiscal 2018. (c) Current quarter charges include $1.8 million associated with the elimination of 60 positions. Current year charges include $3.9 million associated with the elimination of 107 positions. (d) Reflects charges related to the severance of two corporate executives, as well as accelerated vesting of equity awards for two corporate executives, four specialty segment executives and three industrial segment executives in connection with the aforementioned restructuring activities. |
Summary of Activity in Restructuring Reserves | A summary of the activity in the restructuring reserves related to our 2020 MAP to Growth is as follows: (in thousands) Severance and Benefits Costs Facility Closure and Other Related Costs Other Asset Write-Offs Total Balance at August 31, 2018 $ 10,960 $ 5,364 $ - $ 16,324 Additions charged to expense 6,533 1,037 154 7,724 Cash payments charged against reserve (6,013 ) (1,330 ) - (7,343 ) Non-cash charges included above (e) (1,053 ) (2,536 ) (154 ) (3,743 ) Balance at November 30, 2018 $ 10,427 $ 2,535 $ - $ 12,962 (in thousands) Severance and Benefits Costs Facility Closure and Other Related Costs Other Asset Write-Offs Total Balance at June 1, 2018 $ 9,957 $ 6,184 $ 1,373 $ 17,514 Additions charged to expense 25,595 1,473 732 27,800 Cash payments charged against reserve (18,588 ) (1,748 ) (20,336 ) Non-cash charges included above (e) (6,537 ) (3,374 ) (2,105 ) (12,016 ) Balance at November 30, 2018 $ 10,427 $ 2,535 $ - $ 12,962 (e) Non-cash charges primarily include accelerated vesting of equity awards and asset-write offs. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Investments Debt And Equity Securities [Abstract] | |
Summary of Available-for-Sale Marketable Securities by Asset Type | The following tables summarize available-for-sale marketable securities held at November 30, 2018 and May 31, 2018 by asset type: Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) November 30, 2018 Fixed maturity: U.S. treasury and other government $ 23,292 $ 26 $ (535 ) $ 22,783 Corporate bonds 411 29 - 440 Total available-for-sale securities $ 23,703 $ 55 $ (535 ) $ 23,223 Available-For-Sale Securities (In thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (Net Carrying Amount) May 31, 2018 Equity securities: Mutual funds - foreign $ 46,123 $ 1,839 $ (1,197 ) $ 46,765 Mutual funds - domestic 99,833 727 (2,770 ) 97,790 Total equity securities 145,956 2,566 (3,967 ) 144,555 Fixed maturity: U.S. treasury and other government 23,562 39 (552 ) 23,049 Corporate bonds 432 43 (8 ) 467 Total fixed maturity securities 23,994 82 (560 ) 23,516 Total $ 169,950 $ 2,648 $ (4,527 ) $ 168,071 |
Summary of Available-for-Sale Securities in Unrealized Loss Position and Included in Accumulated Other Comprehensive (Loss), Aggregated by Length of Time Investments | Summarized below are the available-for-sale securities we held at November 30, 2018 and May 31, 2018 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: November 30, 2018 May 31, 2018 (In thousands) Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Total investments with unrealized losses $ 20,215 $ (535 ) $ 106,253 $ (4,527 ) Unrealized losses with a loss position for less than 12 months 2,646 (19 ) 68,376 (1,570 ) Unrealized losses with a loss position for more than 12 months 17,569 (516 ) 37,877 (2,957 ) |
Net Carrying Values of Debt Securities by Contractual Maturity | The net carrying values of debt securities at November 30, 2018, 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 $ 7,897 $ 7,841 One year through five years 11,576 11,282 Six years through ten years 3,294 3,152 After ten years 936 948 $ 23,703 $ 23,223 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
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 November 30, 2018 Available-for-sale debt securities: U.S. Treasury and other government $ - $ 22,783 $ - $ 22,783 Corporate bonds 440 440 Total available-for-sale debt securities - 23,223 - 23,223 Trading and other equity securities: Mutual funds - foreign 43,940 43,940 Mutual funds - domestic 84,726 84,726 Total trading and other equity securities - 128,666 - 128,666 Contingent consideration 15,999 15,999 Total $ - $ 151,889 $ 15,999 $ 167,888 (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, 2018 U.S. Treasury and other government $ - $ 23,049 $ - $ 23,049 Corporate bonds 467 467 Mutual funds - foreign 47,410 47,410 Mutual funds - domestic 107,017 107,017 Contingent consideration (17,998 ) (17,998 ) Total $ - $ 177,943 $ (17,998 ) $ 159,945 |
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 November 30, 2018 and May 31, 2018 are as follows: At November 30, 2018 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 226,914 $ 226,914 Marketable equity securities 116,669 116,669 Marketable debt securities 23,223 23,223 Long-term debt, including current portion 2,372,742 2,313,513 At May 31, 2018 (In thousands) Carrying Value Fair Value Cash and cash equivalents $ 244,422 $ 244,422 Marketable equity securities 144,555 144,555 Marketable debt securities 23,516 23,516 Long-term debt, including current portion 2,174,144 2,215,458 |
Derivatives and Hedging (Tables
Derivatives and Hedging (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Values of Qualifying and Non-Qualifying Instruments Used in Hedging Transactions | The fair values of qualifying and non-qualifying instruments used in hedging transactions as of November 30, 2018 and May 31, 2018 are as follows: (in thousands) Fair Value Derivatives Designated as Hedging Instruments Balance Sheet Location November 30, 2018 May 31, 2018 Assets: Foreign Currency Exchange (Cash Flow) Other Current Assets $ - $ 133 Cross Currency Swap (Net Investment) Other Current Assets 3,001 2,580 Cross Currency Swap (Net Investment) Other Assets (Long-Term) 4,560 1,986 Liabilities: Interest Rate Swap (Fair Value) Other Accrued Liabilities 811 441 Cross Currency Swap (Net Investment) Other Long-Term Liabilities 4,475 5,293 Interest Rate Swap (Fair Value) Other Long-Term Liabilities 2,616 2,634 (in thousands) Fair Value Derivatives Not Designated as Hedging Instruments Balance Sheet Location November 30, 2018 May 31, 2018 Assets: Foreign Currency Exchange Other Current Assets $ 12 $ 7 Liabilities: Foreign Currency Exchange Other Accrued Liabilities - 2,985 |
Investment Expense (Income), _2
Investment Expense (Income), Net (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Other Income And Expenses [Abstract] | |
Investment Expense (Income), Net | Investment expense (income), net, consists of the following components: Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, (In thousands) 2018 2017 2018 2017 Interest (income) $ (828 ) $ (1,297 ) $ (1,732 ) $ (2,191 ) Net loss (gain) on marketable securities 8,520 (2,037 ) 8,134 (4,897 ) Dividend (income) (659 ) (405 ) (1,802 ) (1,104 ) Investment expense (income), net $ 7,033 $ (3,739 ) $ 4,600 $ (8,192 ) |
Other Expense (Income), Net (Ta
Other Expense (Income), Net (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Other Income And Expenses [Abstract] | |
Other Expense (Income), Net | Other expense (income), net, consists of the following components: Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, (In thousands) 2018 2017 2018 2017 Royalty expense (income), net $ 63 $ (178 ) $ 66 $ 90 (Income) related to unconsolidated equity affiliates (48 ) (244 ) (166 ) (517 ) Pension non-service costs 346 - 774 - Loss on extinguishment of debt (a) 3,051 - 3,051 - Other expense (income), net $ 3,412 $ (422 ) $ 3,725 $ (427 ) (a) In connection with the redemption of all of our outstanding 2.25% convertible senior notes in November 2018, we recognized a loss of $3.1 million, due to the fair value measurement of the instrument on the date of conversion. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Major Classes of Inventories, Net of Reserves | Inventories, net of reserves, were composed of the following major classes: November 30, 2018 May 31, 2018 (In thousands) Raw material and supplies $ 304,108 $ 288,201 Finished goods 575,525 546,260 Total Inventory, Net of Reserves $ 879,633 $ 834,461 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
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 for the three and six-month periods ended November 30, 2018 and 2017. For the three and six months ended November 30, 2017, and three months ended November 30, 2018, basic and diluted earnings per share were calculated using the two-class method. For the six months ended November 30, 2018, basic earnings per share was calculated using two-class method and diluted earnings per share was calculated using the treasury method. Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, (In thousands, except per share amounts) 2018 2017 2018 2017 Numerator for earnings per share: Net income attributable to RPM International Inc. stockholders $ 49,224 $ 95,463 $ 118,988 $ 211,879 Less: Allocation of earnings and dividends to participating securities (460 ) (1,313 ) (936 ) (2,828 ) Net income available to common shareholders - basic 48,764 94,150 118,052 209,051 Add: Undistributed earnings reallocated to unvested shareholders 3 7 Add: Allocation of earnings and dividends to participating securities 936 Add: Income effect of contingently issuable shares 1,379 2,756 Net income available to common shareholders - diluted $ 48,764 $ 95,532 $ 118,988 $ 211,814 Denominator for basic and diluted earnings per share: Basic weighted average common shares 131,058 131,163 131,467 131,204 Average diluted options and awards 609 514 1,811 544 Additional shares issuable assuming conversion of convertible securities (1) 3,915 3,915 Total shares for diluted earnings per share (2) 131,667 135,592 133,278 135,663 Earnings Per Share of Common Stock Attributable to RPM International Inc. Stockholders: Basic Earnings Per Share of Common Stock $ 0.37 $ 0.72 $ 0.90 $ 1.59 Diluted Earnings Per Share of Common Stock $ 0.37 $ 0.70 $ 0.89 $ 1.56 (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. On November 27, 2018, we redeemed all of our 2.25% convertible senior notes due 2020, primarily for cash, but also issued 598,601 shares of RPM common stock in the transaction. (2) There were no shares of restricted stock identified as being anti-dilutive for the three or six months ended November 30, 2018. Restricted shares totaling 123,262 and 99,612 for the three and six months ended November 30, 2017, respectively, 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. In addition, stock appreciation rights (SARs) totaling 480,000 and 890,000 for the three and six months ended November 30, 2018 and 600,000 for the three and six months ended November 30, 2017, were excluded from the calculation of diluted earnings per share as their effect would have been anti-dilutive. |
Pension Plans (Tables)
Pension Plans (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
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 and six months ended November 30, 2018 and 2017: U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended November 30, November 30, November 30, November 30, Pension Benefits 2018 2017 2018 2017 (In thousands) Service cost $ 9,382 $ 9,465 $ 1,219 $ 1,175 Interest cost 5,497 4,379 1,399 1,145 Expected return on plan assets (8,467 ) (8,086 ) (2,051 ) (1,978 ) Amortization of: Prior service cost (credit) 29 29 (8 ) (6 ) Net actuarial losses recognized 3,272 3,618 319 419 Net Periodic Benefit Cost $ 9,713 $ 9,405 $ 878 $ 755 U.S. Plans Non-U.S. Plans Three Months Ended Three Months Ended November 30, November 30, November 30, November 30, Postretirement Benefits 2018 2017 2018 2017 (In thousands) Service cost $ - $ - $ 392 $ 311 Interest cost 48 43 291 224 Amortization of: Prior service (credit) (55 ) (55 ) Net actuarial (gains) losses recognized (6 ) 6 115 79 Net Periodic Benefit (Credit) Cost $ (13 ) $ (6 ) $ 798 $ 614 U.S. Plans Non-U.S. Plans Six Months Ended Six Months Ended November 30, November 30, November 30, November 30, Pension Benefits 2018 2017 2018 2017 (In thousands) Service cost $ 18,764 $ 18,930 $ 2,438 $ 2,350 Interest cost 10,994 8,758 2,798 2,290 Expected return on plan assets (16,934 ) (16,172 ) (4,102 ) (3,956 ) Amortization of: Prior service cost (credit) 58 58 (16 ) (12 ) Net actuarial losses recognized 6,544 7,236 638 838 Net Periodic Benefit Cost $ 19,426 $ 18,810 $ 1,756 $ 1,510 U.S. Plans Non-U.S. Plans Six Months Ended Six Months Ended November 30, November 30, November 30, November 30, Postretirement Benefits 2018 2017 2018 2017 (In thousands) Service cost $ - $ - $ 784 $ 622 Interest cost 96 86 582 448 Amortization of: Prior service (credit) (110 ) (110 ) - - Net actuarial (gains) losses recognized (12 ) 12 230 158 Net Periodic Benefit (Credit) Cost $ (26 ) $ (12 ) $ 1,596 $ 1,228 |
Contingencies and Other Accru_2
Contingencies and Other Accrued Losses (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Changes in Accrued Warranty Balances | The following table includes the changes in our accrued warranty balances: Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, 2018 2017 2018 2017 (In thousands) Beginning Balance $ 10,585 $ 15,771 $ 11,721 $ 19,149 Deductions (1) (6,660 ) (6,030 ) (13,274 ) (14,671 ) Provision charged to expense 5,938 4,716 11,416 9,979 Ending Balance $ 9,863 $ 14,457 $ 9,863 $ 14,457 (1) Primarily claims paid during the year. |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Equity [Abstract] | |
Components of Total Equity and Comprehensive Income | The following tables illustrate the components of total equity and comprehensive income for the three and six months ended November 30, 2018 and 2017: (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total Equity at August 31, 2018 $ 1,610,447 $ 2,932 $ 1,613,379 Net income (loss) 49,224 (51 ) 49,173 Other Comprehensive Income: Foreign currency translation adjustments (12,336 ) 91 (12,245 ) Pension and other postretirement benefit liability adjustments, net of tax 3,428 3,428 Unrealized (loss) on securities and other, net of tax (1,515 ) (1,515 ) Unrealized gain on derivatives, net of tax 2,349 2,349 Total Other Comprehensive (Loss) Income, net of tax (8,074 ) 91 (7,983 ) Comprehensive Income 41,150 40 41,190 Dividends paid (46,482 ) (46,482 ) Other 797 567 1,364 Shares repurchased and returned for taxes (2,879 ) (2,879 ) Share repurchases under repurchase program (74,998 ) (74,998 ) Stock based compensation expense - included in SG&A 6,227 6,227 Stock based compensation expense - included in restructuring expense 1,053 1,053 Convertible bond redemption (2,808 ) (2,808 ) Total Equity at November 30, 2018 $ 1,532,507 $ 3,539 $ 1,536,046 (In thousands) Total RPM International Inc. Equity Noncontrolling Interest Total Equity Total Equity at August 31, 2017 $ 1,559,111 $ 3,092 $ 1,562,203 Net income 95,463 395 95,858 Other Comprehensive Income: Foreign currency translation adjustments (8,086 ) (72 ) (8,158 ) Pension and other postretirement benefit liability adjustments, net of tax 3,066 3,066 Unrealized gain on securities, net of tax 2,549 2,549 Unrealized loss on derivatives, net of tax (2,746 ) (2,746 ) Total Other Comprehensive Income, net of tax (5,217 ) (72 ) (5,289 ) Comprehensive Income 90,246 323 90,569 Dividends paid (42,789 ) (42,789 ) Other noncontrolling interest activity (647 ) (647 ) Shares repurchased and returned for taxes (6,779 ) (6,779 ) Stock based compensation expense 6,964 6,964 Total Equity at November 30, 2017 $ 1,606,753 $ 2,768 $ 1,609,521 (In thousands) Total International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2018 $ 1,630,773 $ 2,765 $ 1,633,538 Net income 118,988 371 119,359 Other Comprehensive Income: Foreign currency translation adjustments (52,768 ) (167 ) (52,935 ) Pension and other postretirement benefit liability adjustments, net of tax 6,483 6,483 Unrealized gain on securities and other, net of tax 962 962 Unrealized gain on derivatives, net of tax 3,271 3,271 Total Other Comprehensive (Loss), net of tax (42,052 ) (167 ) (42,219 ) Comprehensive Income 76,936 204 77,140 Dividends paid (89,196 ) (89,196 ) Other (2,037 ) 570 (1,467 ) Shares repurchased and returned for taxes (16,466 ) (16,466 ) Share repurchases under repurchase program (81,992 ) (81,992 ) Stock based compensation expense - included in SG&A 12,896 12,896 Stock based compensation expense - included in restructuring expense 4,401 4,401 Convertible bond redemption (2,808 ) (2,808 ) Total Equity at November 30, 2018 $ 1,532,507 $ 3,539 $ 1,536,046 (In thousands) Total International Inc. Equity Noncontrolling Interest Total Equity Total equity at May 31, 2017 $ 1,436,061 $ 2,639 $ 1,438,700 Net income 211,879 882 212,761 Other Comprehensive Income: Foreign currency translation adjustments 36,361 (41 ) 36,320 Pension and other postretirement benefit liability adjustments, net of tax 3,695 3,695 Unrealized gain on securities, net of tax 2,471 2,471 Unrealized (loss) on derivatives, net of tax (3,140 ) (3,140 ) Total Other Comprehensive (Loss), net of tax 39,387 (41 ) 39,346 Comprehensive Income 251,266 841 252,107 Dividends paid (82,878 ) (82,878 ) Other noncontrolling interest activity (712 ) (712 ) Shares repurchased and returned for taxes (12,125 ) (12,125 ) Stock based compensation expense 14,429 14,429 Total Equity at November 30, 2017 $ 1,606,753 $ 2,768 $ 1,609,521 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Accounts Receivable Net of Allowances and Net Contract Assets (Liabilities) | Accounts receivable, net of allowances, and net contract assets (liabilities) consisted of the following: November 30, 2018 August 31, 2018 $ Change % Change (In thousands, except percents) Accounts receivable, less allowance $ 1,013,030 $ 1,070,626 $ (57,596 ) -5.4 % Contract assets $ 15,955 $ 23,580 $ (7,625 ) -32.3 % Contract liabilities - short-term (23,454 ) (26,702 ) 3,248 -12.2 % Net Contract Liabilities $ (7,499 ) $ (3,122 ) $ (4,377 ) 140.2 % November 30, 2018 May 31, 2018 $ Change % Change (In thousands, except percents) Accounts receivable, less allowance $ 1,013,030 $ 1,113,818 $ (100,788 ) -9.0 % Contract assets $ 15,955 $ 18,212 $ (2,257 ) -12.4 % Contract liabilities - short-term (23,454 ) (23,335 ) (119 ) 0.5 % Net Contract Liabilities $ (7,499 ) $ (5,123 ) $ (2,376 ) 46.4 % |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Nov. 30, 2018 | |
Segment Reporting [Abstract] | |
Results of Reportable Segments | The following tables present a disaggregation of revenues by geography, and reflect the results of our reportable segments consistent with our management philosophy, by representing 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 November 30, 2018 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 375,953 $ 336,081 $ 159,352 $ 871,386 Foreign Canada 61,754 23,403 17,085 102,242 Europe 189,095 55,653 25,094 269,842 Latin America 44,858 7,281 364 52,503 Asia Pacific 28,708 7,919 10,092 46,719 Other Foreign 17,600 2,239 - 19,839 Total Foreign 342,015 96,495 52,635 491,145 Total $ 717,968 $ 432,576 $ 211,987 $ 1,362,531 Three Months Ended November 30, 2017 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 361,932 $ 315,642 $ 156,137 $ 833,711 Foreign Canada 63,217 23,660 6,054 92,931 Europe 183,093 57,226 23,585 263,904 Latin America 49,028 7,943 289 57,260 Asia Pacific 28,398 8,736 11,015 48,149 Other Foreign 17,237 2,224 - 19,461 Total Foreign 340,973 99,789 40,943 481,705 Total $ 702,905 $ 415,431 $ 197,080 $ 1,315,416 Six Months Ended November 30, 2018 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 818,574 $ 717,748 $ 315,737 $ 1,852,059 Foreign Canada 122,763 52,409 23,847 199,019 Europe 372,209 115,229 48,980 536,418 Latin America 92,485 13,402 670 106,557 Asia Pacific 59,211 14,831 15,573 89,615 Other Foreign 34,699 4,153 - 38,852 Total Foreign 681,367 200,024 89,070 970,461 Total $ 1,499,941 $ 917,772 $ 404,807 $ 2,822,520 Six Months Ended November 30, 2017 Industrial Segment Consumer Segment Specialty Segment Consolidated (In thousands) Net Sales (based on shipping location) United States $ 761,220 $ 640,292 $ 306,561 $ 1,708,073 Foreign Canada 126,051 50,237 13,110 189,398 Europe 362,176 117,681 48,624 528,481 Latin America 94,552 13,636 754 108,942 Asia Pacific 55,065 16,608 16,513 88,186 Other Foreign 33,609 4,121 - 37,730 Total Foreign 671,453 202,283 79,001 952,737 Total $ 1,432,673 $ 842,575 $ 385,562 $ 2,660,810 Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, 2018 2017 2018 2017 (In thousands) Income (Loss) Before Income Taxes Industrial Segment $ 54,393 $ 67,696 $ 123,450 $ 156,598 Consumer Segment 41,239 45,085 92,535 117,453 Specialty Segment 29,979 34,439 57,780 67,606 Corporate/Other (59,018 ) (38,039 ) (115,234 ) (77,192 ) Consolidated $ 66,593 $ 109,181 $ 158,531 $ 264,465 |
Consolidation, Noncontrolling_2
Consolidation, Noncontrolling Interests and Basis of Presentation - Additional Information (Detail) | Nov. 30, 2018 | Nov. 30, 2017 |
Accounting Policies [Abstract] | ||
Percentage of controlled subsidiary's earnings | 100.00% | 100.00% |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - 2020 MAP to Growth - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Nov. 30, 2018 | Nov. 30, 2018 | |
Restructuring Cost And Reserve [Line Items] | ||
Restructuring plan, expected to be formulated | During the second quarter ended November 30, 2018 | |
Decrease in current total expected costs | $ 5.7 | |
Restructuring plan, anticipated to be completed | by the end of calendar year 2020 | |
Industrial Segment | Cost of Sales | ||
Restructuring Cost And Reserve [Line Items] | ||
Inventory-related charges | $ 2.6 | $ 7.1 |
Consumer Segment | Cost of Sales | ||
Restructuring Cost And Reserve [Line Items] | ||
Inventory-related charges | $ 1 | 1.3 |
Inventory-related charges, favorable adjustment | $ 0.2 |
Summary of Charges Recorded in
Summary of Charges Recorded in Connection with Restructuring by Reportable Segment (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended |
Nov. 30, 2018USD ($) | Nov. 30, 2018USD ($) | |
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | $ 7,724 | $ 27,800 |
2020 MAP to Growth | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 7,724 | 27,800 |
Cumulative Costs to Date | 45,313 | 45,313 |
Total Expected Costs | 79,253 | 79,253 |
2020 MAP to Growth | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 6,533 | 25,595 |
Cumulative Costs to Date | 35,555 | 35,555 |
Total Expected Costs | 39,130 | 39,130 |
2020 MAP to Growth | Facility Closure and Other Related Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 1,037 | 1,473 |
Cumulative Costs to Date | 7,656 | 7,656 |
Total Expected Costs | 38,021 | 38,021 |
2020 MAP to Growth | Other Asset Write-offs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 154 | 732 |
Cumulative Costs to Date | 2,102 | 2,102 |
Total Expected Costs | 2,102 | 2,102 |
2020 MAP to Growth | Consumer Segment | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 451 | 2,002 |
Cumulative Costs to Date | 12,793 | 12,793 |
Total Expected Costs | 21,157 | 21,157 |
2020 MAP to Growth | Consumer Segment | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 279 | 1,830 |
Cumulative Costs to Date | 7,482 | 7,482 |
Total Expected Costs | 8,710 | 8,710 |
2020 MAP to Growth | Consumer Segment | Facility Closure and Other Related Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 170 | 170 |
Cumulative Costs to Date | 5,309 | 5,309 |
Total Expected Costs | 12,445 | 12,445 |
2020 MAP to Growth | Consumer Segment | Other Asset Write-offs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 2 | 2 |
Cumulative Costs to Date | 2 | 2 |
Total Expected Costs | 2 | 2 |
2020 MAP to Growth | Industrial Segment | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 4,423 | 11,802 |
Cumulative Costs to Date | 16,388 | 16,388 |
Total Expected Costs | 36,293 | 36,293 |
2020 MAP to Growth | Industrial Segment | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 3,407 | 9,772 |
Cumulative Costs to Date | 11,944 | 11,944 |
Total Expected Costs | 12,396 | 12,396 |
2020 MAP to Growth | Industrial Segment | Facility Closure and Other Related Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 867 | 1,303 |
Cumulative Costs to Date | 2,347 | 2,347 |
Total Expected Costs | 21,800 | 21,800 |
2020 MAP to Growth | Industrial Segment | Other Asset Write-offs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 149 | 727 |
Cumulative Costs to Date | 2,097 | 2,097 |
Total Expected Costs | 2,097 | 2,097 |
2020 MAP to Growth | Specialty Segment | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 1,789 | 3,936 |
Cumulative Costs to Date | 3,936 | 3,936 |
Total Expected Costs | 9,146 | 9,146 |
2020 MAP to Growth | Specialty Segment | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 1,786 | 3,933 |
Cumulative Costs to Date | 3,933 | 3,933 |
Total Expected Costs | 5,367 | 5,367 |
2020 MAP to Growth | Specialty Segment | Facility Closure and Other Related Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Total Expected Costs | 3,776 | 3,776 |
2020 MAP to Growth | Specialty Segment | Other Asset Write-offs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 3 | 3 |
Cumulative Costs to Date | 3 | 3 |
Total Expected Costs | 3 | 3 |
2020 MAP to Growth | Corporate/Other Segment | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 1,061 | 10,060 |
Cumulative Costs to Date | 12,196 | 12,196 |
Total Expected Costs | 12,657 | 12,657 |
2020 MAP to Growth | Corporate/Other Segment | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Current Year Charges | 1,061 | 10,060 |
Cumulative Costs to Date | 12,196 | 12,196 |
Total Expected Costs | $ 12,657 | $ 12,657 |
Summary of Charges Recorded i_2
Summary of Charges Recorded in Connection with Restructuring by Reportable Segment (Parenthetical) (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended |
Nov. 30, 2018USD ($)Position | Nov. 30, 2018USD ($)PositionExecutive | |
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 7,724 | $ 27,800 |
2020 MAP to Growth | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 7,724 | 27,800 |
2020 MAP to Growth | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 6,533 | 25,595 |
Consumer Segment | 2020 MAP to Growth | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 451 | $ 2,002 |
Number of positions eliminated | Position | 35 | 44 |
Consumer Segment | 2020 MAP to Growth | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 279 | $ 1,830 |
Industrial Segment | 2020 MAP to Growth | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 4,423 | $ 11,802 |
Number of corporate executives | Executive | 3 | |
Industrial Segment | 2020 MAP to Growth | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 3,407 | $ 9,772 |
Industrial Segment | 2020 MAP to Growth Related to Current Elimination | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 3,400 | $ 9,600 |
Number of positions eliminated | Position | 54 | 148 |
Industrial Segment | 2020 MAP to Growth Plan Related to Legal Function | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 200 | |
Number of positions eliminated | Position | 1 | |
Specialty Segment | 2020 MAP to Growth | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 1,789 | $ 3,936 |
Number of positions eliminated | Position | 60 | 107 |
Number of corporate executives | Executive | 4 | |
Specialty Segment | 2020 MAP to Growth | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 1,786 | $ 3,933 |
Corporate/Other Segment | 2020 MAP to Growth | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | 1,061 | 10,060 |
Corporate/Other Segment | 2020 MAP to Growth | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Restructuring charges | $ 1,061 | $ 10,060 |
Number of corporate executives | Executive | 2 | |
Corporate/Other Segment | 2020 MAP to Growth | Vesting Equity Awards | ||
Restructuring Cost And Reserve [Line Items] | ||
Number of corporate executives | Executive | 2 |
Summary of Activity in Restruct
Summary of Activity in Restructuring Reserves (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Nov. 30, 2018 | Nov. 30, 2018 | |
Restructuring Cost And Reserve [Line Items] | ||
Additions charged to expense | $ 7,724 | $ 27,800 |
2020 MAP to Growth | ||
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | 16,324 | 17,514 |
Additions charged to expense | 7,724 | 27,800 |
Cash payments charged against reserve | (7,343) | (20,336) |
Non-cash charges included above | (3,743) | (12,016) |
Ending balance | 12,962 | 12,962 |
2020 MAP to Growth | Severance and Benefit Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | 10,960 | 9,957 |
Additions charged to expense | 6,533 | 25,595 |
Cash payments charged against reserve | (6,013) | (18,588) |
Non-cash charges included above | (1,053) | (6,537) |
Ending balance | 10,427 | 10,427 |
2020 MAP to Growth | Facility Closure and Other Related Costs | ||
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | 5,364 | 6,184 |
Additions charged to expense | 1,037 | 1,473 |
Cash payments charged against reserve | (1,330) | (1,748) |
Non-cash charges included above | (2,536) | (3,374) |
Ending balance | 2,535 | 2,535 |
2020 MAP to Growth | Other Asset Write-offs | ||
Restructuring Cost And Reserve [Line Items] | ||
Beginning balance | 1,373 | |
Additions charged to expense | 154 | 732 |
Non-cash charges included above | $ (154) | $ (2,105) |
Summary of Available-for-Sale M
Summary of Available-for-Sale Marketable Securities by Asset Type (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-Sale Debt Securities, Amortized Cost | $ 23,703 | $ 23,994 |
Available-for-Sale Debt Securities, Gross Unrealized Gains | 55 | 82 |
Available-for-Sale Debt Securities, Gross Unrealized Losses | (535) | (560) |
Available-for-Sale Debt Securities, Fair Value (Net Carrying Amount) | 23,223 | 23,516 |
Equity Securities, Amortized Cost | 145,956 | |
Equity Securities, Gross Unrealized Gains | 2,566 | |
Equity Securities, Gross Unrealized Losses | (3,967) | |
Equity Securities, Fair Value (Net Carrying Amount) | 116,700 | 144,555 |
Total Securities, Amortized Cost | 169,950 | |
Total Securities, Gross Unrealized Gains | (2,648) | |
Total Securities, Gross Unrealized Losses | (4,527) | |
Total Securities, Fair Value (Net Carrying Amount) | $ 168,071 | |
Foreign | ||
Debt Securities, Available-for-sale [Line Items] | ||
Equity Securities, FV-NI, Type [Extensible List] | us-gaap:MutualFundMember | |
Equity Securities, Amortized Cost | $ 46,123 | |
Equity Securities, Gross Unrealized Gains | 1,839 | |
Equity Securities, Gross Unrealized Losses | (1,197) | |
Equity Securities, Fair Value (Net Carrying Amount) | $ 46,765 | |
Domestic | ||
Debt Securities, Available-for-sale [Line Items] | ||
Equity Securities, FV-NI, Type [Extensible List] | us-gaap:MutualFundMember | |
Equity Securities, Amortized Cost | $ 99,833 | |
Equity Securities, Gross Unrealized Gains | 727 | |
Equity Securities, Gross Unrealized Losses | (2,770) | |
Equity Securities, Fair Value (Net Carrying Amount) | 97,790 | |
U.S. Treasury and other government | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-Sale Debt Securities, Amortized Cost | 23,292 | 23,562 |
Available-for-Sale Debt Securities, Gross Unrealized Gains | 26 | 39 |
Available-for-Sale Debt Securities, Gross Unrealized Losses | (535) | (552) |
Available-for-Sale Debt Securities, Fair Value (Net Carrying Amount) | 22,783 | 23,049 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Available-for-Sale Debt Securities, Amortized Cost | 411 | 432 |
Available-for-Sale Debt Securities, Gross Unrealized Gains | 29 | 43 |
Available-for-Sale Debt Securities, Gross Unrealized Losses | (8) | |
Available-for-Sale Debt Securities, Fair Value (Net Carrying Amount) | $ 440 | $ 467 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities, current | $ 7,800 | $ 97,400 |
Available-for-sale securities, long-term | 15,400 | 70,700 |
Equity Securities, Fair Value (Net Carrying Amount) | $ 116,700 | 144,555 |
Maximum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Investments with unrealized loss, percentage of fair values less than original cost | 15.00% | |
Trading Securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Securities held in relation to deferred compensation plan | $ 12,000 | $ 9,900 |
Summary of Available-for-Sale S
Summary of Available-for-Sale Securities in Unrealized Loss Position and Included in Accumulated Other Comprehensive (Loss), Aggregated by Length of Time Investments (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Investments Debt And Equity Securities [Abstract] | ||
Total investments with unrealized losses, fair value | $ 20,215 | $ 106,253 |
Unrealized losses with a loss position for less than 12 months, fair value | 2,646 | 68,376 |
Unrealized losses with a loss position for more than 12 months, fair value | 17,569 | 37,877 |
Total investments with unrealized losses, gross unrealized losses | (535) | (4,527) |
Unrealized losses with a loss position for less than 12 months, gross unrealized losses | (19) | (1,570) |
Unrealized losses with a loss position for more than 12 months, gross unrealized losses | $ (516) | $ (2,957) |
Net Carrying Values of Debt Sec
Net Carrying Values of Debt Securities by Contractual Maturity (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Available-for-Sale Securities, amortized cost | ||
Less than one year, amortized cost | $ 7,897 | |
One year through five years, amortized cost | 11,576 | |
Six years through ten years, amortized cost | 3,294 | |
After ten years, amortized cost | 936 | |
Available-for-Sale Debt Securities, Amortized Cost | 23,703 | $ 23,994 |
Available-for-Sale Securities, fair value | ||
Less than one year, fair value | 7,841 | |
One year through five years, fair value | 11,282 | |
Six years through ten years, fair value | 3,152 | |
After ten years, fair value | 948 | |
Marketable debt securities, carrying value | $ 23,223 | $ 23,516 |
Assets and Liabilities Measured
Assets and Liabilities Measured at Fair Value on Recurring Basis and Categorized using Fair Value Hierarchy (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | $ 23,223 | $ 23,516 |
U.S. Treasury and other government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | 22,783 | 23,049 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | 440 | 467 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | 23,223 | |
Total trading and other equity securities | 128,666 | |
Assets (liabilities) at fair value | 167,888 | 159,945 |
Fair Value, Measurements, Recurring | U.S. Treasury and other government | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | 22,783 | 23,049 |
Fair Value, Measurements, Recurring | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | 440 | 467 |
Fair Value, Measurements, Recurring | Mutual funds | Foreign | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total trading and other equity securities | 43,940 | 47,410 |
Fair Value, Measurements, Recurring | Mutual funds | Domestic | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total trading and other equity securities | 84,726 | 107,017 |
Fair Value, Measurements, Recurring | Contingent consideration liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 15,999 | (17,998) |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | 23,223 | |
Total trading and other equity securities | 128,666 | |
Assets (liabilities) at fair value | 151,889 | 177,943 |
Fair Value, Measurements, Recurring | 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] | ||
Total available-for-sale debt securities | 22,783 | 23,049 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total available-for-sale debt securities | 440 | 467 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | Mutual funds | Foreign | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total trading and other equity securities | 43,940 | 47,410 |
Fair Value, Measurements, Recurring | Significant Other Observable Inputs (Level 2) | Mutual funds | Domestic | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total trading and other equity securities | 84,726 | 107,017 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) at fair value | 15,999 | (17,998) |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | Contingent consideration liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | $ 15,999 | $ (17,998) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Nov. 30, 2018 | Nov. 30, 2017 | |
Fair Value Disclosures [Abstract] | ||
Settlements of contingent consideration obligations | $ 4.7 | $ 3.3 |
Increase in accrual related to fair value adjustments | $ 2.7 |
Fair Value and Carrying Value o
Fair Value and Carrying Value of Financial Instruments and Long-Term Debt (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Marketable equity securities | $ 116,700 | $ 144,555 |
Marketable debt securities | 23,223 | 23,516 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 226,914 | 244,422 |
Marketable equity securities | 116,669 | 144,555 |
Marketable debt securities | 23,223 | 23,516 |
Long-term debt, including current portion | 2,372,742 | 2,174,144 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 226,914 | 244,422 |
Marketable equity securities | 116,669 | 144,555 |
Marketable debt securities | 23,223 | 23,516 |
Long-term debt, including current portion | $ 2,313,513 | $ 2,215,458 |
Derivatives and Hedging - Addit
Derivatives and Hedging - Additional Information (Detail) | Oct. 31, 2017USD ($)CrossCurrencySwap | Nov. 30, 2018USD ($)ForwardContract | May 31, 2018USD ($) | Oct. 31, 2017EUR (€)CrossCurrencySwap |
Derivatives Not Designated as Hedges | ||||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||||
Number of foreign currency forward contracts held | ForwardContract | 1 | |||
Forward Contracts Held to Sell International Currencies | ||||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||||
Notional amount | $ 0 | $ 8,700,000 | ||
Forward Contracts Held to Purchase Foreign Currencies | Derivatives Not Designated as Hedges | ||||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||||
Notional amount | $ 15,000,000 | $ 147,400,000 | ||
Net Investment Hedge | ||||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||||
Number of cross currency swaps executed | CrossCurrencySwap | 2 | 2 | ||
Notional amount | $ 100,000,000 | € 85,250,000 | ||
Derivative instruments maturity date | 2022-11 |
Derivatives and Hedging - Sched
Derivatives and Hedging - Schedule of Fair Values of Qualifying and Non-Qualifying Instruments Used in Hedging Transactions (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Derivatives Designated as Hedging Instruments | Foreign Currency Exchange (Cash Flow) | Other Current Assets | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives assets | $ 133 | |
Derivatives Designated as Hedging Instruments | Cross Currency Swap (Net Investment) | Other Current Assets | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives assets | $ 3,001 | 2,580 |
Derivatives Designated as Hedging Instruments | Cross Currency Swap (Net Investment) | Other Assets (Long-Term) | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives assets | 4,560 | 1,986 |
Derivatives Designated as Hedging Instruments | Cross Currency Swap (Net Investment) | Other Long-Term Liabilities | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives liabilities | 4,475 | 5,293 |
Derivatives Designated as Hedging Instruments | Interest Rate Swap (Fair Value) | Other Accrued Liabilities | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives liabilities | 811 | 441 |
Derivatives Designated as Hedging Instruments | Interest Rate Swap (Fair Value) | Other Long-Term Liabilities | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives liabilities | 2,616 | 2,634 |
Derivatives Not Designated as Hedging Instruments | Foreign Currency Exchange (Cash Flow) | Other Current Assets | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives assets | $ 12 | 7 |
Derivatives Not Designated as Hedging Instruments | Foreign Currency Exchange (Cash Flow) | Other Accrued Liabilities | ||
Derivative Instruments And Hedging Activities Disclosures [Line Items] | ||
Fair value of derivatives liabilities | $ 2,985 |
Investment Expense (Income), _3
Investment Expense (Income), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Other Income And Expenses [Abstract] | ||||
Interest (income) | $ (828) | $ (1,297) | $ (1,732) | $ (2,191) |
Net loss (gain) on marketable securities | 8,520 | (2,037) | 8,134 | (4,897) |
Dividend (income) | (659) | (405) | (1,802) | (1,104) |
Investment expense (income), net | $ 7,033 | $ (3,739) | $ 4,600 | $ (8,192) |
Investment Expense (Income), _4
Investment Expense (Income), Net - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Schedule Of Trading Securities And Other Trading Assets [Line Items] | ||||
Gross realized losses on sales of marketable securities | $ 1 | $ 1.2 | $ 1.2 | |
Unrealized losses on trading securities | 1 | 1.1 | ||
Gross gains realized on sales of marketable securities | $ 2 | 0.2 | $ 6.1 | |
Unrealized gains on trading securities | 0.5 | |||
ASU 2016-01 | ||||
Schedule Of Trading Securities And Other Trading Assets [Line Items] | ||||
Unrealized losses on marketable equity securities | $ 6.5 | $ 6.5 |
Other Expense (Income), Net (De
Other Expense (Income), Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | ||
Other Income And Expenses [Abstract] | |||||
Royalty expense (income), net | $ 63 | $ (178) | $ 66 | $ 90 | |
(Income) related to unconsolidated equity affiliates | (48) | (244) | (166) | (517) | |
Pension non-service costs | 346 | 774 | |||
Loss on extinguishment of debt | [1] | 3,051 | 3,051 | ||
Other expense (income), net | $ 3,412 | $ (422) | $ 3,725 | $ (427) | |
[1] | In connection with the redemption of all of our outstanding 2.25% convertible senior notes in November 2018, we recognized a loss of $3.1 million, due to the fair value measurement of the instrument on the date of conversion. |
Other Expense (Income), Net (Pa
Other Expense (Income), Net (Parenthetical) (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2018 | Nov. 30, 2018 | Nov. 27, 2018 | ||
Other Income And Expenses [Line Items] | |||||
Loss on extinguishment of debt | [1] | $ 3,051 | $ 3,051 | ||
2.25% Convertible Senior Notes | |||||
Other Income And Expenses [Line Items] | |||||
Debt, interest rate | 2.25% | 2.25% | 2.25% | 2.25% | |
Debt instrument redemption period | 2018-11 | ||||
Loss on extinguishment of debt | $ 3,100 | ||||
[1] | In connection with the redemption of all of our outstanding 2.25% convertible senior notes in November 2018, we recognized a loss of $3.1 million, due to the fair value measurement of the instrument on the date of conversion. |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Jan. 01, 2018 | Dec. 22, 2017 | Dec. 21, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | May 31, 2018 |
Income Tax Disclosure [Abstract] | ||||||||
Corporate income tax rate | 21.00% | 35.00% | 35.00% | 21.00% | 35.00% | |||
Corporate tax rate reduction effective date | Jan. 1, 2018 | |||||||
Percentage of blended rate | 29.20% | |||||||
Provisional income tax expense (benefit) | $ 7,300,000 | |||||||
Provisional income tax expense (benefit) related to provisional re-measurement of deferred tax assets and liabilities | $ 0 | (15,700,000) | ||||||
Provisional income tax benefit for the partial reversal of existing deferred tax liabilities | 44,900,000 | |||||||
Provisional charge for the transition tax on previously deferred foreign earnings | 67,900,000 | |||||||
Effective income tax expense rate | 26.20% | 12.20% | 24.70% | 19.60% | ||||
Discrete benefits for excess tax benefits related to equity compensation | $ 2,000,000 | $ 3,500,000 | ||||||
Discrete tax adjustments for excess tax benefits related to foreign legal entity restructuring and planning | $ (18,000,000) | (18,000,000) | ||||||
Discrete tax expense (benefit) | $ (9,000,000) | |||||||
Deferred income tax liability | $ 19,100,000 | $ 19,100,000 | 19,900,000 | |||||
Unremitted foreign earnings | 419,500,000 | 419,500,000 | $ 549,800,000 | |||||
Provision for deferred income taxes | $ 0 | $ 0 |
Major Classes of Inventories, N
Major Classes of Inventories, Net of Reserves (Detail) - USD ($) $ in Thousands | Nov. 30, 2018 | May 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw material and supplies | $ 304,108 | $ 288,201 |
Finished goods | 575,525 | 546,260 |
Total Inventory, Net of Reserves | $ 879,633 | $ 834,461 |
Stock Repurchase Program - Addi
Stock Repurchase Program - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | May 31, 2021 | |
Stock Repurchase Programs [Line Items] | |||||
Authorization of stock repurchase program | Jan. 8, 2008 | ||||
Shares repurchased | 1,144,952 | 0 | 1,248,398 | 0 | |
Shares repurchased, value | $ 74,998 | $ 81,992 | |||
Repurchase of common stock price per shares | $ 65.50 | $ 65.68 | |||
Scenario Forecast | |||||
Stock Repurchase Programs [Line Items] | |||||
Capital to be returned to stockholders through dividends and share repurchases | $ 1,500,000 |
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 | 6 Months Ended | |||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | ||
Numerator for earnings per share: | |||||
Net income attributable to RPM International Inc. stockholders | $ 49,224 | $ 95,463 | $ 118,988 | $ 211,879 | |
Less: Allocation of earnings and dividends to participating securities | (460) | (1,313) | (936) | (2,828) | |
Net income available to common shareholders - basic | 48,764 | 94,150 | 118,052 | 209,051 | |
Add: Undistributed earnings reallocated to unvested shareholders | 3 | 7 | |||
Add: Allocation of earnings and dividends to participating securities | 936 | ||||
Add: Income effect of contingently issuable shares | 1,379 | 2,756 | |||
Net income available to common shareholders - diluted | $ 48,764 | $ 95,532 | $ 118,988 | $ 211,814 | |
Denominator for basic and diluted earnings per share: | |||||
Basic weighted average common shares | 131,058 | 131,163 | 131,467 | 131,204 | |
Average diluted options and awards | 609 | 514 | 1,811 | 544 | |
Additional shares issuable assuming conversion of convertible securities | [1] | 3,915 | 3,915 | ||
Total shares for diluted earnings per share | [2] | 131,667 | 135,592 | 133,278 | 135,663 |
Earnings Per Share of Common Stock Attributable to RPM International Inc. Stockholders: | |||||
Basic Earnings Per Share of Common Stock | $ 0.37 | $ 0.72 | $ 0.90 | $ 1.59 | |
Diluted Earnings Per Share of Common Stock | $ 0.37 | $ 0.70 | $ 0.89 | $ 1.56 | |
[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. On November 27, 2018, we redeemed all of our 2.25% convertible senior notes due 2020 | ||||
[2] | There were no shares of restricted stock identified as being anti-dilutive for the three or six months ended November 30, 2018. Restricted shares totaling 123,262 and 99,612 for the three and six months ended November 30, 2017, respectively, 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. In addition, stock appreciation rights (SARs) totaling 480,000 and 890,000 for the three and six months ended November 30, 2018 and 600,000 for the three and six months ended November 30, 2017, were excluded from the calculation of diluted earnings per share as their effect would have been anti-dilutive. |
Reconciliation of Numerator a_2
Reconciliation of Numerator and Denominator of Basic and Diluted Earnings Per Share (Parenthetical) (Detail) - shares | Nov. 27, 2018 | Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 |
Restricted shares | |||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||
Shares excluded from the calculation of diluted earnings per share | 0 | 123,262,000 | 0 | 99,612,000 | |
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 | 480,000,000 | 600,000,000 | 890,000,000 | 600,000,000 | |
2.25% Convertible Senior Notes | |||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||
Debt instrument redemption date | Nov. 27, 2018 | ||||
Debt, interest rate | 2.25% | 2.25% | 2.25% | ||
Debt instrument maturity year | 2,020 | ||||
Debt conversion, common stock shares issued | 598,601 |
Retirement-Related Benefit Plan
Retirement-Related Benefit Plans' Impact on Income Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Pension Benefits | Domestic | ||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service cost | $ 9,382 | $ 9,465 | $ 18,764 | $ 18,930 |
Interest cost | 5,497 | 4,379 | 10,994 | 8,758 |
Expected return on plan assets | (8,467) | (8,086) | (16,934) | (16,172) |
Prior service cost (credit) | 29 | 29 | 58 | 58 |
Net actuarial (gains) losses recognized | 3,272 | 3,618 | 6,544 | 7,236 |
Net Periodic Benefit (Credit) Cost | 9,713 | 9,405 | 19,426 | 18,810 |
Pension Benefits | Non-U.S. Plans | ||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service cost | 1,219 | 1,175 | 2,438 | 2,350 |
Interest cost | 1,399 | 1,145 | 2,798 | 2,290 |
Expected return on plan assets | (2,051) | (1,978) | (4,102) | (3,956) |
Prior service cost (credit) | (8) | (6) | (16) | (12) |
Net actuarial (gains) losses recognized | 319 | 419 | 638 | 838 |
Net Periodic Benefit (Credit) Cost | 878 | 755 | 1,756 | 1,510 |
Postretirement Benefits | Domestic | ||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Interest cost | 48 | 43 | 96 | 86 |
Prior service cost (credit) | (55) | (55) | (110) | (110) |
Net actuarial (gains) losses recognized | (6) | 6 | (12) | 12 |
Net Periodic Benefit (Credit) Cost | (13) | (6) | (26) | (12) |
Postretirement Benefits | Non-U.S. Plans | ||||
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service cost | 392 | 311 | 784 | 622 |
Interest cost | 291 | 224 | 582 | 448 |
Net actuarial (gains) losses recognized | 115 | 79 | 230 | 158 |
Net Periodic Benefit (Credit) Cost | $ 798 | $ 614 | $ 1,596 | $ 1,228 |
Pension Plans - Additional Info
Pension Plans - Additional Information (Detail) - Pension Benefits $ in Millions | Nov. 30, 2018USD ($) |
Domestic | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Contribution to retirement plans the current fiscal year | $ 1.3 |
Non-U.S. Plans | |
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Contribution to retirement plans the current fiscal year | $ 8.1 |
Changes in Accrued Warranty Bal
Changes in Accrued Warranty Balances (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | ||
Commitments And Contingencies Disclosure [Abstract] | |||||
Beginning Balance | $ 10,585 | $ 15,771 | $ 11,721 | $ 19,149 | |
Deductions | [1] | (6,660) | (6,030) | (13,274) | (14,671) |
Provision charged to expense | 5,938 | 4,716 | 11,416 | 9,979 | |
Ending Balance | $ 9,863 | $ 14,457 | $ 9,863 | $ 14,457 | |
[1] | Primarily claims paid during the year. |
Contingencies and Other Accru_3
Contingencies and Other Accrued Losses - Additional Information (Detail) $ in Millions | 3 Months Ended |
Nov. 30, 2018USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | |
Litigation settlement amount | $ 6.5 |
Components of Total Equity and
Components of Total Equity and Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Stockholders Equity Note [Line Items] | ||||
Total equity, beginning of period | $ 1,613,379 | $ 1,562,203 | $ 1,633,538 | $ 1,438,700 |
Net income | 49,173 | 95,858 | 119,359 | 212,761 |
Other Comprehensive Income: | ||||
Foreign currency translation adjustments | (12,245) | (8,158) | (52,935) | 36,320 |
Pension and other postretirement benefit liability adjustments, net of tax | 3,428 | 3,066 | 6,483 | 3,695 |
Unrealized gain (loss) on securities and other, net of tax | (1,515) | 2,549 | 962 | 2,471 |
Unrealized gain (loss) on derivatives, net of tax | 2,349 | (2,746) | 3,271 | (3,140) |
Total other comprehensive (loss) income | (7,983) | (5,289) | (42,219) | 39,346 |
Total Comprehensive Income | 41,190 | 90,569 | 77,140 | 252,107 |
Dividends paid | (46,482) | (42,789) | (89,196) | (82,878) |
Other | 1,364 | (1,467) | ||
Other noncontrolling interest activity | (647) | (712) | ||
Shares repurchased and returned for taxes | (2,879) | (6,779) | (16,466) | (12,125) |
Share repurchases under repurchase program | (74,998) | (81,992) | ||
Stock based compensation expense | 6,964 | 14,429 | ||
Convertible bond redemption | (2,808) | (2,808) | ||
Total Equity, end of period | 1,536,046 | 1,609,521 | 1,536,046 | 1,609,521 |
SG&A | ||||
Other Comprehensive Income: | ||||
Stock based compensation expense | 6,227 | 12,896 | ||
Restructuring Expense | ||||
Other Comprehensive Income: | ||||
Stock based compensation expense | 1,053 | 4,401 | ||
Total RPM International Inc. Equity | ||||
Stockholders Equity Note [Line Items] | ||||
Total equity, beginning of period | 1,610,447 | 1,559,111 | 1,630,773 | 1,436,061 |
Net income | 49,224 | 95,463 | 118,988 | 211,879 |
Other Comprehensive Income: | ||||
Foreign currency translation adjustments | (12,336) | (8,086) | (52,768) | 36,361 |
Pension and other postretirement benefit liability adjustments, net of tax | 3,428 | 3,066 | 6,483 | 3,695 |
Unrealized gain (loss) on securities and other, net of tax | (1,515) | 2,549 | 962 | 2,471 |
Unrealized gain (loss) on derivatives, net of tax | 2,349 | (2,746) | 3,271 | (3,140) |
Total other comprehensive (loss) income | (8,074) | (5,217) | (42,052) | 39,387 |
Total Comprehensive Income | 41,150 | 90,246 | 76,936 | 251,266 |
Dividends paid | (46,482) | (42,789) | (89,196) | (82,878) |
Other | 797 | (2,037) | ||
Shares repurchased and returned for taxes | (2,879) | (6,779) | (16,466) | (12,125) |
Share repurchases under repurchase program | (74,998) | (81,992) | ||
Stock based compensation expense | 6,964 | 14,429 | ||
Convertible bond redemption | (2,808) | (2,808) | ||
Total Equity, end of period | 1,532,507 | 1,606,753 | 1,532,507 | 1,606,753 |
Total RPM International Inc. Equity | SG&A | ||||
Other Comprehensive Income: | ||||
Stock based compensation expense | 6,227 | 12,896 | ||
Total RPM International Inc. Equity | Restructuring Expense | ||||
Other Comprehensive Income: | ||||
Stock based compensation expense | 1,053 | 4,401 | ||
Noncontrolling Interest | ||||
Stockholders Equity Note [Line Items] | ||||
Total equity, beginning of period | 2,932 | 3,092 | 2,765 | 2,639 |
Net income | (51) | 395 | 371 | 882 |
Other Comprehensive Income: | ||||
Foreign currency translation adjustments | 91 | (72) | (167) | (41) |
Total other comprehensive (loss) income | 91 | (72) | (167) | (41) |
Total Comprehensive Income | 40 | 323 | 204 | 841 |
Other | 567 | 570 | ||
Other noncontrolling interest activity | (647) | (712) | ||
Total Equity, end of period | $ 3,539 | $ 2,768 | $ 3,539 | $ 2,768 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018USD ($) | Aug. 31, 2018Segment | Nov. 30, 2018USD ($)Segment | May 31, 2018USD ($) | |
Revenue From Contract With Customer [Abstract] | ||||
Number of reportable segments | Segment | 3 | 3 | ||
Revenue performance obligation description of payment terms | Payment terms and conditions vary by contract type, although our customers’ payment terms generally include a requirement to pay within 30 to 60 days of fulfilling our performance obligations | |||
Revenue, Practical Expedient, Financing Component [true false] | false | |||
Net contract assets (liabilities) | $ (4,377) | $ (2,376) | ||
Long-term deferred revenue | $ 65,300 | $ 65,300 | $ 64,100 |
Summary of Accounts Receivable
Summary of Accounts Receivable Net of Allowances and Net Contract Assets (Liabilities) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2018 | Aug. 31, 2018 | May 31, 2018 | |
Disaggregation Of Revenue [Line Items] | ||||
Accounts receivable, less allowance | $ 1,013,030 | $ 1,013,030 | $ 1,070,626 | $ 1,113,818 |
Contract assets | 15,955 | 15,955 | 23,580 | 18,212 |
Contract liabilities - short-term | (23,454) | (23,454) | (26,702) | (23,335) |
Net Contract Liabilities | (7,499) | (7,499) | $ (3,122) | $ (5,123) |
Change in Contract with Customer, Asset and Liability [Abstract] | ||||
Change in accounts receivable, less allowance | (57,596) | (100,788) | ||
Change in contract assets | (7,625) | (2,257) | ||
Change in Net Contract Liabilities | $ (4,377) | $ (2,376) | ||
Percentage of change in accounts receivable, less allowance | (5.40%) | (9.00%) | ||
Percentage of change in contract assets | (32.30%) | (12.40%) | ||
Percentage of change in Net Contract Liabilities | 140.20% | 46.40% | ||
Short-term | ||||
Change in Contract with Customer, Asset and Liability [Abstract] | ||||
Change in contract liabilities | $ 3,248 | $ (119) | ||
Percentage of change in contract liabilities | (12.20%) | 0.50% |
Segment Information - Additiona
Segment Information - Additional Information (Detail) - Segment | 3 Months Ended | 6 Months Ended |
Aug. 31, 2018 | Nov. 30, 2018 | |
Segment Reporting [Abstract] | ||
Number of reportable segments | 3 | 3 |
Number of operating segments | 6 |
Results of Reportable Segments
Results of Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 | |
Segment Reporting Information [Line Items] | ||||
Net Sales | $ 1,362,531 | $ 1,315,416 | $ 2,822,520 | $ 2,660,810 |
Income (Loss) Before Income Taxes | 66,593 | 109,181 | 158,531 | 264,465 |
Domestic | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 871,386 | 833,711 | 1,852,059 | 1,708,073 |
Foreign | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 491,145 | 481,705 | 970,461 | 952,737 |
Foreign | Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 102,242 | 92,931 | 199,019 | 189,398 |
Foreign | Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 269,842 | 263,904 | 536,418 | 528,481 |
Foreign | Latin America | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 52,503 | 57,260 | 106,557 | 108,942 |
Foreign | Asia Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 46,719 | 48,149 | 89,615 | 88,186 |
Foreign | Other Foreign | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 19,839 | 19,461 | 38,852 | 37,730 |
Operating Segments | Industrial Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 717,968 | 702,905 | 1,499,941 | 1,432,673 |
Income (Loss) Before Income Taxes | 54,393 | 67,696 | 123,450 | 156,598 |
Operating Segments | Industrial Segment | Domestic | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 375,953 | 361,932 | 818,574 | 761,220 |
Operating Segments | Industrial Segment | Foreign | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 342,015 | 340,973 | 681,367 | 671,453 |
Operating Segments | Industrial Segment | Foreign | Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 61,754 | 63,217 | 122,763 | 126,051 |
Operating Segments | Industrial Segment | Foreign | Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 189,095 | 183,093 | 372,209 | 362,176 |
Operating Segments | Industrial Segment | Foreign | Latin America | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 44,858 | 49,028 | 92,485 | 94,552 |
Operating Segments | Industrial Segment | Foreign | Asia Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 28,708 | 28,398 | 59,211 | 55,065 |
Operating Segments | Industrial Segment | Foreign | Other Foreign | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 17,600 | 17,237 | 34,699 | 33,609 |
Operating Segments | Consumer Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 432,576 | 415,431 | 917,772 | 842,575 |
Income (Loss) Before Income Taxes | 41,239 | 45,085 | 92,535 | 117,453 |
Operating Segments | Consumer Segment | Domestic | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 336,081 | 315,642 | 717,748 | 640,292 |
Operating Segments | Consumer Segment | Foreign | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 96,495 | 99,789 | 200,024 | 202,283 |
Operating Segments | Consumer Segment | Foreign | Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 23,403 | 23,660 | 52,409 | 50,237 |
Operating Segments | Consumer Segment | Foreign | Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 55,653 | 57,226 | 115,229 | 117,681 |
Operating Segments | Consumer Segment | Foreign | Latin America | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 7,281 | 7,943 | 13,402 | 13,636 |
Operating Segments | Consumer Segment | Foreign | Asia Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 7,919 | 8,736 | 14,831 | 16,608 |
Operating Segments | Consumer Segment | Foreign | Other Foreign | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 2,239 | 2,224 | 4,153 | 4,121 |
Operating Segments | Specialty Segment | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 211,987 | 197,080 | 404,807 | 385,562 |
Income (Loss) Before Income Taxes | 29,979 | 34,439 | 57,780 | 67,606 |
Operating Segments | Specialty Segment | Domestic | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 159,352 | 156,137 | 315,737 | 306,561 |
Operating Segments | Specialty Segment | Foreign | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 52,635 | 40,943 | 89,070 | 79,001 |
Operating Segments | Specialty Segment | Foreign | Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 17,085 | 6,054 | 23,847 | 13,110 |
Operating Segments | Specialty Segment | Foreign | Europe | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 25,094 | 23,585 | 48,980 | 48,624 |
Operating Segments | Specialty Segment | Foreign | Latin America | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 364 | 289 | 670 | 754 |
Operating Segments | Specialty Segment | Foreign | Asia Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Net Sales | 10,092 | 11,015 | 15,573 | 16,513 |
Corporate/Other | ||||
Segment Reporting Information [Line Items] | ||||
Income (Loss) Before Income Taxes | $ (59,018) | $ (38,039) | $ (115,234) | $ (77,192) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 13, 2018 | Jan. 08, 2019 | Nov. 30, 2018 | Nov. 30, 2017 | Nov. 30, 2018 | Nov. 30, 2017 |
Subsequent Event [Line Items] | ||||||
Net sales | $ 1,362,531 | $ 1,315,416 | $ 2,822,520 | $ 2,660,810 | ||
Shares repurchased | 1,144,952 | 0 | 1,248,398 | 0 | ||
Shares repurchased, value | $ 74,998 | $ 81,992 | ||||
Repurchase of common stock price per shares | $ 65.50 | $ 65.68 | ||||
Operating Segments | Consumer Segment | ||||||
Subsequent Event [Line Items] | ||||||
Net sales | $ 432,576 | $ 415,431 | $ 917,772 | $ 842,575 | ||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Shares repurchased | 1,470,647 | |||||
Shares repurchased, value | $ 86,000 | |||||
Repurchase of common stock price per shares | $ 58.46 | |||||
Subsequent Event | Operating Segments | Consumer Segment | Ontario, Canada | ||||||
Subsequent Event [Line Items] | ||||||
Net sales | $ 20,000 |