Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | BEACON ROOFING SUPPLY INC | |
Entity Central Index Key | 1,124,941 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Trading Symbol | BECN | |
Entity Common Stock, Shares Outstanding | 49,713,966 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 |
Current assets: | |||
Cash and cash equivalents | $ 17,594 | $ 54,472 | $ 26,405 |
Accounts receivable, less allowance of $8,352, $8,510 and $8,458 at June 30, 2015, September 30, 2014 and June 30, 2014, respectively | 389,499 | 360,802 | 352,554 |
Inventories, net | 386,812 | 301,626 | 399,619 |
Prepaid expenses and other current assets | 99,505 | 66,828 | 72,048 |
Deferred income taxes | 0 | 14,610 | 14,376 |
Total current assets | 893,410 | 798,338 | 865,002 |
Property and equipment, net | 88,868 | 88,565 | 81,433 |
Goodwill | 498,499 | 466,206 | 467,916 |
Intangible assets, net | 91,419 | 72,266 | 77,747 |
Other assets, net | 3,143 | 8,521 | 7,094 |
TOTAL ASSETS | 1,575,339 | 1,433,896 | 1,499,192 |
Current liabilities: | |||
Accounts payable | 257,656 | 220,834 | 227,630 |
Accrued expenses | 105,756 | 80,285 | 102,539 |
Borrowings under revolver lines of credit | 74,110 | 18,514 | 88,331 |
Current portion of long-term obligations | 16,474 | 16,602 | 15,466 |
Total current liabilities | 453,996 | 336,235 | 433,966 |
Senior term loan, net of current portion | 177,188 | 185,625 | 188,438 |
Deferred income taxes | 68,099 | 64,100 | 60,024 |
Long-term obligations under equipment financing and other, net of current portion | 23,602 | 30,835 | 23,152 |
Total liabilities | $ 722,885 | $ 616,795 | $ 705,580 |
Commitments and contingencies | |||
Stockholders' equity: | |||
Common stock (voting); $.01 par value; 100,000,000 shares authorized; 49,697,834 issued and outstanding at June 30, 2015; 49,392,774 issued and outstanding at September 30, 2014; and 49,334,088 issued and outstanding at June 30, 2014 | $ 496 | $ 493 | $ 493 |
Undesignated preferred stock; 5,000,000 shares authorized, none issued or outstanding | 0 | 0 | 0 |
Additional paid-in capital | 340,468 | 328,059 | 325,086 |
Retained earnings | 526,598 | 495,128 | 470,921 |
Accumulated other comprehensive loss | (15,108) | (6,579) | (2,888) |
Total stockholders’ equity | 852,454 | 817,101 | 793,612 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 1,575,339 | $ 1,433,896 | $ 1,499,192 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 |
Accounts receivable, allowances | $ 8,352 | $ 8,510 | $ 8,458 |
Common stock (voting), par value | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock (voting), shares authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock (voting), issued | 49,697,834 | 49,392,774 | 49,334,088 |
Common Stock (voting), outstanding | 49,697,834 | 49,392,774 | 49,334,088 |
Undesignated Preferred Stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 |
Undesignated Preferred Stock, issued | 0 | 0 | 0 |
Undesignated Preferred Stock, outstanding | 0 | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net sales | $ 718,214 | $ 663,397 | $ 1,727,440 | $ 1,600,411 |
Cost of products sold | 548,778 | 512,584 | 1,323,666 | 1,235,901 |
Gross profit | 169,436 | 150,813 | 403,774 | 364,510 |
Operating expenses | 121,445 | 105,004 | 345,852 | 308,826 |
Income from operations | 47,991 | 45,809 | 57,922 | 55,684 |
Interest expense, financing costs and other | 2,494 | 2,510 | 7,988 | 7,707 |
Income before provision for income taxes | 45,497 | 43,299 | 49,934 | 47,977 |
Provision for income taxes | 17,148 | 16,500 | 18,464 | 18,338 |
Net income | $ 28,349 | $ 26,799 | $ 31,470 | $ 29,639 |
Net income per share: | ||||
Basic | $ 0.57 | $ 0.54 | $ 0.64 | $ 0.60 |
Diluted | $ 0.56 | $ 0.54 | $ 0.63 | $ 0.59 |
Weighted average shares used in computing net income per share: | ||||
Basic | 49,638,251 | 49,315,892 | 49,526,436 | 49,185,893 |
Diluted | 50,199,126 | 50,027,240 | 50,089,987 | 49,946,381 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net income | $ 28,349 | $ 26,799 | $ 31,470 | $ 29,639 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 944 | 3,096 | (8,413) | (2,832) |
Unrealized gain (loss) due to change in fair value of derivatives, net of tax | 182 | (222) | (116) | 320 |
Total other comprehensive income (loss), net of tax | 1,126 | 2,874 | (8,529) | (2,512) |
Comprehensive income | $ 29,475 | $ 29,673 | $ 22,941 | $ 27,127 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating activities | ||
Net income | $ 31,470 | $ 29,639 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 25,920 | 22,609 |
Stock-based compensation | 7,305 | 5,239 |
Certain interest expense and other financing costs | 814 | 816 |
Gain on sale of fixed assets | (609) | (660) |
Deferred income taxes | (589) | 793 |
Adjustment of liability for contingent consideration and other | 286 | 177 |
Changes in assets and liabilities, net of the effects of businesses acquired: | ||
Accounts receivable | (20,581) | (23,789) |
Inventories | (73,717) | (148,384) |
Prepaid expenses and other assets | (7,168) | (12,697) |
Accounts payable and accrued expenses | 48,091 | 79,475 |
Net cash provided by (used in) operating activities | 11,222 | (46,782) |
Investing activities | ||
Purchases of property and equipment | (13,787) | (26,090) |
Acquisition of businesses | (85,301) | 0 |
Proceeds from sales of assets | 804 | 760 |
Net cash used in investing activities | (98,284) | (25,330) |
Financing activities | ||
Borrowings under revolving lines of credit, net of repayments | 56,778 | 40,647 |
Borrowings/(Repayments) under equipment financing facilities and other | (4,114) | 11,450 |
Repayments under senior term loan | (8,438) | (8,437) |
Proceeds from exercise of options | 5,107 | 6,890 |
Excess tax benefit from stock-based compensation | 1,245 | 949 |
Net cash provided by financing activities | 50,578 | 51,499 |
Effect of exchange rate changes on cash | (394) | (9) |
Net decrease in cash and cash equivalents | (36,878) | (20,622) |
Cash and cash equivalents, beginning of year | 54,472 | 47,027 |
Cash and cash equivalents, end of period | 17,594 | 26,405 |
Cash paid during the year for: | ||
Interest | 6,847 | 6,849 |
Income taxes, net of refunds | $ 21,295 | $ 21,715 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation Beacon Roofing Supply, Inc. (the “Company”) prepared the condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and the requirements of the Securities and Exchange Commission (SEC). As permitted under those rules, certain footnotes or other financial information have been condensed or omitted. The balance sheet as of June 30, 2014 has been presented for a better understanding of the impact of seasonal fluctuations on the Company's financial condition. In management's opinion, the financial statements include all normal and recurring adjustments that are considered necessary for the fair presentation of the Company's financial position and operating results. The results for the three-month period (third quarter) ended June 30, 2015 are not necessarily indicative of the results to be expected for the twelve months ending September 30, 2015 (fiscal year 2015 or “2015”). The Company’s inventories are primarily comprised of finished goods valued at the lower of cost or market (net realizable value). Cost is determined using the moving weighted-average cost method. The nine-month periods ended June 30, 2015 and June 30, 2014 each had 189 business days, while the three-month periods ended June 30, 2015 and June 30, 2014 each had 64 business days. These interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and Notes thereto contained in the Company’s fiscal year 2014 (“2014”) Annual Report on Form 10-K for the year ended September 30, 2014, collectively referred to as the “2014 Annual Report”. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income per Share | 2. Net Income per Share Basic net income per common share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number of common shares and dilutive common share equivalents then outstanding using the treasury stock method. Common equivalent shares consist of the incremental common shares issuable upon the exercise of stock options and vesting of restricted stock awards. Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Weighted average common shares outstanding 49,638,251 49,315,892 49,526,436 49,185,893 Effect of dilutive securities: Stock option awards 475,064 597,218 473,177 636,700 Restricted stock awards 85,811 114,130 90,374 123,788 Shares for diluted earnings per share 50,199,126 50,027,240 50,089,987 49,946,381 Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Stock options awards 1,328,452 926,693 1,335,952 925,729 Restricted stock awards 197,700 2,206 176,700 |
Comprehensive Income and Capita
Comprehensive Income and Capital Structure | 9 Months Ended |
Jun. 30, 2015 | |
Comprehensive Income And Capital Structure [Abstract] | |
Comprehensive Income And Capital Structure | 3. Comprehensive Income and Capital Structure Accumulated Other Total Common Additional Paid- Retained Comprehensive Stockholders’ Stock In Capital Earnings Income (Loss) Equity Balance at September 30, 2014 $ 493 $ 328,059 $ 495,128 $ (6,579) $ 817,101 Issuance of common stock 3 5,104 5,107 Stock-based compensation 7,305 7,305 Net income 31,470 31,470 Other comprehensive loss (8,529) (8,529) Balance at June 30, 2015 $ 496 $ 340,468 $ 526,598 $ (15,108) $ 852,454 Accumulated other comprehensive income (loss) consists of adjustments related to the translation of foreign currencies and fair value adjustments associated with cash flow hedges. Accumulated Foreign Derivative Other Currency Financial Comprehensive Translation Instruments Income (Loss) Balance at September 30, 2014 $ (5,290) $ (1,289) $ (6,579) Other comprehensive income (loss) recognized in accumulated other comprehensive income (loss) (8,413) (116) (8,529) Balance at June 30, 2015 $ (13,703) $ (1,405) $ (15,108) There were no reclassifications out of accumulated other comprehensive income (loss) during the nine months ended June 30, 2015. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
Stock-based compensation | 4. Stock-Based Compensation On February 12, 2014, the shareholders of the Company approved the Beacon Roofing Supply, Inc. 2014 Stock Plan (the “2014 Plan”). The 2014 Plan provides for discretionary awards of stock options, stock, stock units and stock appreciation rights (“SARs”) for up to 5,100,000 3,425,716 In addition to the 2014 Plan, the Company also maintains the amended and restated Beacon Roofing Supply, Inc. 2004 Stock Plan (the “2004 Plan”). Upon shareholder approval of the 2014 Plan, the Company ceased issuing equity awards from the pre-existing 2004 Plan and all future equity awards will be issued from the 2014 Plan. The Company recognizes the cost of employee services rendered in exchange for awards of equity instruments based on the fair value of those awards at the date of the grant. Compensation expense for time-based equity awards is recognized, on a straight-line basis, net of forfeitures, over the requisite service period for the fair value of the awards that actually vest. Compensation expense for performance-based equity awards is recognized, net of forfeitures, by projecting the number of restricted units that are expected to vest based on the achievement of the underlying related performance measures. For all equity awards granted prior to October 1, 2014, in the event of a change in control of the Company, all awards are immediately vested. Beginning in fiscal 2015, equity awards contain a “double trigger” change in control mechanism. Unless an award is continued or assumed by a public company in an equitable manner, an award shall become fully vested immediately prior to a change in control (at 100 Stock options Non-qualified options generally expire 10 4.8 5.2 7.3 1.67 2015 Risk-free interest rate 1.83 % Expected volatility 31.69 % Expected life (in years) 5.58 Expected dividend yield 0.00 % Expected lives of the options granted are based primarily on historical activity, while expected volatilities are based on historical volatilities of the Company’s stock. Estimated forfeiture rates vary by grant and range up to 8.86 Weighted- Weighted- Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Shares Price Life Value (in years) (in millions) Outstanding at September 30, 2014 2,364,211 $ 22.98 Granted 482,479 $ 28.58 Exercised (257,838) $ 17.71 Canceled (73,587) $ 29.33 Outstanding at June 30, 2015 2,515,265 $ 24.43 6.5 $ 23.4 Vested or Expected to Vest at June 30, 2015 2,402,902 $ 24.16 6.4 $ 23.0 Exercisable at June 30, 2015 1,619,301 $ 20.72 5.2 $ 20.7 Restricted stock awards During the nine months ended June 30, 2015 and 2014, the Company recorded stock-based compensation expense related to restricted stock awards of $ 2.5 8.9 2 The total fair values of the restricted stock awards were determined based upon the number of shares or units and the closing prices of the Company’s common stock on the dates of the grants. The restricted stock awards granted to management are subject to continued employment, except under certain conditions, and will vest if the Company attains a targeted rate of return on invested capital at the end of a three-year period. The actual number of shares or units that will vest can range from 0 125 Weighted- Weighted- Average Average Remaining Aggregate Number of Grant Contractual Intrinsic Shares Price Life Value (in years) (in millions) Outstanding at September 30, 2014 482,076 $ 31.28 Granted 230,842 $ 27.97 Lapse of restrictions/conversions (67,953) $ 19.88 Canceled (79,859) $ 26.74 Outstanding at June 30, 2015 565,106 $ 32.52 2.6 $ 17.0 Vested or Expected to Vest at June 30, 2015 339,735 $ 32.12 3.4 $ 11.3 |
Acquisitions
Acquisitions | 9 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 5. Acquisitions In the nine months ended June 30, 2015, the Company acquired eight branches from the following three acquisitions: · On October 1, 2014, the Company purchased certain assets of Applicators Sales & Service (“Applicators”), a distributor of residential roofing, siding, windows and related accessories with four locations in Maine and one location in New Hampshire and annual sales of approximately $ 48 · On October 15, 2014, the Company purchased certain assets of Wholesale Roofing Supply (“WRS”), a distributor of residential roofing products with a nine-acre facility located in Grand Prairie, Texas and annual sales of approximately $ 34 · On June 1, 2015, the Company purchased certain assets of ProCoat Systems, Inc. ("ProCoat"), a distributor of residential and commercial exterior building materials including stucco, stone, waterproofing and concrete restoration with branches located in Denver and Ft. Collins, Colorado with annual sales of approximately $ 23 The Company preliminarily recorded the acquired assets and liabilities at their estimated fair values at the acquisition date, with resulting goodwill of $ 34.2 31.8 |
Financing Arrangements
Financing Arrangements | 9 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | 6. Financing Arrangements June 30, September 30, June 30, 2015 2014 2014 Senior Secured Credit Facility Revolving Lines of Credit: Canadian revolver-expires March 31, 2017 (3.6% at June 30, 2015, 4.0% at September 30, 2014 and 3.75% at June 30, 2014) $ 12,010 $ 10,714 $ 11,246 U.S. Revolver-expires March 31, 2017 (4.0% at June 30, 2015, 4.25% at September 30, 2014 and 4.0% at June 30, 2014) 62,100 7,800 77,085 Term Loan: Term Loan-matures March 31, 2017 (1.93% at June 30, 2015, 2.15% at September 30, 2014 and 1.90% at June 30, 2014) 188,438 196,875 199,688 Total borrowings under Senior Secured Credit Facility 262,548 215,389 288,019 Less: current portion (85,360) (29,764) (99,581) Total long-term portion of borrowings under Senior Secured Credit Facility $ 177,188 $ 185,625 $ 188,438 Equipment Financing Facilities Borrowings under various equipment financing facilities-various maturities from November 2015 through September 2021 (various fixed interest rates ranging from 2.33% to 4.49% at June 30, 2015; 2.33% to 4.60% at September 30, 2014; and 2.33% to 6.75% at June 30, 2014) $ 26,927 $ 30,966 $ 22,043 Less: current portion (5,224) (5,352) (4,216) Total long-term portion of borrowings under equipment financing facilities $ 21,703 $ 25,614 $ 17,827 |
Financial Instruments
Financial Instruments | 9 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | Financial Instruments Financial Derivatives The Company uses derivative financial instruments to manage its exposure related to fluctuating cash flows from changes in interest rates. Use of derivative financial instruments in hedging programs subjects the Company to certain risks, such as market and credit risks. Market risk represents the possibility that the value of the derivative instrument will change. In a hedging relationship, the change in the value of the derivative is offset to a great extent by the change in the value of the underlying hedged item. Credit risk related to derivatives represents the possibility that the counterparty will not fulfill the terms of the contract. The notional, or contractual, amount of the Company's derivative financial instruments is used to measure interest to be paid or received and does not represent the Company's exposure due to credit risk. The Company's current derivative instruments are with large financial counterparties rated highly by nationally recognized credit rating agencies. The Company uses interest rate derivative instruments to manage the risk related to fluctuating cash flows from interest rate changes by converting a portion of its variable-rate borrowings into fixed-rate borrowings. On March 28, 2013, we entered into an interest rate swap agreement with a notional amount of $ 213.8 March 31, 2017 1.38 2.8 quarter 188.4 For derivative instruments designated as cash flow hedges, the Company records the effective portions of changes in their fair value, net of taxes, in other comprehensive income. The effectiveness of the hedges is periodically assessed by the Company during the lives of the hedges by 1) comparing the current terms of the hedges with the related hedged debt to assure they continue to coincide and 2) through an evaluation of the ability of the counterparties to the hedges to honor their obligations under the hedges. Any ineffective portions of the hedges are recognized in earnings through interest expense, financing costs and other. The Company records any differences paid or received on its interest rate hedges as adjustments to interest expense. Balance Sheet June 30, September 30, June 30, Fair Value Instrument Location 2015 2014 2014 Hierarchy Designated interest rate swaps (effective) Accrued expenses $ 2,321 $ 2,124 $ 3,202 Level 2 $ 2,321 $ 2,124 $ 3,202 The fair values of the interest rate hedges were determined through the use of pricing models, which utilize verifiable inputs such as market interest rates that are observable at commonly quoted intervals (generally referred to as the “LIBOR Curve”) for the full terms of the hedge agreements. These values reflect a Level 2 measurement under the applicable fair value hierarchy. Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Amount of gain (loss) recognized in OCI (net of tax) Designated interest rate swaps $ 182 $ (222) $ (116) $ 320 During the three and nine months ended June 30, 2015 and 2014, there were no amounts related to non-designated interest rate derivative instruments which were recognized in interest expense, financing costs and other. Cash and cash equivalents The Company considers all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. Cash and cash equivalents also include unsettled credit card transactions. Cash equivalents have been comprised of money market funds, which invest primarily in commercial paper or bonds with a rating of A-1 or better, and bank certificates of deposit. The carrying values of the cash equivalents for the periods presented equaled the fair values, which were determined under Level 1 of the Fair Value Hierarchy. |
Foreign Net Revenue
Foreign Net Revenue | 9 Months Ended |
Jun. 30, 2015 | |
Revenue and Total Property From External Customers Attributed To Foreign Countries By Geographic Area Disclosure [Abstract] | |
Foreign Net Revenue | Foreign Net Revenue Foreign (Canadian) net revenue totaled $ 56.7 51.7 122.7 111.8 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Subsequent Events On July 27, 2015, BECN announced that it entered into a definitive merger agreement to acquire Roofing Supply Group (“RSG”), a leading roofing products distributor owned by investment firm Clayton, Dubilier & Rice (“CD&R”), in a cash and stock transaction valued at approximately $ 1.1 286 291 565 October 1, 2015 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Calculation of Weighted-Average Shares Outstanding | The following table presents the basic and diluted weighted average shares outstanding for each period presented: Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Weighted average common shares outstanding 49,638,251 49,315,892 49,526,436 49,185,893 Effect of dilutive securities: Stock option awards 475,064 597,218 473,177 636,700 Restricted stock awards 85,811 114,130 90,374 123,788 Shares for diluted earnings per share 50,199,126 50,027,240 50,089,987 49,946,381 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table includes the number of shares that may be dilutive common shares in the future. These shares were not included in the computation of diluted earnings per share because the effect was either antidilutive or the performance condition was not met. Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Stock options awards 1,328,452 926,693 1,335,952 925,729 Restricted stock awards 197,700 2,206 176,700 |
Comprehensive Income and Capi17
Comprehensive Income and Capital Structure (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Comprehensive Income And Capital Structure [Abstract] | |
Schedule of Stockholders Equity | The following table presents the activity included in stockholders’ equity during the nine months ended June 30, 2015: Accumulated Other Total Common Additional Paid- Retained Comprehensive Stockholders’ Stock In Capital Earnings Income (Loss) Equity Balance at September 30, 2014 $ 493 $ 328,059 $ 495,128 $ (6,579) $ 817,101 Issuance of common stock 3 5,104 5,107 Stock-based compensation 7,305 7,305 Net income 31,470 31,470 Other comprehensive loss (8,529) (8,529) Balance at June 30, 2015 $ 496 $ 340,468 $ 526,598 $ (15,108) $ 852,454 |
Reclassification out of Accumulated Other Comprehensive Income | The following table presents the changes in accumulated other comprehensive income (loss), by component, during the nine months ended June 30, 2015: Accumulated Foreign Derivative Other Currency Financial Comprehensive Translation Instruments Income (Loss) Balance at September 30, 2014 $ (5,290) $ (1,289) $ (6,579) Other comprehensive income (loss) recognized in accumulated other comprehensive income (loss) (8,413) (116) (8,529) Balance at June 30, 2015 $ (13,703) $ (1,405) $ (15,108) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
Fair Values of Options, Black-Scholes Option-Pricing Model, Weighted-Average Assumptions | The following table illustrates the assumptions used in the Black-Scholes pricing model for options granted during the nine months ended June 30, 2015: 2015 Risk-free interest rate 1.83 % Expected volatility 31.69 % Expected life (in years) 5.58 Expected dividend yield 0.00 % |
Stock Options Outstanding and Activity During the Period | Information regarding the Company’s stock options is summarized below: Weighted- Weighted- Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Shares Price Life Value (in years) (in millions) Outstanding at September 30, 2014 2,364,211 $ 22.98 Granted 482,479 $ 28.58 Exercised (257,838) $ 17.71 Canceled (73,587) $ 29.33 Outstanding at June 30, 2015 2,515,265 $ 24.43 6.5 $ 23.4 Vested or Expected to Vest at June 30, 2015 2,402,902 $ 24.16 6.4 $ 23.0 Exercisable at June 30, 2015 1,619,301 $ 20.72 5.2 $ 20.7 |
Restricted Shares and Units Outstanding and Activity During the Period | Information regarding the Company’s restricted shares and units is summarized below: Weighted- Weighted- Average Average Remaining Aggregate Number of Grant Contractual Intrinsic Shares Price Life Value (in years) (in millions) Outstanding at September 30, 2014 482,076 $ 31.28 Granted 230,842 $ 27.97 Lapse of restrictions/conversions (67,953) $ 19.88 Canceled (79,859) $ 26.74 Outstanding at June 30, 2015 565,106 $ 32.52 2.6 $ 17.0 Vested or Expected to Vest at June 30, 2015 339,735 $ 32.12 3.4 $ 11.3 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Financing arrangements consisted of the following: June 30, September 30, June 30, 2015 2014 2014 Senior Secured Credit Facility Revolving Lines of Credit: Canadian revolver-expires March 31, 2017 (3.6% at June 30, 2015, 4.0% at September 30, 2014 and 3.75% at June 30, 2014) $ 12,010 $ 10,714 $ 11,246 U.S. Revolver-expires March 31, 2017 (4.0% at June 30, 2015, 4.25% at September 30, 2014 and 4.0% at June 30, 2014) 62,100 7,800 77,085 Term Loan: Term Loan-matures March 31, 2017 (1.93% at June 30, 2015, 2.15% at September 30, 2014 and 1.90% at June 30, 2014) 188,438 196,875 199,688 Total borrowings under Senior Secured Credit Facility 262,548 215,389 288,019 Less: current portion (85,360) (29,764) (99,581) Total long-term portion of borrowings under Senior Secured Credit Facility $ 177,188 $ 185,625 $ 188,438 Equipment Financing Facilities Borrowings under various equipment financing facilities-various maturities from November 2015 through September 2021 (various fixed interest rates ranging from 2.33% to 4.49% at June 30, 2015; 2.33% to 4.60% at September 30, 2014; and 2.33% to 6.75% at June 30, 2014) $ 26,927 $ 30,966 $ 22,043 Less: current portion (5,224) (5,352) (4,216) Total long-term portion of borrowings under equipment financing facilities $ 21,703 $ 25,614 $ 17,827 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Interest Rate Derivative Instruments | The table below presents the combined fair values of the interest rate derivative instruments: Balance Sheet June 30, September 30, June 30, Fair Value Instrument Location 2015 2014 2014 Hierarchy Designated interest rate swaps (effective) Accrued expenses $ 2,321 $ 2,124 $ 3,202 Level 2 $ 2,321 $ 2,124 $ 3,202 |
Schedule of Interest Rate Derivatives | The table below presents the amounts of gain (loss) on the interest rate derivative instruments recognized in other comprehensive income (OCI): Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Amount of gain (loss) recognized in OCI (net of tax) Designated interest rate swaps $ 182 $ (222) $ (116) $ 320 |
Net Income Per Share (Details)
Net Income Per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Weighted average common shares outstanding | 49,638,251 | 49,315,892 | 49,526,436 | 49,185,893 |
Effect of dilutive securities: | ||||
Shares for diluted earnings per share | 50,199,126 | 50,027,240 | 50,089,987 | 49,946,381 |
Stock Options Awards | ||||
Effect of dilutive securities: | ||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 475,064 | 597,218 | 473,177 | 636,700 |
Restricted Stock Awards | ||||
Effect of dilutive securities: | ||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 85,811 | 114,130 | 90,374 | 123,788 |
Net Income Per Share (Details 1
Net Income Per Share (Details 1) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Stock Options Awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,328,452 | 926,693 | 1,335,952 | 925,729 |
Restricted Stock Awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 197,700 | 2,206 | 176,700 |
Comprehensive Income and Capi23
Comprehensive Income and Capital Structure (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Stockholders Equity, Opening Balance | $ 817,101 | |||
Issuance of common stock | 5,107 | |||
Stock-based compensation | 7,305 | $ 5,239 | ||
Net income | $ 28,349 | $ 26,799 | 31,470 | 29,639 |
Other comprehensive loss | (8,529) | |||
Stockholders Equity, Ending Balance | 852,454 | $ 793,612 | 852,454 | $ 793,612 |
Common Stock | ||||
Stockholders Equity, Opening Balance | 493 | |||
Issuance of common stock | 3 | |||
Stock-based compensation | 0 | |||
Net income | 0 | |||
Other comprehensive loss | 0 | |||
Stockholders Equity, Ending Balance | 496 | 496 | ||
Additional Paid-in Capital | ||||
Stockholders Equity, Opening Balance | 328,059 | |||
Issuance of common stock | 5,104 | |||
Stock-based compensation | 7,305 | |||
Net income | 0 | |||
Other comprehensive loss | 0 | |||
Stockholders Equity, Ending Balance | 340,468 | 340,468 | ||
Retained Earnings | ||||
Stockholders Equity, Opening Balance | 495,128 | |||
Issuance of common stock | 0 | |||
Stock-based compensation | 0 | |||
Net income | 31,470 | |||
Other comprehensive loss | 0 | |||
Stockholders Equity, Ending Balance | 526,598 | 526,598 | ||
Accumulated Other Comprehensive Income (Loss) | ||||
Stockholders Equity, Opening Balance | (6,579) | |||
Issuance of common stock | 0 | |||
Stock-based compensation | 0 | |||
Net income | 0 | |||
Other comprehensive loss | (8,529) | |||
Stockholders Equity, Ending Balance | $ (15,108) | $ (15,108) |
Comprehensive Income and Capi24
Comprehensive Income and Capital Structure (Details 1) $ in Thousands | 9 Months Ended |
Jun. 30, 2015USD ($) | |
Foreign Currency Translation | |
Balance at September 30, 2014 | $ (5,290) |
Other comprehensive income (loss) recognized in accumulated other comprehensive income (loss) | (8,413) |
Balance at June 30, 2015 | (13,703) |
Derivative Financial Instruments | |
Balance at September 30, 2014 | (1,289) |
Other comprehensive income (loss) recognized in accumulated other comprehensive income (loss) | (116) |
Balance at June 30, 2015 | (1,405) |
Accumulated Other Comprehensive Income (Loss) | |
Balance at September 30, 2014 | (6,579) |
Other comprehensive income (loss) recognized in accumulated other comprehensive income (loss) | (8,529) |
Balance at June 30, 2015 | $ (15,108) |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - 9 months ended Jun. 30, 2015 | Total |
Risk-free interest rate | 1.83% |
Expected volatility | 31.69% |
Expected life (in years) | 5 years 6 months 29 days |
Expected dividend yield | 0.00% |
Stock-Based Compensation (Det26
Stock-Based Compensation (Details 1) - Jun. 30, 2015 - USD ($) $ / shares in Units, $ in Millions | Total |
Number of Shares | |
Outstanding at September 30, 2014 | 2,364,211 |
Granted | 482,479 |
Exercised | (257,838) |
Canceled | (73,587) |
Outstanding at June 30, 2015 | 2,515,265 |
Vested or Expected to Vest at June 30, 2015 | 2,402,902 |
Exercisable at June 30, 2015 | 1,619,301 |
Weighted-Average Exercise Price | |
Outstanding at September 30, 2014 | $ 22.98 |
Granted | 28.58 |
Exercised | 17.71 |
Canceled | 29.33 |
Outstanding at June 30, 2015 | 24.43 |
Vested or Expected to Vest at June 30, 2015 | 24.16 |
Exercisable at June 30, 2015 | $ 20.72 |
Weighted-Average Remaining Contractual Life | |
Outstanding at June 30, 2015 | 6 years 6 months |
Vested or Expected to Vest at June 30, 2015 | 6 years 4 months 24 days |
Exercisable at June 30, 2015 | 5 years 2 months 12 days |
Aggregate Intrinsic Value | |
Outstanding at June 30, 2015 | $ 23.4 |
Vested or Expected to Vest at June 30, 2015 | 23 |
Exercisable at June 30, 2015 | $ 20.7 |
Stock-Based Compensation (Det27
Stock-Based Compensation (Details 2) - Jun. 30, 2015 - USD ($) $ / shares in Units, $ in Millions | Total |
Number of Shares | |
Outstanding at September 30, 2014 | 482,076 |
Granted | 230,842 |
Lapse of restrictions/conversions | (67,953) |
Canceled | (79,859) |
Outstanding at June 30, 2015 | 565,106 |
Vested or Expected to Vest at June 30, 2015 | 339,735 |
Weighted - Average Grant Price | |
Outstanding at September 30, 2014 | $ 31.28 |
Granted | 27.97 |
Lapse of restrictions/conversions | 19.88 |
Canceled | 26.74 |
Outstanding at June 30, 2015 | 32.52 |
Vested or Expected to Vest at March 31, 2015 | $ 32.12 |
Weighted - Average Remaining Contractual Life | |
Outstanding at June 30, 2015 | 2 years 7 months 6 days |
Vested or Expected to Vest at June 30, 2015 | 3 years 4 months 24 days |
Aggregate Intrinsic Value | |
Outstanding at June 30, 2015 | $ 17 |
Vested or Expected to Vest at June 30, 2015 | $ 11.3 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Feb. 12, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation number of shares authorized | 5,100,000 | ||
Stock-based compensation number of shares available for awards | 3,425,716 | ||
Restricted Stock Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total unrecognized compensation cost related to unvested stock | $ 8.9 | ||
Total unrecognized compensation cost related to unvested stock, expected weighted-average period of recognition | 2 years 6 months 7 days | ||
Percentage of shares that will vest | 100.00% | ||
Allocated Share-based Compensation Expense | $ 2.5 | $ 0 | |
Restricted Stock | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of shares that will vest | 125.00% | ||
Restricted Stock | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of shares that will vest | 0.00% | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total unrecognized compensation cost related to unvested stock | $ 7.3 | ||
Total unrecognized compensation cost related to unvested stock, expected weighted-average period of recognition | 1 year 8 months 1 day | ||
Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumption Expected Forfeitures | 8.86% | ||
Allocated Share-based Compensation Expense | $ 4.8 | $ 5.2 | |
Non Qualified Options Expire | 10 years |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Millions | Jun. 01, 2015 | Oct. 15, 2014 | Oct. 02, 2014 | Jun. 30, 2015 |
Business Acquisition [Line Items] | ||||
Business Acquisitions Purchase Price Allocation Goodwill Amount | $ 34.2 | |||
Business Acquisitions Purchase Price Allocation Intangible Assets Other Than Goodwill | $ 31.8 | |||
Applicators Sales Service [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 48 | |||
Wholesale Roofing Supply [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 34 | |||
ProCoat Systems, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 23 |
Financing Arrangements (Details
Financing Arrangements (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 |
Total borrowings under Senior Secured Credit Facility | $ 262,548 | $ 215,389 | $ 288,019 |
Less: current portion | (85,360) | (29,764) | (99,581) |
Total long-term portion of borrowings under Senior Secured Credit Facility | 177,188 | 185,625 | 188,438 |
Less: current portion | (16,474) | (16,602) | (15,466) |
Canadian Revolver | |||
Total borrowings under Senior Secured Credit Facility | 12,010 | 10,714 | 11,246 |
US Revolver | |||
Total borrowings under Senior Secured Credit Facility | 62,100 | 7,800 | 77,085 |
Term Loan | |||
Total borrowings under Senior Secured Credit Facility | 188,438 | 196,875 | 199,688 |
Equipment Financing Facilities | |||
Total borrowings under Equipment Financing Facilities | 26,927 | 30,966 | 22,043 |
Less: current portion | (5,224) | (5,352) | (4,216) |
Total long-term portion of borrowings under equipment financing facilities | $ 21,703 | $ 25,614 | $ 17,827 |
Financing Arrangements (Detai31
Financing Arrangements (Details) (Parenthetical) | 9 Months Ended | ||
Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | |
Canadian Revolver | |||
Line of Credit Facility, Interest Rate at Period End | 3.60% | 4.00% | 3.75% |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | ||
US Revolver | |||
Line of Credit Facility, Interest Rate at Period End | 4.00% | 4.25% | 4.00% |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | ||
Term Loan | |||
Line of Credit Facility, Interest Rate at Period End | 1.93% | 2.15% | 1.90% |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | ||
Equipment Financing Facilities | Maximum | |||
Line of Credit Facility, Interest Rate at Period End | 4.49% | 4.60% | 6.75% |
Equipment Financing Facilities | Minimum | |||
Line of Credit Facility, Interest Rate at Period End | 2.33% | 2.33% | 2.33% |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | |
Derivatives, Fair Value [Line Items] | |||
Unrealized Losses | $ 2,321 | $ 3,202 | $ 2,124 |
Designated | Interest Rate Swap | Level 2 | Accrued Expenses | |||
Derivatives, Fair Value [Line Items] | |||
Unrealized Losses | $ 2,321 | $ 3,202 | $ 2,124 |
Financial Instruments (Details
Financial Instruments (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Amount of gain (loss) recognized in OCI (net of tax) | $ 182 | $ (222) | $ (116) | $ 320 |
Designated interest rate swaps [Member] | Other Comprehensive Income (Loss) [Member] | ||||
Amount of gain (loss) recognized in OCI (net of tax) | $ 182 | $ (222) | $ (116) | $ 320 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2015 | Mar. 28, 2013 | |
Derivative [Line Items] | ||
Derivative Amortizes Amount | $ 2.8 | |
Derivative, Notional Amount | $ 188.4 | $ 213.8 |
Interest Rate Swap Fixed Rate Of 1.38 % | ||
Derivative [Line Items] | ||
Interest rate swap, interest rate | 1.38% | |
Derivative, Maturity Date | Mar. 31, 2017 | |
Derivative Amortization Frequency | quarter |
Foreign Net Revenue - Additiona
Foreign Net Revenue - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 718,214 | $ 663,397 | $ 1,727,440 | $ 1,600,411 |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 56,700 | $ 51,700 | $ 122,700 | $ 111,800 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - 1 months ended Jul. 27, 2015 - Roofing Supply Group [Member] - Subsequent Event [Member] - USD ($) $ in Millions | Total |
Business Combination, Consideration Transferred | $ 1,100 |
Payments to Acquire Businesses, Gross | 286 |
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 291 |
Business Combination, Consideration Transferred, Liabilities Incurred | $ 565 |
Business Acquisition, Effective Date of Acquisition | Oct. 1, 2015 |