Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Nov. 19, 2015 | Mar. 31, 2015 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 30, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | BEACON ROOFING SUPPLY INC | ||
Entity Central Index Key | 1,124,941 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1,642,909,000 | ||
Trading Symbol | BECN | ||
Entity Common Stock, Shares Outstanding | 58,907,378 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 45,661 | $ 54,472 |
Accounts receivable, less allowance of $6,298 and $8,510 at September 30, 2015 and September 30, 2014, respectively | 399,732 | 360,802 |
Inventories, net | 320,999 | 301,626 |
Prepaid expenses and other current assets | 97,928 | 66,828 |
Deferred income taxes | 2,309 | 14,610 |
Total current assets | 866,629 | 798,338 |
Property and equipment, net | 90,405 | 88,565 |
Goodwill | 496,415 | 466,206 |
Intangibles, net | 87,055 | 72,266 |
Other assets, net | 5,408 | 8,521 |
TOTAL ASSETS | 1,545,912 | 1,433,896 |
Current liabilities: | ||
Accounts payable | 244,891 | 220,834 |
Accrued expenses | 124,794 | 80,285 |
Borrowings under revolving lines of credit | 11,240 | 18,514 |
Current portions of long-term obligations | 16,320 | 16,602 |
Total current liabilities | 397,245 | 336,235 |
Senior notes payable, net of current portion | 174,375 | 185,625 |
Deferred income taxes | 68,809 | 64,100 |
Long-term obligations under equipment financing and other, net of current portion | 22,367 | 30,835 |
Total liabilities | $ 662,796 | $ 616,795 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock (voting); $0.01 par value; 100,000,000 shares authorized; 49,790,743 issued and outstanding at September 30, 2015; and 49,392,774 issued and outstanding at September 30, 2014 | $ 497 | $ 493 |
Undesignated Preferred Stock; 5,000,000 shares authorized, none issued or outstanding | 0 | 0 |
Additional paid-in capital | 345,934 | 328,059 |
Retained earnings | 557,405 | 495,128 |
Accumulated other comprehensive income (loss) | (20,720) | (6,579) |
Total stockholders' equity | 883,116 | 817,101 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,545,912 | $ 1,433,896 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Accounts receivable, allowances | $ 6,298 | $ 8,510 |
Common stock (voting), par value | $ 0.01 | $ 0.01 |
Common stock (voting), shares authorized | 100,000,000 | 100,000,000 |
Common stock (voting), issued | 49,790,743 | 49,392,774 |
Common Stock (voting), outstanding | 49,790,743 | 49,392,774 |
Undesignated Preferred Stock, shares authorized | 5,000,000 | 5,000,000 |
Undesignated Preferred Stock, issued | 0 | 0 |
Undesignated Preferred Stock, outstanding | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net sales | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 |
Cost of products sold | 1,919,804 | 1,799,065 | 1,709,326 |
Gross profit | 595,365 | 527,840 | 531,397 |
Operating expenses | 478,284 | 428,977 | 401,676 |
Income from operations | 117,081 | 98,863 | 129,721 |
Interest expense, financing costs and other | 11,037 | 10,095 | 8,247 |
Income before provision for income taxes | 106,044 | 88,768 | 121,474 |
Provision for income taxes | 43,767 | 34,922 | 48,867 |
Net income | $ 62,277 | $ 53,846 | $ 72,607 |
Net income per share: | |||
Basic | $ 1.26 | $ 1.09 | $ 1.5 |
Diluted | $ 1.24 | $ 1.08 | $ 1.47 |
Weighted average shares used in computing net income per share: | |||
Basic | 49,578,130 | 49,227,466 | 48,472,240 |
Diluted | 50,173,478 | 49,947,699 | 49,385,335 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net income | $ 62,277 | $ 53,846 | $ 72,607 |
Other comprehensive income/(loss): | |||
Foreign currency translation adjustment | (14,003) | (7,175) | (4,401) |
Unrealized (loss)/gain due to change in fair value of derivatives, net of tax expense of $(76), $635 and $868, respectively | (138) | 972 | 1,399 |
Total other comprehensive income (loss), net of tax | (14,141) | (6,203) | (3,002) |
Total comprehensive income | $ 48,136 | $ 47,643 | $ 69,605 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Unrealized Gain (Loss) on Foreign Currency Derivatives, Net, before Tax, Total | $ (76) | $ 635 | $ 868 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Balances at Sep. 30, 2011 | $ 538,427 | $ 462 | $ 248,260 | $ 293,110 | $ (3,405) |
Balances (in shares) at Sep. 30, 2011 | 46,154,107 | ||||
Issuance of common stock | 24,066 | $ 15 | 24,051 | ||
Issuance of common stock (in shares) | 1,513,040 | ||||
Stock-based compensation | 7,873 | 7,873 | |||
Net income | 75,565 | 75,565 | |||
Foreign currency translation adjustment | 5,283 | 5,283 | |||
Unrealized gain on financial derivatives, net | 748 | 748 | |||
Balances at Sep. 30, 2012 | 651,962 | $ 477 | 280,184 | 368,675 | 2,626 |
Balances (in shares) at Sep. 30, 2012 | 47,667,147 | ||||
Issuance of common stock | 23,523 | $ 11 | 23,512 | ||
Issuance of common stock (in shares) | 1,231,475 | ||||
Stock-based compensation | 9,266 | 9,266 | |||
Net income | 72,607 | 72,607 | |||
Foreign currency translation adjustment | (4,401) | (4,401) | |||
Unrealized gain on financial derivatives, net | 1,399 | 1,399 | |||
Balances at Sep. 30, 2013 | 754,356 | $ 488 | 312,962 | 441,282 | (376) |
Balances (in shares) at Sep. 30, 2013 | 48,898,622 | ||||
Issuance of common stock | 7,680 | $ 5 | 7,675 | ||
Issuance of common stock (in shares) | 494,152 | ||||
Stock-based compensation | 7,422 | 7,422 | |||
Net income | 53,846 | 53,846 | |||
Foreign currency translation adjustment | (7,175) | (7,175) | |||
Unrealized gain on financial derivatives, net | 972 | 972 | |||
Balances at Sep. 30, 2014 | 817,101 | $ 493 | 328,059 | 495,128 | (6,579) |
Balances (in shares) at Sep. 30, 2014 | 49,392,774 | ||||
Issuance of common stock | 7,943 | $ 4 | 7,939 | ||
Issuance of common stock (in shares) | 397,969 | ||||
Stock-based compensation | 9,936 | 9,936 | |||
Net income | 62,277 | 62,277 | |||
Foreign currency translation adjustment | (14,003) | (14,003) | |||
Unrealized gain on financial derivatives, net | (138) | (138) | |||
Balances at Sep. 30, 2015 | $ 883,116 | $ 497 | $ 345,934 | $ 557,405 | $ (20,720) |
Balances (in shares) at Sep. 30, 2015 | 49,790,743 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Operating activities | |||
Net income | $ 62,277 | $ 53,846 | $ 72,607 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 34,862 | 30,294 | 30,415 |
Stock-based compensation | 9,936 | 7,422 | 9,266 |
Certain interest expense and other financing costs | (1,450) | 816 | (1,541) |
Gain on sale of fixed assets | (1,107) | (1,323) | (1,487) |
Deferred income taxes | 17,634 | 3,078 | 4,416 |
Other | 263 | 129 | 0 |
Changes in assets and liabilities, net of the effects of businesses acquired: | |||
Accounts receivable | (33,251) | (32,984) | (22,790) |
Inventories | (9,203) | (50,846) | (16,033) |
Prepaid expenses and other assets | (17,119) | (4,790) | 8,343 |
Accounts payable and accrued expenses | 46,498 | 49,855 | (4,703) |
Net cash provided by operating activities | 109,340 | 55,497 | 78,493 |
Investing activities | |||
Purchases of property and equipment | (20,802) | (37,239) | (26,120) |
Acquisition of businesses | (85,301) | (1,514) | (64,606) |
Proceeds from sales of assets | 1,389 | 1,437 | 1,235 |
Net cash used in investing activities | (104,714) | (37,316) | (89,491) |
Financing activities | |||
Borrowings under revolving lines of credit | 560,634 | 497,500 | 455,576 |
Payments under revolving lines of credit | (566,007) | (525,126) | (449,280) |
Borrowings under equipment financing facilities and other | 0 | 25,377 | 3,993 |
Repayments under equipment financing facilities and other | (5,553) | (5,009) | (4,549) |
Borrowings under senior term loan | 0 | 0 | 0 |
Repayments under senior term loan | (11,250) | (11,250) | (11,250) |
Proceeds from exercise of options | 7,943 | 7,680 | 18,579 |
Excess tax benefit from equity-based compensation | 1,526 | 1,030 | 4,944 |
Net cash (used in) provided by financing activities | (12,707) | (9,798) | 18,013 |
Effect of exchange rate changes on cash | (730) | (938) | (193) |
Net increase (decrease) in cash and cash equivalents | (8,811) | 7,445 | 6,822 |
Cash and cash equivalents, beginning of year | 54,472 | 47,027 | 40,205 |
Cash and cash equivalents, end of year | 45,661 | 54,472 | 47,027 |
Cash paid during the year for: | |||
Interest | 8,276 | 9,312 | 12,012 |
Income taxes, net of refunds | $ 23,198 | $ 23,478 | $ 29,680 |
The Company
The Company | 12 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | 1. The Company Business Beacon Roofing Supply, Inc. (the “Company”) is a leading distributor of residential and non-residential roofing materials and other complementary building materials to customers in 42 states within the United States and six provinces in Canada. The Company operates its business under regional and local trade names. The Company’s current subsidiaries are Beacon Sales Acquisition, Inc., Beacon Canada, Inc. and Beacon Roofing Supply Canada Company. The Company was formed on August 22, 1997 and is incorporated in Delaware. Estimates The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities, at the date of the consolidated financial statements. Actual amounts could differ from those estimates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company transactions have been eliminated. The fiscal years presented are the years ended September 30, 2015 (“2015”), September 30, 2014 (“2014”), and September 30, 2013 (“2013”). Each of the Company’s first three quarters ends on the last day of the calendar month. Based on qualitative and quantitative criteria, the Company has determined that it operates within one reportable segment, which is the wholesale distribution of building materials. Please refer to the “Goodwill” summary below for discussion of the Company’s reporting unit and the related impairment review. 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 are 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. Accounts receivables are recorded at invoiced amounts and generally do not bear interest. The allowance for doubtful accounts reflects the Company’s estimate of credit exposure, determined principally on the basis of its collection experience, aging of its receivables and significant individual account credit risk. Inventories, consisting substantially of finished goods, are valued at the lower of cost or market (net realizable value). Cost is determined using the moving weighted-average cost method. The Company’s arrangements with vendors typically provide for rebates after it makes a special purchase and/or monthly, quarterly and/or annual rebates of a specified amount of consideration payable when a number of measures have been achieved. Annual rebates are generally related to a specified cumulative level of purchases on a calendar-year basis. The Company accounts for such rebates as a reduction of the inventory value until the product is sold, at which time such rebates reduce cost of sales in the consolidated statements of operations. Throughout the year, the Company estimates the amount of the periodic rebates based upon the expected level of purchases. The Company continually revises these estimates to reflect actual rebates earned based on actual purchase levels. Amounts due from vendors under these arrangements as of September 30, 2015 and September 30, 2014 totaled $ 76.8 58.4 Property and equipment acquired in connection with acquisitions are recorded at fair value as of the date of the acquisition and depreciated utilizing the straight-line method over the estimated remaining lives. Asset Class Estimated Useful Life Buildings and improvements 40 years Equipment 3 to 7 years Furniture and fixtures 7 years Leasehold improvements In accordance with its policy, the Company reviews the estimated useful lives of its fixed assets on an ongoing basis. This review indicated that the actual lives of certain distribution fleet equipment were longer than the estimated useful lives used for depreciation purposes in the Company’s financial statements. As a result, effective January 1, 2014, the Company changed its estimates of the useful lives of its distribution fleet equipment (included in the equipment asset class) to better reflect the estimated periods during which these assets will remain in service. The estimated useful lives of the Company’s distribution fleet equipment that previously averaged five years were adjusted to an average of seven years. The effect of this change in estimate was to reduce 2014 depreciation expense by $ 3.1 1.9 0.04 We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing certain intangible assets include future expected cash flows from customer relationships and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Other estimates associated with the accounting for acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed. The Company recognizes revenue when the following four basic criteria are met: · persuasive evidence of an arrangement exists; · delivery has occurred or services have been rendered; · the price to the buyer is fixed and determinable; and · collectability is reasonability assured. Based on these criteria, the Company generally recognizes revenue at the point of sale or upon delivery to the customer site. For goods shipped by third party carriers, the Company recognizes revenue upon shipment since the terms are generally FOB shipping point. The Company also arranges for certain products to be shipped directly from the manufacturer to the customer. The Company recognizes the gross revenue for these sales upon shipment as the terms are FOB shipping point. The Company also provides certain job site delivery services, which include crane rentals and rooftop deliveries of certain products, for which the associated revenues are recognized upon completion of the services. These revenues represent less than 1 All revenues recognized are net of sales taxes collected, allowances for discounts and estimated returns. Sales taxes collected are subsequently remitted to the appropriate government authorities. The Company classifies shipping and handling costs, consisting of driver wages and vehicle expenses, as operating expenses in the accompanying consolidated statements of operations. Shipping and handling costs were approximately $ 120.8 111.6 103.5 The Company enters into interest rate swaps to minimize the risks and costs associated with financing activities, as well as to maintain an appropriate mix of fixed-rate and floating-rate debt. The swap agreements are contracts to exchange variable-rate for fixed-interest rate payments over the life of the agreements. The Company's current derivative instruments are designated as cash flow hedges, for which the Company records the effective portions of changes in their fair value, net of tax, in other comprehensive income. The Company recognizes any ineffective portion of the hedges in earnings through interest expense, financing costs and other. Financial instruments, which potentially subject the Company to concentration of credit risk, consist principally of accounts receivable. The Company’s accounts receivable are primarily from customers in the building industry located in the United States and Canada. Concentration of credit risk with respect to accounts receivable is limited due to the large number of customers comprising the Company’s customer base. The Company performs credit evaluations of its customers; however, the Company’s policy is not to require collateral. At September 30, 2015 and 2014, the Company had no significant concentrations of credit risk. The Company purchases a major portion of its products from a small number of vendors. Approximately two-thirds of the Company’s total cost of inventory purchases was made from 19 12 11 Impairment losses are required to be recorded on long-lived assets when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying value. If such assets are considered to be impaired, the impairment to be recognized is the total by which the carrying value exceeds the fair value of the assets. The Company amortizes its identifiable intangible assets, currently consisting of non-compete agreements and customer relationships because these assets have finite lives. Non-compete agreements are amortized on a straight-line basis over the terms of the associated contractual agreements; customer relationship assets are amortized on an accelerated basis based on the expected cash flows generated by the existing customers; and deferred financing costs are amortized over the lives of the associated financings using the effective interest method. Certain trademarks are not amortized because they have indefinite lives. The Company evaluates its trademarks for impairment on an annual basis based on the fair value of the underlying assets. The Company applied the provisions of Accounting Standards No. 2012-02, IntangiblesGoodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment, Based on management’s evaluation performed as of August 31, 2015, the Company concluded that there were no indicators of impairment and therefore it was more likely than not that the fair value of the goodwill and indefinite-lived intangible assets exceeded the net carrying amount and there was no reason to perform the two-step impairment test. For the evaluation of trademarks, the main factor reviewed was the revenue base, which was relied upon in applying the royalty savings method at inception, to be derived from covered product sales made under the trademarks. The Company also reviewed the latest projected revenues. In addition, there have been no specific events or circumstances that management believes have negatively affected the value of the trademarks. The Company tests goodwill for impairment in the fourth quarter of each fiscal year or at any other time when impairment indicators exist. Examples of such indicators include a significant change in the business climate, unexpected competition, loss of key personnel or a decline in the Company’s market capitalization below the Company’s net book value. The Company performs a qualitative assessment based on economic, industry and company-specific factors as the initial step in the annual goodwill impairment test for all or selected reporting units. Based on the results of the qualitative assessment, the Company is only required to perform Step 1 of the annual impairment test for a reporting unit if the company concludes that it is more likely than not that the unit’s fair value is less than its carrying amount. To the extent the Company concludes it is more likely than not that a reporting unit’s fair value is less than its carrying amount, the two-step approach is applied. The first step would require a comparison of each reporting unit’s fair value to the respective carrying value. If the carrying value exceeds the fair value, a second step is performed to measure the amount of impairment loss, if any. The Company assesses goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a component (i.e. a business for which discrete financial information is available and regularly reviewed by component managers). The Company currently has five components which it evaluates for aggregation. The Company evaluates the distribution methods, sales mix, and operating results of each of its components to determine if these characteristics have or will be sustained over a long-term basis. For purposes of this evaluation, the Company would expect its components to exhibit similar economic characteristics 3 5 Based on the Company’s evaluation at August 31, 2015, it was determined that all of the Company’s components exhibited similar economic characteristics and therefore the components were aggregated into a single reporting unit (collectively the “Reporting Unit”). The Company concluded that the fair value of the Reporting Unit has more likely than not exceeded its respective carrying value at the goodwill measurement date. This position is consistent with the 2015 operating results in which sales for the Reporting Unit exceeded those in the prior year by 8.1 12.8 106 73 140 Lastly, there have been no events or circumstances since the date of the above assessments that would change the Company’s conclusion. If circumstances change or events occur to indicate it is more likely than not that the fair value of the Reporting Unit (under the guidelines discussed above) has fallen below its carrying values, the Company would test such Reporting Unit for impairment. The Company accounts for employee and non-employee director stock-based compensation using the fair value method of accounting. Compensation cost arising from stock options and restricted stock awards granted to employees and non-employee directors is recognized using the straight-line method over the vesting period, which represents the requisite service or performance period. In calculating the expense related to stock-based compensation, the Company estimates option forfeitures and projects the number of restricted shares and units that are expected to vest . The Company recorded stock-based compensation expense of $ 9.9 5.8 0.12 7.4 4.5 0.09 9.3 5.6 0.11 24.3 September 30, September 30, 2015 2014 Foreign currency translation adjustment $ (19,293) $ (5,290) Unrealized loss on financial derivatives (2,344) (2,130) Tax effect 917 841 Unrealized loss on financial derivatives, net (1,427) (1,289) Accumulated other comprehensive (loss) gain $ (20,720) $ (6,579) Basic net income per common share is computed by dividing net income by the weighted average number of common shares outstanding. 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 conversion of restricted stock units. Year Ended September 30, 2015 2014 2013 Weighted-average common shares outstanding for basic 49,578,130 49,227,466 48,472,240 Effect of dilutive securities: Stock option awards 481,039 605,487 814,802 Restricted share awards 114,309 114,746 98,293 Weighted-average shares assuming dilution 50,173,478 49,947,699 49,385,335 Year Ended September 30, 2015 2014 2013 Stock options awards 1,313,689 925,003 1,558,114 Restricted stock awards 21,321 137,091 Financial instruments consist mainly of cash and cash equivalents, accounts receivable, accounts payable, borrowings under the Company’s revolving lines of credit, equipment financing facilities, financial derivatives and long-term debt. Except for the financial derivatives and long-term debt, these instruments are short-term in nature and their carrying amounts approximate their fair value. With respect to the long-term debt, we believe that the fair values of these obligations, including current maturities, approximate their carrying values based on their effective interest rates compared to current market rates. See Note 16 for disclosures of the Company’s financial derivatives that are recorded at fair value. The Company accounts for income taxes using the liability method, which requires it to recognize a current tax liability or asset for current taxes payable or refundable and a deferred tax liability or asset for the estimated future tax effects of temporary differences between the financial statement and tax reporting bases of assets and liabilities to the extent that they are realizable. Deferred tax expense (benefit) results from the net change in deferred tax assets and liabilities during the year. FASB ASC Topic 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Based on this guidance, the Company analyzes its filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. Tax benefits from uncertain tax positions are recognized if it is more likely than not that the position is sustainable based solely on its technical merits. The assets and liabilities of the Company’s Canadian operations are translated into United States dollars at current exchange rates as of the balance sheet date, and revenues and expenses are translated at average monthly exchange rates. Net unrealized translation gains or losses associated with the Canadian net assets are recorded directly to a separate component of stockholders’ equity. Realized gains and losses from foreign currency transactions were not material for any of the periods presented. The Company has inter-company receivables from the Company’s Canadian subsidiary, for which the short-term portion is marked to market each period with a corresponding entry recorded as a component of the consolidated statement of operations. Since repayment of the long-term portion is not planned or anticipated in the foreseeable future, the long-term balances are marked to market each period with a corresponding entry recorded as a separate component of stockholders’ equity. In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes the revenue recognition requirements in ASC 605, “Revenue Recognition”. ASU 2014-09 clarifies the principles for recognizing revenue and to develop a common revenue standard for GAAP and International Financial Reporting Standards. The core principle of this updated guidance is that an entity should recognize revenue to depict the transfer of 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. The new rule also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein, which is effective for the Company beginning October 1, 2018, the first day of the Company’s 2019 fiscal year. The Company is currently evaluating the impact of this accounting guidance and does not expect any significant impact on its consolidated financial statements. In August 2014, the FASB issued Accounting Standards Update 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or are available to be issued. This ASU also requires management to disclose certain information depending on the results of the going concern evaluation. The provisions of this ASU are effective for annual periods ending after December 15, 2016, including interim reporting periods therein, which are effective for the Company beginning October 1, 2016, the first day of the Company’s 2017 fiscal year. The Company is currently evaluating the impact of this accounting guidance and does not expect any significant impact on its consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2015, and early adoption is permitted. The provisions of ASU 2015-03 are not expected to have a material effect on the Company’s financial condition. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory (“ASU 2015-11”), which applies to inventory valued at first-in, first-out (FIFO) or average cost. ASU 2015-11 requires inventory to be measured at the lower of cost and net realizable value, rather than at the lower of cost or market. ASU 2015-11 is effective on a prospective basis for annual periods, including interim reporting periods within those periods, beginning after December 15, 2016. The Company reports inventory on an average-cost basis and thus will be required to adopt the standard; however, the provisions of ASU 2015-11 are not expected to have a material effect on the Company’s financial condition. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”). ASU 2015-16 eliminates the requirement to restate prior period financial statements for measurement period adjustments. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. In addition, separate presentation on the face of the income statement or disclosure in the notes is required regarding the portion of the adjustment recorded in the current period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is to be applied prospectively for measurement period adjustments that occur after the effective date. ASU 2015-16 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2015, and early adoption is permitted and the Company intends to adopt in fiscal year 2016. Since it is prospective, the impact of ASU 2015-16 on the Company’s financial condition and earnings will depend upon the nature of any measurement period adjustments identified in future periods. |
Goodwill, Intangibles and Other
Goodwill, Intangibles and Other Assets | 12 Months Ended |
Sep. 30, 2015 | |
GoodWill Intangible Assets And Other Assets [Abstract] | |
Goodwill, Intangibles and Other Assets | 3. Goodwill, Intangibles and Other Assets Translation and Translation and Other September 30, 2013 Acquisitions Dispositions Other Adjustments September 30, 2014 Acquisitions Dispositions Adjustments September 30, 2015 Goodwill 469,203 - - (2,997) 466,206 34,465 - (4,256) 496,415 There have been no impairments of our goodwill. Intangibles and other assets, included in other long-term assets, consisted of the following: Weighted Average September 30, September 30, Remaining 2015 2014 Life Amortizable intangible assets: Non-compete agreements $ 2,824 $ 2,824 4.25 Customer relationships 191,852 162,599 15.10 Trademarks 1,100 4.28 Beneficial lease arrangements 610 610 196,386 166,033 Less: accumulated amortization (119,081) (101,727) 77,305 64,306 Amortizable other assets: Deferred financing costs 8,134 5,550 1.52 Less: accumulated amortization (3,959) (3,056) 4,175 2,494 Indefinite-lived trademarks 9,750 9,750 Other assets 1,233 4,237 Total other assets, net $ 92,463 $ 80,787 Amortization expense related to intangible assets amounted to approximately $ 16.2 14.1 15.1 14.6 Future Year ending September 30, Amortization 2016 13,235 2017 12,389 2018 10,312 2019 8,396 2020 6,905 Thereafter 26,068 Total future amortization $ 77,305 |
Acquisitions
Acquisitions | 12 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 4. 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 single 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 non-residential 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 has recorded the acquired assets and liabilities at their estimated fair values at the acquisition date, with resulting goodwill of $ 34.5 31.8 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Sep. 30, 2015 | |
Prepaid Expenses and Other Current Assets [Abstract] | |
Prepaid Expenses and Other Current Assets | 5. Prepaid Expenses and Other Current Assets September 30, September 30, 2015 2014 Vendor rebates $ 76,826 $ 58,363 Other 21,102 8,465 $ 97,928 $ 66,828 |
Property and Equipment, net
Property and Equipment, net | 12 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | 6. Property and Equipment, net September 30, September 30, 2015 2014 Land $ 3,201 $ 3,300 Buildings and leasehold improvements 28,757 28,148 Equipment 189,739 178,123 Furniture and fixtures 15,762 15,606 237,459 225,177 Less: accumulated depreciation and amortization (147,054) (136,612) $ 90,405 $ 88,565 Depreciation and amortization of property and equipment totaled $ 18.7 16.2 16.4 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 7. Accrued Expenses September 30, September 30, 2015 2014 Uninvoiced inventory receipts $ 37,501 $ 23,744 Employee-related accruals 31,836 24,463 Other 55,457 32,078 $ 124,794 $ 80,285 |
Financing Arrangements
Financing Arrangements | 12 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Financing Arrangements | 8. Financing Arrangements September 30, September 30, 2015 2014 Senior Secured Credit Facility Revolving Lines of Credit: Canadian revolver-expires March 31, 2017 (effective rate on borrowings 3.70% at September 30, 2015 and 4.00% at September 30, 2014 $ 11,240 $ 10,714 U.S. Revolver-expires March 31, 2017 (effective rate on borrowings of 0.00% at September 30, 2015 and 4.25% at September 30, 2014) 0 7,800 Term Loan: Term Loan-matures March 31, 2017 (4.25% at September 30, 2015 and 2.15% on September 30, 2014) 185,625 196,875 Total borrowings under Senior Secured Credit Facility 196,865 215,389 Less: current portion (22,490) (29,764) Total long-term portion of borrowings under Senior Secured Credit Facility $ 174,375 $ 185,625 Equipment Financing Facilities Borrowings under various equipment financing facilities-various maturities through September 2021 (various fixed interest rates ranging from 2.33% to 4.49% at September 30, 2015, and various fixed interest rates ranging from 2.33% to 4.60% at September 30, 2014) $ 25,488 $ 30,966 Less: current portion (5,069) (5,352) Total long-term portion of borrowings under equipment financing facilities $ 20,419 $ 25,614 Senior Secured Credit Facility On April 5, 2012, the Company replaced its prior credit facility with a new five-year senior secured credit facility that includes a $ 550 15 11.2 The $550 million U.S Credit Facility consists of a revolving credit facility of $ 325 20 225 5 quarterly 200 15.0 11.2 185.6 4.9 300 6.375 450 700 Interest The Credit Facility provides for borrowings under the Company’s U.S. Revolver and Canadian Revolver at a Base Rate. The Base Rate for borrowings under the U.S. Revolver is defined as the higher of the Prime Rate, or the Federal Funds Rate plus 0.50%, plus a margin above that rate. higher of the Canadian Prime Rate, or the annual rate of interest equal to the sum of the CDOR rate plus 1.00%, plus a margin above that rate 1.00 0.50 1.50 Additionally, for Base Rate borrowings made under the U.S. Revolver, the Company may elect an optional interest rate equal to the one (1), two (2), three (3), or six (6) month LIBOR rate, plus a margin above that rate 2.00 1.50 2.50 Current unused commitment fees on the revolving credit facilities are 0.45 0.35 0.50 As of September 30, 2015, there were no outstanding borrowings under the U.S. Revolver, while outstanding borrowings under the Canadian Revolver carried an interest rate equal to the Canadian Prime rate, plus 1.00 3.70 1.00 4.25 Financial covenants under the Credit Facility are as follows: Maximum Consolidated Total Leverage Ratio On the last day of each fiscal quarter, the Company’s Consolidated Total Leverage Ratio (the ratio of outstanding debt to trailing twelve-month earnings before interest, income taxes, depreciation, amortization and stock-based compensation), as more fully defined in the Credit Facility, must not be greater than 3.50:1.0, or 4.00:1.0 under a one-time request by the Company subsequent to an acquisition that meets the requirements under the Credit Facility. At September 30, 2015, this ratio was 1.41:1. Minimum Consolidated Interest Coverage Ratio On the last day of each fiscal quarter, the Company’s Consolidated Interest Coverage Ratio (the ratio of trailing twelve-month earnings before interest, income taxes, depreciation, amortization and stock-based compensation to cash interest expense for the same period), as more fully defined in the Credit Facility, and must not be less than 3.00:1.0. At September 30, 2015, this ratio was 17.05:1. As of September 30, 2015, the Company was in compliance with these covenants. Substantially all of the Company’s assets, including the capital stock and assets of wholly-owned subsidiaries, secure obligations under the Credit Facility. Equipment Financing Facilities As of September 30, 2015, there was a total of $ 25.5 2.33 4.49 Other Information Senior Secured Revolving Credit Equipment Lines of Fiscal year Facility Financing Credit Total 2016 11,250 5,069 11,240 27,559 2017 174,375 4,974 - 179,349 2018 4,223 - 4,223 2019 0 4,336 - 4,336 2020 0 4,300 4,300 Thereafter 0 2,586 - 2,586 Subtotal 185,625 25,488 11,240 222,353 Less current portion 11,250 5,069 11,240 27,559 Total long-term debt $ 174,375 $ 20,419 $ 0 $ 194,794 |
Leases
Leases | 12 Months Ended |
Sep. 30, 2015 | |
Leases [Abstract] | |
Leases | 9. Leases The Company mostly operates in leased facilities, which are accounted for as operating leases. The leases typically provide for a base rent plus real estate taxes. Certain of the leases provide for escalating rents over the lives of the leases and rent expense is recognized over the terms of those leases on a straight-line basis. Operating Year ending September 30, Leases 2016 37,303 2017 31,064 2018 24,382 2019 19,200 2020 13,215 Thereafter 23,939 Total minimum lease payments $ 149,103 Rent expense was $ 39,248 34,854 32,736 |
Stock Options and Restricted St
Stock Options and Restricted Stock Awards | 12 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
Stock-based compensation | 10. Stock Options and Restricted Stock Awards 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 3,537,929 Prior to the 2014 Plan, the Company maintained 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. In 2014, the Company recorded an adjustment of $ 2.4 0.2 9.9 7.4 9.3 Stock Options As of September 30, 2015, there were a total of 2,410,907 1,528,873 20.78 10 5.8 1.56 Year ended September 30, 2015 2014 2013 Risk-free interest rate 1.83 % 1.76 % 0.60 % Expected volatility 31.69 % 44.00 % 43.80 % Expected life in years 5.6 6.0 5.7 Dividend yield - - - 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 and consideration of comparable public companies’ stock. In the event of a change in control of the Company, all outstanding options and restricted stock units outstanding prior to fiscal year ended 2015 will be immediately vested. Beginning in fiscal 2015, options and stock units 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 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 483,479 28.59 Exercised (350,747) 18.46 Canceled (86,036) 29.72 Outstanding at September 30, 2015 2,410,907 $ 24.55 6.3 $ 20.7 Vested or Expected to Vest at September 30, 2015 2,300,160 $ 24.28 6.2 $ 20.4 Exercisable at September 30, 2015 1,528,873 $ 20.78 5.1 $ 18.5 The total fair value of options vested was $ 6.4 6.7 5.8 4.6 7.9 22.0 9.40 15.97 13.42 Restricted Stock Unit Awards As of September 30, 2015, there was $ 7.8 2.20 The total fair values of the restricted stock awards were determined based upon the number of units and the closing prices of the Company’s common stock on the dates of the grants. The restricted stock unit 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 units that will vest can range from 0 125 Weighted- Average Number of Grant Shares Price Outstanding at September 30, 2014 482,076 $ 31.28 Granted 229,265 28.74 Lapse of restrictions/conversions (67,953) 19.88 Canceled (23,389) 21.73 Outstanding at September 30, 2015 619,999 $ 31.95 Vested or Expected to Vest at September 30, 2015 448,924 $ 31.43 The total fair value of restricted stock units vested was $ 2.3 1.2 0.8 |
Benefit Plans
Benefit Plans | 12 Months Ended |
Sep. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Benefit Plans | 11. Benefit Plans The Company maintains defined contribution plans covering all full-time employees of the Company who have 90 21 1 100 50 6 3 4,629 6,003 4,921 The Company also contributes to an external pension fund for certain of its employees who belong to a local union. Annual contributions were $ 135 136 133 |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes Year ended September 30, 2015 2014 2013 Current: Federal $ 17,414 $ 25,988 $ 34,364 Foreign 1,765 1,383 1,895 State 7,579 4,473 8,192 26,758 31,844 44,451 Deferred: Federal 14,798 2,327 3,855 Foreign (657) (648) (493) State 2,868 1,399 1,054 17,009 3,078 4,416 $ 43,767 $ 34,922 $ 48,867 Year ended September 30, 2015 2014 2013 Federal income taxes at statutory rate 35.00 % 35.00 % 35.00 % State income taxes, net of federal benefit 4.63 4.24 4.95 Non-deductible professional fees related to RSG acquisition 2.15 - - Other (0.51) 0.10 0.28 Total 41.27 % 39.34 % 40.23 % Deferred income taxes reflect the tax consequences of temporary differences between the amounts of assets and liabilities for financial reporting purposes and such amounts as measured by tax law. These September 30, September 30, 2015 2014 Deferred tax liabilities: Excess tax over book depreciation and amortization $ (79,924) $ (72,670) Inventory Valuation (2,511) Other (615) (527) (83,050) (73,197) Deferred tax assets: Deferred compensation 11,622 9,095 Allowance for doubtful accounts 569 2,956 Accrued vacation & other 3,515 3,194 Unrealized loss on financial derivatives 844 753 Inventory valuation 0 7,709 16,550 23,707 Net deferred income tax liability $ (66,500) $ (49,490) Net deferred income tax asset (liability) Current $ 2,309 $ 14,610 Net deferred income tax asset (liability) Non-current $ (68,809) $ (64,100) The Company’s Canadian subsidiary, Beacon Roofing Supply Canada Company (“BRSCC”), is treated as a Controlled Foreign Corporation (“CFC”). BRSCC’s taxable income, which reflects all of the Company’s Canadian operations, is being taxed only in Canada and would generally be taxed in the United States only upon an actual or deemed distribution. The Company expects that BRSCC’s earnings will be indefinitely reinvested for the foreseeable future and therefore no United States deferred tax asset or liability for the differences between the book basis and the tax basis of BRSCC has been recorded at September 30, 2015. Unremitted earnings of $ 38.8 22.4 As of September 30, 2015 and 2014, there were no available tax benefits related to foreign tax credit carry-forwards. As of September 30, 2015, goodwill was $ 496,415 322,932 As of September 30, 2015, there was $ 82 Year Ended September 30, 2015 2014 Balance, beginning of year $ 82 $ 364 Current year uncertain tax positions - - Settlements 0 (282) Balance, end of year $ 82 $ 82 The Company has operations in 42 |
Contingencies
Contingencies | 12 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | 13. Contingencies The Company is subject to loss contingencies pursuant to various federal, state and local environmental laws and regulations; however, the Company is not aware of any reasonably possible losses that would have a material impact on its results of operations, financial position, or liquidity. Potential loss contingencies include possible obligations to remove or mitigate the effects on the environment of the placement, storage, disposal or release of certain chemical or other substances by the Company or by other parties. In connection with its acquisitions, the Company has been indemnified for any and all known environmental liabilities as of the respective dates of acquisition. Historically, environmental liabilities have not had a material impact on the Company's results of operations, financial position or liquidity. The Company is subject to litigation from time to time in the ordinary course of business; however the Company does not expect the results, if any, to have a material adverse impact on its results of operations, financial position or liquidity. |
Geographic and Product Data
Geographic and Product Data | 12 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Geographic and Product Data | 14. Geographic and Product Data Year Ended September 30, 2015 2014 2013 Long Long Long Income Lived Income Lived Income Lived Net before Assets, Net before Assets, Net before Assets, Revenues taxes net Revenues taxes net Revenues taxes net U.S. $ 2,331,360 $ 101,956 $ 81,767 $ 2,146,356 $ 86,875 $ 78,609 $ 2,064,135 $ 116,853 $ 58,399 Canada 183,809 4,087 8,638 180,549 1,893 9,956 176,588 4,621 9,260 Total $ 2,515,169 $ 106,043 $ 90,405 $ 2,326,905 $ 88,768 $ 88,565 $ 2,240,723 $ 121,474 $ 67,659 Year Ended September 30, 2015 2014 2013 Residential roofing products $ 1,236,397 $ 1,108,516 $ 1,100,508 Non-residential roofing products 882,970 876,032 822,726 Complementary building products 395,802 342,357 317,489 Total $ 2,515,169 $ 2,326,905 $ 2,240,723 Prior year revenues by product group are presented in a manner consistent with the current year’s product classifications. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 12 Months Ended |
Sep. 30, 2015 | |
Allowance For Doubtful Accounts [Abstract] | |
Allowance for Doubtful Accounts | 15. Allowance for Doubtful Accounts Balance at beginning Provision Balance at Fiscal Year of year Additions Write-offs end of year September 30, 2015 $ 8,510 $ 1,619 $ (3,831) $ 6,298 September 30, 2014 $ 9,832 $ 2,394 $ (3,716) $ 8,510 September 30, 2013 $ 13,464 $ 369 $ (4,001) $ 9,832 |
Financial Derivatives
Financial Derivatives | 12 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Derivatives | 16. Financial Derivatives 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 derivative financial instrument 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 1.38 2.8 185.6 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. Subsequent changes in the fair value of those swaps are also being recognized in interest expense, financing costs and other. Unrealized Losses Location on September 30, September 30, Fair Value Instrument Balance Sheet 2015 2014 Hierarchy (dollars in thousands) Designated interest rate swaps (effective) Accrued expenses $ 2,358 $ 2,124 Level 2 The fair value of the interest rate hedge was determined through the use of a pricing model, which utilizes 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. 2015 2014 2013 (dollars in thousands) Amount of Gain (Loss) Recognized in OCI (net of tax) Designated interest rate swaps $ (138) $ 972 $ 1,399 Non-designated interest rate swaps (reclassified from accumulated OCI) - - - We did not have any gain or loss amounts on the interest rate derivative instruments recognized in interest expense, financing costs, and other for the years ended September 30, 2015 and 2014, and $7,000 in 2013. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events On July 27, 2015, the Company entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) to acquire Roofing Supply Group, LLC (“RSG”), a leading roofing products distributor owned by an investment partnership controlled by Clayton, Dubilier & Rice, LLC and employee stockholders in a cash and stock transaction valued at approximately $ 1.1 On October 1, 2015, the Company completed the RSG acquisition. The aggregate consideration paid by the Company to consummate the acquisition consisted of (i) approximately $ 285.5 9.04 862,400 601.8 300 6.375 450 700 15.2 11.4 186.7 2.4 |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All inter-company transactions have been eliminated. |
Fiscal Year | Fiscal Year The fiscal years presented are the years ended September 30, 2015 (“2015”), September 30, 2014 (“2014”), and September 30, 2013 (“2013”). Each of the Company’s first three quarters ends on the last day of the calendar month. |
Industry Segment Information | Industry Segment Information Based on qualitative and quantitative criteria, the Company has determined that it operates within one reportable segment, which is the wholesale distribution of building materials. Please refer to the “Goodwill” summary below for discussion of the Company’s reporting unit and the related impairment review. |
Cash and Cash Equivalents | 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 are 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. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivables are recorded at invoiced amounts and generally do not bear interest. The allowance for doubtful accounts reflects the Company’s estimate of credit exposure, determined principally on the basis of its collection experience, aging of its receivables and significant individual account credit risk. |
Inventories and Rebates | Inventories and Rebates Inventories, consisting substantially of finished goods, are valued at the lower of cost or market (net realizable value). Cost is determined using the moving weighted-average cost method. The Company’s arrangements with vendors typically provide for rebates after it makes a special purchase and/or monthly, quarterly and/or annual rebates of a specified amount of consideration payable when a number of measures have been achieved. Annual rebates are generally related to a specified cumulative level of purchases on a calendar-year basis. The Company accounts for such rebates as a reduction of the inventory value until the product is sold, at which time such rebates reduce cost of sales in the consolidated statements of operations. Throughout the year, the Company estimates the amount of the periodic rebates based upon the expected level of purchases. The Company continually revises these estimates to reflect actual rebates earned based on actual purchase levels. Amounts due from vendors under these arrangements as of September 30, 2015 and September 30, 2014 totaled $ 76.8 58.4 |
Property and Equipment | Property and Equipment Property and equipment acquired in connection with acquisitions are recorded at fair value as of the date of the acquisition and depreciated utilizing the straight-line method over the estimated remaining lives. Asset Class Estimated Useful Life Buildings and improvements 40 years Equipment 3 to 7 years Furniture and fixtures 7 years Leasehold improvements In accordance with its policy, the Company reviews the estimated useful lives of its fixed assets on an ongoing basis. This review indicated that the actual lives of certain distribution fleet equipment were longer than the estimated useful lives used for depreciation purposes in the Company’s financial statements. As a result, effective January 1, 2014, the Company changed its estimates of the useful lives of its distribution fleet equipment (included in the equipment asset class) to better reflect the estimated periods during which these assets will remain in service. The estimated useful lives of the Company’s distribution fleet equipment that previously averaged five years were adjusted to an average of seven years. The effect of this change in estimate was to reduce 2014 depreciation expense by $ 3.1 1.9 0.04 |
Business Combinations | Business Combinations We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing certain intangible assets include future expected cash flows from customer relationships and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. Other estimates associated with the accounting for acquisitions may change as additional information becomes available regarding the assets acquired and liabilities assumed. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when the following four basic criteria are met: · persuasive evidence of an arrangement exists; · delivery has occurred or services have been rendered; · the price to the buyer is fixed and determinable; and · collectability is reasonability assured. Based on these criteria, the Company generally recognizes revenue at the point of sale or upon delivery to the customer site. For goods shipped by third party carriers, the Company recognizes revenue upon shipment since the terms are generally FOB shipping point. The Company also arranges for certain products to be shipped directly from the manufacturer to the customer. The Company recognizes the gross revenue for these sales upon shipment as the terms are FOB shipping point. The Company also provides certain job site delivery services, which include crane rentals and rooftop deliveries of certain products, for which the associated revenues are recognized upon completion of the services. These revenues represent less than 1 All revenues recognized are net of sales taxes collected, allowances for discounts and estimated returns. Sales taxes collected are subsequently remitted to the appropriate government authorities. |
Shipping and Handling Costs | Shipping and Handling Costs The Company classifies shipping and handling costs, consisting of driver wages and vehicle expenses, as operating expenses in the accompanying consolidated statements of operations. Shipping and handling costs were approximately $ 120.8 111.6 103.5 |
Financial Derivatives | Financial Derivatives The Company enters into interest rate swaps to minimize the risks and costs associated with financing activities, as well as to maintain an appropriate mix of fixed-rate and floating-rate debt. The swap agreements are contracts to exchange variable-rate for fixed-interest rate payments over the life of the agreements. The Company's current derivative instruments are designated as cash flow hedges, for which the Company records the effective portions of changes in their fair value, net of tax, in other comprehensive income. The Company recognizes any ineffective portion of the hedges in earnings through interest expense, financing costs and other. |
Concentrations of Risk | Concentrations of Risk Financial instruments, which potentially subject the Company to concentration of credit risk, consist principally of accounts receivable. The Company’s accounts receivable are primarily from customers in the building industry located in the United States and Canada. Concentration of credit risk with respect to accounts receivable is limited due to the large number of customers comprising the Company’s customer base. The Company performs credit evaluations of its customers; however, the Company’s policy is not to require collateral. At September 30, 2015 and 2014, the Company had no significant concentrations of credit risk. The Company purchases a major portion of its products from a small number of vendors. Approximately two-thirds of the Company’s total cost of inventory purchases was made from 19 12 11 |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Impairment losses are required to be recorded on long-lived assets when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying value. If such assets are considered to be impaired, the impairment to be recognized is the total by which the carrying value exceeds the fair value of the assets. |
Amortizable and Other Intangible Assets | Amortizable and Other Intangible Assets The Company amortizes its identifiable intangible assets, currently consisting of non-compete agreements and customer relationships because these assets have finite lives. Non-compete agreements are amortized on a straight-line basis over the terms of the associated contractual agreements; customer relationship assets are amortized on an accelerated basis based on the expected cash flows generated by the existing customers; and deferred financing costs are amortized over the lives of the associated financings using the effective interest method. Certain trademarks are not amortized because they have indefinite lives. The Company evaluates its trademarks for impairment on an annual basis based on the fair value of the underlying assets. The Company applied the provisions of Accounting Standards No. 2012-02, IntangiblesGoodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment, Based on management’s evaluation performed as of August 31, 2015, the Company concluded that there were no indicators of impairment and therefore it was more likely than not that the fair value of the goodwill and indefinite-lived intangible assets exceeded the net carrying amount and there was no reason to perform the two-step impairment test. For the evaluation of trademarks, the main factor reviewed was the revenue base, which was relied upon in applying the royalty savings method at inception, to be derived from covered product sales made under the trademarks. The Company also reviewed the latest projected revenues. In addition, there have been no specific events or circumstances that management believes have negatively affected the value of the trademarks. |
Goodwill | Goodwill The Company tests goodwill for impairment in the fourth quarter of each fiscal year or at any other time when impairment indicators exist. Examples of such indicators include a significant change in the business climate, unexpected competition, loss of key personnel or a decline in the Company’s market capitalization below the Company’s net book value. The Company performs a qualitative assessment based on economic, industry and company-specific factors as the initial step in the annual goodwill impairment test for all or selected reporting units. Based on the results of the qualitative assessment, the Company is only required to perform Step 1 of the annual impairment test for a reporting unit if the company concludes that it is more likely than not that the unit’s fair value is less than its carrying amount. To the extent the Company concludes it is more likely than not that a reporting unit’s fair value is less than its carrying amount, the two-step approach is applied. The first step would require a comparison of each reporting unit’s fair value to the respective carrying value. If the carrying value exceeds the fair value, a second step is performed to measure the amount of impairment loss, if any. The Company assesses goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a component (i.e. a business for which discrete financial information is available and regularly reviewed by component managers). The Company currently has five components which it evaluates for aggregation. The Company evaluates the distribution methods, sales mix, and operating results of each of its components to determine if these characteristics have or will be sustained over a long-term basis. For purposes of this evaluation, the Company would expect its components to exhibit similar economic characteristics 3 5 Based on the Company’s evaluation at August 31, 2015, it was determined that all of the Company’s components exhibited similar economic characteristics and therefore the components were aggregated into a single reporting unit (collectively the “Reporting Unit”). The Company concluded that the fair value of the Reporting Unit has more likely than not exceeded its respective carrying value at the goodwill measurement date. This position is consistent with the 2015 operating results in which sales for the Reporting Unit exceeded those in the prior year by 8.1 12.8 106 73 140 Lastly, there have been no events or circumstances since the date of the above assessments that would change the Company’s conclusion. If circumstances change or events occur to indicate it is more likely than not that the fair value of the Reporting Unit (under the guidelines discussed above) has fallen below its carrying values, the Company would test such Reporting Unit for impairment. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for employee and non-employee director stock-based compensation using the fair value method of accounting. Compensation cost arising from stock options and restricted stock awards granted to employees and non-employee directors is recognized using the straight-line method over the vesting period, which represents the requisite service or performance period. In calculating the expense related to stock-based compensation, the Company estimates option forfeitures and projects the number of restricted shares and units that are expected to vest . The Company recorded stock-based compensation expense of $ 9.9 5.8 0.12 7.4 4.5 0.09 9.3 5.6 0.11 24.3 |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) September 30, September 30, 2015 2014 Foreign currency translation adjustment $ (19,293) $ (5,290) Unrealized loss on financial derivatives (2,344) (2,130) Tax effect 917 841 Unrealized loss on financial derivatives, net (1,427) (1,289) Accumulated other comprehensive (loss) gain $ (20,720) $ (6,579) |
Net Income per Share | 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. 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 conversion of restricted stock units. Year Ended September 30, 2015 2014 2013 Weighted-average common shares outstanding for basic 49,578,130 49,227,466 48,472,240 Effect of dilutive securities: Stock option awards 481,039 605,487 814,802 Restricted share awards 114,309 114,746 98,293 Weighted-average shares assuming dilution 50,173,478 49,947,699 49,385,335 Year Ended September 30, 2015 2014 2013 Stock options awards 1,313,689 925,003 1,558,114 Restricted stock awards 21,321 137,091 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Financial instruments consist mainly of cash and cash equivalents, accounts receivable, accounts payable, borrowings under the Company’s revolving lines of credit, equipment financing facilities, financial derivatives and long-term debt. Except for the financial derivatives and long-term debt, these instruments are short-term in nature and their carrying amounts approximate their fair value. With respect to the long-term debt, we believe that the fair values of these obligations, including current maturities, approximate their carrying values based on their effective interest rates compared to current market rates. See Note 16 for disclosures of the Company’s financial derivatives that are recorded at fair value. |
Income Taxes | Income Taxes The Company accounts for income taxes using the liability method, which requires it to recognize a current tax liability or asset for current taxes payable or refundable and a deferred tax liability or asset for the estimated future tax effects of temporary differences between the financial statement and tax reporting bases of assets and liabilities to the extent that they are realizable. Deferred tax expense (benefit) results from the net change in deferred tax assets and liabilities during the year. FASB ASC Topic 740 prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Based on this guidance, the Company analyzes its filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. Tax benefits from uncertain tax positions are recognized if it is more likely than not that the position is sustainable based solely on its technical merits. |
Foreign Currency Translation | Foreign Currency Translation The assets and liabilities of the Company’s Canadian operations are translated into United States dollars at current exchange rates as of the balance sheet date, and revenues and expenses are translated at average monthly exchange rates. Net unrealized translation gains or losses associated with the Canadian net assets are recorded directly to a separate component of stockholders’ equity. Realized gains and losses from foreign currency transactions were not material for any of the periods presented. The Company has inter-company receivables from the Company’s Canadian subsidiary, for which the short-term portion is marked to market each period with a corresponding entry recorded as a component of the consolidated statement of operations. Since repayment of the long-term portion is not planned or anticipated in the foreseeable future, the long-term balances are marked to market each period with a corresponding entry recorded as a separate component of stockholders’ equity. |
Recent Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes the revenue recognition requirements in ASC 605, “Revenue Recognition”. ASU 2014-09 clarifies the principles for recognizing revenue and to develop a common revenue standard for GAAP and International Financial Reporting Standards. The core principle of this updated guidance is that an entity should recognize revenue to depict the transfer of 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. The new rule also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods therein, which is effective for the Company beginning October 1, 2018, the first day of the Company’s 2019 fiscal year. The Company is currently evaluating the impact of this accounting guidance and does not expect any significant impact on its consolidated financial statements. In August 2014, the FASB issued Accounting Standards Update 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 requires management to evaluate whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued or are available to be issued. This ASU also requires management to disclose certain information depending on the results of the going concern evaluation. The provisions of this ASU are effective for annual periods ending after December 15, 2016, including interim reporting periods therein, which are effective for the Company beginning October 1, 2016, the first day of the Company’s 2017 fiscal year. The Company is currently evaluating the impact of this accounting guidance and does not expect any significant impact on its consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2015, and early adoption is permitted. The provisions of ASU 2015-03 are not expected to have a material effect on the Company’s financial condition. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory (“ASU 2015-11”), which applies to inventory valued at first-in, first-out (FIFO) or average cost. ASU 2015-11 requires inventory to be measured at the lower of cost and net realizable value, rather than at the lower of cost or market. ASU 2015-11 is effective on a prospective basis for annual periods, including interim reporting periods within those periods, beginning after December 15, 2016. The Company reports inventory on an average-cost basis and thus will be required to adopt the standard; however, the provisions of ASU 2015-11 are not expected to have a material effect on the Company’s financial condition. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments (“ASU 2015-16”). ASU 2015-16 eliminates the requirement to restate prior period financial statements for measurement period adjustments. The new guidance requires that the cumulative impact of a measurement period adjustment (including the impact on prior periods) be recognized in the reporting period in which the adjustment is identified. In addition, separate presentation on the face of the income statement or disclosure in the notes is required regarding the portion of the adjustment recorded in the current period earnings, by line item, that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 is to be applied prospectively for measurement period adjustments that occur after the effective date. ASU 2015-16 is effective for annual reporting periods, including interim reporting periods within those periods, beginning after December 15, 2015, and early adoption is permitted and the Company intends to adopt in fiscal year 2016. Since it is prospective, the impact of ASU 2015-16 on the Company’s financial condition and earnings will depend upon the nature of any measurement period adjustments identified in future periods. |
Summary of Significant Accoun27
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Property and Equipment Estimated Useful life | All other additions are recorded at cost, and depreciation is computed using the straight-line method over the following estimated useful lives: Asset Class Estimated Useful Life Buildings and improvements 40 years Equipment 3 to 7 years Furniture and fixtures 7 years Leasehold improvements |
Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive income (loss) consisted of the following: September 30, September 30, 2015 2014 Foreign currency translation adjustment $ (19,293) $ (5,290) Unrealized loss on financial derivatives (2,344) (2,130) Tax effect 917 841 Unrealized loss on financial derivatives, net (1,427) (1,289) Accumulated other comprehensive (loss) gain $ (20,720) $ (6,579) |
Calculation of Weighted Average Shares Outstanding | The following table reflects the calculation of weighted average shares outstanding for each period presented: Year Ended September 30, 2015 2014 2013 Weighted-average common shares outstanding for basic 49,578,130 49,227,466 48,472,240 Effect of dilutive securities: Stock option awards 481,039 605,487 814,802 Restricted share awards 114,309 114,746 98,293 Weighted-average shares assuming dilution 50,173,478 49,947,699 49,385,335 |
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. Year Ended September 30, 2015 2014 2013 Stock options awards 1,313,689 925,003 1,558,114 Restricted stock awards 21,321 137,091 |
Goodwill, Intangibles and Oth28
Goodwill, Intangibles and Other Assets (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
GoodWill Intangible Assets And Other Assets [Abstract] | |
Summary of Changes in goodwill | A summary of changes in the Company’s goodwill during the years ended September 30, 2015 and 2014 is as follows (in thousands): Translation and Translation and Other September 30, 2013 Acquisitions Dispositions Other Adjustments September 30, 2014 Acquisitions Dispositions Adjustments September 30, 2015 Goodwill 469,203 - - (2,997) 466,206 34,465 - (4,256) 496,415 |
Intangibles and Other Assets, Included in Other Long-term Assets | Intangibles and other assets, included in other long-term assets, consisted of the following: Weighted Average September 30, September 30, Remaining 2015 2014 Life Amortizable intangible assets: Non-compete agreements $ 2,824 $ 2,824 4.25 Customer relationships 191,852 162,599 15.10 Trademarks 1,100 4.28 Beneficial lease arrangements 610 610 196,386 166,033 Less: accumulated amortization (119,081) (101,727) 77,305 64,306 Amortizable other assets: Deferred financing costs 8,134 5,550 1.52 Less: accumulated amortization (3,959) (3,056) 4,175 2,494 Indefinite-lived trademarks 9,750 9,750 Other assets 1,233 4,237 Total other assets, net $ 92,463 $ 80,787 |
Estimated Future Annual Amortization | Estimated future annual amortization for the above intangible assets as of September 30, 2015 is as follows: Future Year ending September 30, Amortization 2016 13,235 2017 12,389 2018 10,312 2019 8,396 2020 6,905 Thereafter 26,068 Total future amortization $ 77,305 |
Prepaid Expenses and Other Cu29
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Prepaid Expenses and Other Current Assets [Abstract] | |
Schedule of Other Current Assets | The significant components of prepaid expenses and other current assets were as follows: September 30, September 30, 2015 2014 Vendor rebates $ 76,826 $ 58,363 Other 21,102 8,465 $ 97,928 $ 66,828 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and equipment, net, consisted of the following: September 30, September 30, 2015 2014 Land $ 3,201 $ 3,300 Buildings and leasehold improvements 28,757 28,148 Equipment 189,739 178,123 Furniture and fixtures 15,762 15,606 237,459 225,177 Less: accumulated depreciation and amortization (147,054) (136,612) $ 90,405 $ 88,565 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | The significant components of accrued expenses were as follows: September 30, September 30, 2015 2014 Uninvoiced inventory receipts $ 37,501 $ 23,744 Employee-related accruals 31,836 24,463 Other 55,457 32,078 $ 124,794 $ 80,285 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Financing arrangements consisted of the following: September 30, September 30, 2015 2014 Senior Secured Credit Facility Revolving Lines of Credit: Canadian revolver-expires March 31, 2017 (effective rate on borrowings 3.70% at September 30, 2015 and 4.00% at September 30, 2014 $ 11,240 $ 10,714 U.S. Revolver-expires March 31, 2017 (effective rate on borrowings of 0.00% at September 30, 2015 and 4.25% at September 30, 2014) 0 7,800 Term Loan: Term Loan-matures March 31, 2017 (4.25% at September 30, 2015 and 2.15% on September 30, 2014) 185,625 196,875 Total borrowings under Senior Secured Credit Facility 196,865 215,389 Less: current portion (22,490) (29,764) Total long-term portion of borrowings under Senior Secured Credit Facility $ 174,375 $ 185,625 Equipment Financing Facilities Borrowings under various equipment financing facilities-various maturities through September 2021 (various fixed interest rates ranging from 2.33% to 4.49% at September 30, 2015, and various fixed interest rates ranging from 2.33% to 4.60% at September 30, 2014) $ 25,488 $ 30,966 Less: current portion (5,069) (5,352) Total long-term portion of borrowings under equipment financing facilities $ 20,419 $ 25,614 |
Schedule of Maturities of Long-term Debt | Annual principal payments for all outstanding borrowings for each of the next five years and thereafter as of September 30, 2015 were as follows: Senior Secured Revolving Credit Equipment Lines of Fiscal year Facility Financing Credit Total 2016 11,250 5,069 11,240 27,559 2017 174,375 4,974 - 179,349 2018 4,223 - 4,223 2019 0 4,336 - 4,336 2020 0 4,300 4,300 Thereafter 0 2,586 - 2,586 Subtotal 185,625 25,488 11,240 222,353 Less current portion 11,250 5,069 11,240 27,559 Total long-term debt $ 174,375 $ 20,419 $ 0 $ 194,794 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Leases [Abstract] | |
Leases | At September 30, 2015, the minimum rental commitments under all non-cancelable operating leases with initial or remaining terms of more than one year were as follows: Operating Year ending September 30, Leases 2016 37,303 2017 31,064 2018 24,382 2019 19,200 2020 13,215 Thereafter 23,939 Total minimum lease payments $ 149,103 |
Stock Options and Restricted 34
Stock Options and Restricted Stock Awards (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
Fair Values of Options, Black-Scholes Option-Pricing Model, Weighted-Average Assumptions | The fair values of the options were estimated on the dates of grants using the Black-Scholes option-pricing model with the following weighted-average assumptions: Year ended September 30, 2015 2014 2013 Risk-free interest rate 1.83 % 1.76 % 0.60 % Expected volatility 31.69 % 44.00 % 43.80 % Expected life in years 5.6 6.0 5.7 Dividend yield - - - |
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 483,479 28.59 Exercised (350,747) 18.46 Canceled (86,036) 29.72 Outstanding at September 30, 2015 2,410,907 $ 24.55 6.3 $ 20.7 Vested or Expected to Vest at September 30, 2015 2,300,160 $ 24.28 6.2 $ 20.4 Exercisable at September 30, 2015 1,528,873 $ 20.78 5.1 $ 18.5 |
Restricted Shares and Units Outstanding and Activity During the Period | Information regarding the Company’s restricted stock units is summarized below: Weighted- Average Number of Grant Shares Price Outstanding at September 30, 2014 482,076 $ 31.28 Granted 229,265 28.74 Lapse of restrictions/conversions (67,953) 19.88 Canceled (23,389) 21.73 Outstanding at September 30, 2015 619,999 $ 31.95 Vested or Expected to Vest at September 30, 2015 448,924 $ 31.43 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule Of Income Tax Provision | The income tax provision consisted of the following: Year ended September 30, 2015 2014 2013 Current: Federal $ 17,414 $ 25,988 $ 34,364 Foreign 1,765 1,383 1,895 State 7,579 4,473 8,192 26,758 31,844 44,451 Deferred: Federal 14,798 2,327 3,855 Foreign (657) (648) (493) State 2,868 1,399 1,054 17,009 3,078 4,416 $ 43,767 $ 34,922 $ 48,867 |
Principal Reason for the Difference Between Effective Income Tax Rate and the Statutory Federal Income | The following table shows the principal reasons for the differences between the effective income tax rate and the statutory federal income tax rate: Year ended September 30, 2015 2014 2013 Federal income taxes at statutory rate 35.00 % 35.00 % 35.00 % State income taxes, net of federal benefit 4.63 4.24 4.95 Non-deductible professional fees related to RSG acquisition 2.15 - - Other (0.51) 0.10 0.28 Total 41.27 % 39.34 % 40.23 % |
Components of the Company's Deferred Taxes | temporary differences are determined according to ASC 740 Income Taxes. Temporary differences that give rise to deferred tax assets and liabilities are as follows (in thousands): September 30, September 30, 2015 2014 Deferred tax liabilities: Excess tax over book depreciation and amortization $ (79,924) $ (72,670) Inventory Valuation (2,511) Other (615) (527) (83,050) (73,197) Deferred tax assets: Deferred compensation 11,622 9,095 Allowance for doubtful accounts 569 2,956 Accrued vacation & other 3,515 3,194 Unrealized loss on financial derivatives 844 753 Inventory valuation 0 7,709 16,550 23,707 Net deferred income tax liability $ (66,500) $ (49,490) Net deferred income tax asset (liability) Current $ 2,309 $ 14,610 Net deferred income tax asset (liability) Non-current $ (68,809) $ (64,100) |
Reconciliation of the Beginning and Ending Amounts of Gross Unrecognized Income Tax Benefits | A reconciliation of the beginning and ending amounts of the gross unrecognized income tax benefits is as follows: Year Ended September 30, 2015 2014 Balance, beginning of year $ 82 $ 364 Current year uncertain tax positions - - Settlements 0 (282) Balance, end of year $ 82 $ 82 |
Geographic and Product Data (Ta
Geographic and Product Data (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule Of Geographic And Product Information | The Company’s geographic and product information was as follows: Year Ended September 30, 2015 2014 2013 Long Long Long Income Lived Income Lived Income Lived Net before Assets, Net before Assets, Net before Assets, Revenues taxes net Revenues taxes net Revenues taxes net U.S. $ 2,331,360 $ 101,956 $ 81,767 $ 2,146,356 $ 86,875 $ 78,609 $ 2,064,135 $ 116,853 $ 58,399 Canada 183,809 4,087 8,638 180,549 1,893 9,956 176,588 4,621 9,260 Total $ 2,515,169 $ 106,043 $ 90,405 $ 2,326,905 $ 88,768 $ 88,565 $ 2,240,723 $ 121,474 $ 67,659 |
Schedule Of Net Revenues From External Customers By Product Group | Net revenues from external customers by product group were as follows: Year Ended September 30, 2015 2014 2013 Residential roofing products $ 1,236,397 $ 1,108,516 $ 1,100,508 Non-residential roofing products 882,970 876,032 822,726 Complementary building products 395,802 342,357 317,489 Total $ 2,515,169 $ 2,326,905 $ 2,240,723 |
Allowance for Doubtful Accoun37
Allowance for Doubtful Accounts (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Allowance For Doubtful Accounts [Abstract] | |
Allowance for Doubtful Accounts | The activity in the allowance for doubtful accounts consisted of the following: Balance at beginning Provision Balance at Fiscal Year of year Additions Write-offs end of year September 30, 2015 $ 8,510 $ 1,619 $ (3,831) $ 6,298 September 30, 2014 $ 9,832 $ 2,394 $ (3,716) $ 8,510 September 30, 2013 $ 13,464 $ 369 $ (4,001) $ 9,832 |
Financial Derivatives (Tables)
Financial Derivatives (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Interest Rate Derivative Instruments | The Company records any differences paid or received on its interest rate hedges as adjustments to interest expense, financing costs and other. The table below presents the combined fair values of the interest rate derivative instruments: Unrealized Losses Location on September 30, September 30, Fair Value Instrument Balance Sheet 2015 2014 Hierarchy (dollars in thousands) Designated interest rate swaps (effective) Accrued expenses $ 2,358 $ 2,124 Level 2 |
Schedule of Interest Rate Derivatives | The table below presents the amounts of gain (loss) on the interest rate derivative instrument recognized in other comprehensive income (OCI): 2015 2014 2013 (dollars in thousands) Amount of Gain (Loss) Recognized in OCI (net of tax) Designated interest rate swaps $ (138) $ 972 $ 1,399 Non-designated interest rate swaps (reclassified from accumulated OCI) - - - |
Summary of Significant Accoun39
Summary of Significant Accounting Policies (Details) | 12 Months Ended |
Sep. 30, 2015 | |
Building and Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 40 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 7 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. |
Maximum [Member] | Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 7 years |
Minimum [Member] | Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 3 years |
Summary of Significant Accoun40
Summary of Significant Accounting Policies (Details 1) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Foreign currency translation adjustment | $ (19,293) | $ (5,290) |
Unrealized loss on financial derivatives | (2,344) | (2,130) |
Tax effect | 917 | 841 |
Unrealized loss on financial derivatives, net | (1,427) | (1,289) |
Accumulated other comprehensive (loss) gain | $ (20,720) | $ (6,579) |
Summary of Significant Accoun41
Summary of Significant Accounting Policies (Details 2) - shares | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Weighted-average common shares outstanding for basic | 49,578,130 | 49,227,466 | 48,472,240 |
Effect of dilutive securities: | |||
Weighted-average shares assuming dilution | 50,173,478 | 49,947,699 | 49,385,335 |
Stock Options Awards | |||
Effect of dilutive securities: | |||
Weighted Average Number Diluted Shares Outstanding Adjustment | 481,039 | 605,487 | 814,802 |
Restricted Share Awards | |||
Effect of dilutive securities: | |||
Weighted Average Number Diluted Shares Outstanding Adjustment | 114,309 | 114,746 | 98,293 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies (Details 3) - shares | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Stock Options Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,313,689 | 925,003 | 1,558,114 |
Restricted Stock Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 21,321 | 137,091 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies (Additional Information) (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Sep. 30, 2015USD ($)$ / shares | Sep. 30, 2014USD ($)$ / shares | Sep. 30, 2013USD ($)$ / shares | Aug. 31, 2015 | Aug. 31, 2014 | Aug. 31, 2013 | |
Significant Accounting Policies [Line Items] | ||||||||
Amounts due from vendors due to rebate arrangements | $ 58,400 | $ 76,800 | $ 58,400 | |||||
Shipping and handling costs | 120,800 | 111,600 | $ 103,500 | |||||
Stock-based compensation | $ 200 | $ 2,400 | 9,936 | 7,422 | 9,266 | |||
Stock-based compensation expense, net of tax | $ 5,800 | $ 4,500 | $ 5,600 | |||||
Stock-based compensation expense per basic and diluted shares | $ / shares | $ 0.12 | $ 0.09 | $ 0.11 | |||||
Excess tax benefit for potential deferred tax write-off previously recognized in stock based compensation | $ 24,300 | |||||||
Sales for Aggregated Reporting Unit that exceeded prior year, percentage | 8.10% | |||||||
Gross Profit Increase Decrease For Aggregated Reporting Unit Percentage | 12.80% | |||||||
Percentage Increase In Market Capitalization Over Carrying Value | 106.00% | 73.00% | 140.00% | |||||
Depreciation, Depletion and Amortization | $ 3,100 | |||||||
Increase In Net Income Effect of Depreciation Expenses | $ 1,900 | |||||||
Increase In Basic And Diluted Earnings Per Share Effect of Depreciation Expenses | $ / shares | $ 0.04 | |||||||
Supplier Concentration Risk [Member] | Cost of Goods, Total [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Number of vendors | 12 | 19 | 12 | 11 | ||||
Major Supplier Concentration Risk [Member] | Cost of Goods, Total [Member] | Maximum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Job site delivery service revenues as a percentage of Sales | 1.00% | |||||||
Goodwill impairment test period | 5 years | |||||||
Major Supplier Concentration Risk [Member] | Cost of Goods, Total [Member] | Minimum [Member] | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Goodwill impairment test period | 3 years |
Goodwill, Intangibles and Oth44
Goodwill, Intangibles and Other Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Goodwill, Beginning balance | $ 466,206 | $ 469,203 |
Acquisitions | 34,465 | 0 |
Dispositions | 0 | 0 |
Translation and Other Adjustments | (4,256) | (2,997) |
Goodwill, Ending balance | $ 496,415 | $ 466,206 |
Goodwill, Intangibles and Oth45
Goodwill, Intangibles and Other Assets (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
GoodWill Intangible Assets And Other Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 196,386 | $ 166,033 |
Less: accumulated amortization | (119,081) | (101,727) |
Finite-Lived Intangible Assets, Net, Total | 77,305 | 64,306 |
Deferred Finance Costs, Net [Abstract] | ||
Deferred financing costs | 8,134 | 5,550 |
Less: accumulated amortization | (3,959) | (3,056) |
Deferred Finance Costs, Net, Total | $ 4,175 | 2,494 |
Amortization Period Of Deferred Financing Cost | 1 year 6 months 7 days | |
Indefinite-lived trademarks | $ 9,750 | 9,750 |
Other assets | 1,233 | 4,237 |
Total other assets, net | 92,463 | 80,787 |
Noncompete Agreements [Member] | ||
GoodWill Intangible Assets And Other Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 2,824 | 2,824 |
Finite-Lived Intangible Asset, Useful Life | 4 years 3 months | |
Customer Relationships [Member] | ||
GoodWill Intangible Assets And Other Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 191,852 | 162,599 |
Finite-Lived Intangible Asset, Useful Life | 15 years 1 month 6 days | |
Trademarks [Member] | ||
GoodWill Intangible Assets And Other Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 1,100 | |
Finite-Lived Intangible Asset, Useful Life | 4 years 3 months 11 days | |
Beneficial Lease Arrangements [Member] | ||
GoodWill Intangible Assets And Other Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 610 | $ 610 |
Goodwill, Intangibles and Oth46
Goodwill, Intangibles and Other Assets (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Year ending September 30, | ||
2,016 | $ 13,235 | |
2,017 | 12,389 | |
2,018 | 10,312 | |
2,019 | 8,396 | |
2,020 | 6,905 | |
Thereafter | 26,068 | |
Total future amortization | $ 77,305 | $ 64,306 |
Goodwill, Intangibles and Oth47
Goodwill, Intangibles and Other Assets - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
GoodWill Intangible Assets And Other Assets [Line Items] | |||
Amortization of Intangible Assets | $ 16.2 | $ 14.1 | $ 15.1 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 14 years 7 months 6 days | ||
Minimum [Member] | |||
GoodWill Intangible Assets And Other Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 1 year | ||
Maximum [Member] | |||
GoodWill Intangible Assets And Other Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 20 years |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Millions | Jun. 01, 2015 | Oct. 15, 2014 | Oct. 02, 2014 | Sep. 30, 2015 |
Business Acquisition [Line Items] | ||||
Business Acquisitions Purchase Price Allocation Goodwill Amount | $ 34.5 | |||
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 |
Prepaid Expenses and Other Cu49
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Deferred Costs Capitalized Prepaid And Other Assets [Line Items] | ||
Vendor rebates | $ 76,826 | $ 58,363 |
Other | 21,102 | 8,465 |
Prepaid Expense and Other Assets, Current | $ 97,928 | $ 66,828 |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 237,459 | $ 225,177 | |
Less: accumulated depreciation and amortization | (147,054) | (136,612) | |
Property, Plant and Equipment, Net, Total | 90,405 | 88,565 | $ 67,659 |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 3,201 | 3,300 | |
Buildings And Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 28,757 | 28,148 | |
Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 189,739 | 178,123 | |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 15,762 | $ 15,606 |
Property and Equipment, net - A
Property and Equipment, net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 18.7 | $ 16.2 | $ 16.4 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Schedule Of Accrued Liabilities [Line Items] | ||
Uninvoiced inventory receipts | $ 37,501 | $ 23,744 |
Employee-related accruals | 31,836 | 24,463 |
Other | 55,457 | 32,078 |
Accrued Liabilities, Current | $ 124,794 | $ 80,285 |
Financing Arrangements (Details
Financing Arrangements (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Total borrowings under Senior Secured Credit Facility | $ 196,865 | $ 215,389 |
Less: current portion | (22,490) | (29,764) |
Total long-term portion of borrowings under Senior Secured Credit Facility | 174,375 | 185,625 |
Total | 222,353 | |
Less: current portion | (27,559) | |
Total long-term portion of borrowings under equipment financing facilities | 194,794 | |
Canadian Revolver | ||
Total borrowings under Senior Secured Credit Facility | 11,240 | 10,714 |
US Revolver | ||
Total borrowings under Senior Secured Credit Facility | 0 | 7,800 |
Term Loan | ||
Total borrowings under Senior Secured Credit Facility | 185,625 | 196,875 |
Equipment Financing Facilities | ||
Total | 25,488 | 30,966 |
Less: current portion | (5,069) | (5,352) |
Total long-term portion of borrowings under equipment financing facilities | $ 20,419 | $ 25,614 |
Financing Arrangements (Detai54
Financing Arrangements (Details) (Parenthetical) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Canadian Revolver [Member] | ||
Line of Credit Facility, Interest Rate at Period End | 3.70% | 4.00% |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |
US Revolver [Member] | ||
Line of Credit Facility, Interest Rate at Period End | 0.00% | 4.25% |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |
Term Loan [Member] | ||
Line of Credit Facility, Interest Rate at Period End | 4.25% | 2.15% |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |
Equipment Financing Facilities [Member] | Maximum [Member] | ||
Line of Credit Facility, Interest Rate at Period End | 4.49% | 4.60% |
Equipment Financing Facilities [Member] | Minimum [Member] | ||
Line of Credit Facility, Interest Rate at Period End | 2.33% | 2.33% |
Financing Arrangements (Detai55
Financing Arrangements (Details 1) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
2,016 | $ 27,559 | |
2,017 | 179,349 | |
2,018 | 4,223 | |
2,019 | 4,336 | |
2,020 | 4,300 | |
Thereafter | 2,586 | |
Subtotal | 222,353 | |
Less current portion | 27,559 | |
Total long-term debt | 194,794 | |
Senior Secured Credit Facility [Member] | ||
2,016 | 11,250 | |
2,017 | 174,375 | |
2,019 | 0 | |
2,020 | 0 | |
Thereafter | 0 | |
Subtotal | 185,625 | |
Less current portion | 11,250 | |
Total long-term debt | 174,375 | |
Equipment Financing Facilities [Member] | ||
2,016 | 5,069 | |
2,017 | 4,974 | |
2,018 | 4,223 | |
2,019 | 4,336 | |
2,020 | 4,300 | |
Thereafter | 2,586 | |
Subtotal | 25,488 | $ 30,966 |
Less current portion | 5,069 | 5,352 |
Total long-term debt | 20,419 | $ 25,614 |
Revolving Credit Facility [Member] | ||
2,016 | 11,240 | |
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
Thereafter | 0 | |
Subtotal | 11,240 | |
Less current portion | 11,240 | |
Total long-term debt | $ 0 |
Financing Arrangements (Additio
Financing Arrangements (Additional Information) (Details) CAD in Millions, $ in Millions | 12 Months Ended | ||||||
Sep. 30, 2015USD ($) | Sep. 30, 2014 | Oct. 01, 2015USD ($) | Sep. 30, 2015CAD | Sep. 30, 2012USD ($) | Apr. 05, 2012USD ($) | Apr. 05, 2012CAD | |
Long-term Line of Credit | $ 550 | ||||||
Line of Credit Facility, Interest Rate Description | higher of the Prime Rate, or the Federal Funds Rate plus 0.50%, plus a margin above that rate. | ||||||
Line Of Credit Facility Rate Descriptions | higher of the Canadian Prime Rate, or the annual rate of interest equal to the sum of the CDOR rate plus 1.00%, plus a margin above that rate | ||||||
Percentage Of Amortization Of Term Loan | 5.00% | ||||||
Line Of Credit Facility Additional Borrowing Capacity | $ 200 | ||||||
Line of Credit Facility, Interest Rate During Period | 2.00% | ||||||
Line of credit facility, unused fees | 0.45% | ||||||
Amortization Frequency | quarterly | ||||||
Revolving Credit Facility [Member] | |||||||
Long-term Line of Credit | 325 | ||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||||||
Long-term Line of Credit | $ 700 | ||||||
Letter of Credit [Member] | |||||||
Long-term Line of Credit | 20 | ||||||
Term Loan [Member] | |||||||
Long-term Line of Credit | $ 185.6 | 225 | |||||
Consolidated Total Leverage Ratio [Member] | |||||||
Line of Credit Facility, Interest Rate During Period | 1.00% | ||||||
Standby Letters of Credit [Member] | |||||||
Long-term Line of Credit | $ 4.9 | ||||||
Canadian Revolving Credit facility [Member] | |||||||
Long-term Line of Credit | $ 11.2 | CAD 15 | |||||
Libor Rate [Member] | |||||||
Line of Credit Facility, Interest Rate Description | Additionally, for Base Rate borrowings made under the U.S. Revolver, the Company may elect an optional interest rate equal to the one (1), two (2), three (3), or six (6) month LIBOR rate, plus a margin above that rate | ||||||
Senior Notes 2023 [Member] | Subsequent Event [Member] | |||||||
Long-term Line of Credit | $ 300 | ||||||
Line of Credit Facility, Interest Rate at Period End | 6.375% | ||||||
Term Loan B [Member] | Subsequent Event [Member] | |||||||
Long-term Line of Credit | $ 450 | ||||||
Maximum [Member] | |||||||
Line of Credit Facility, Interest Rate During Period | 2.50% | ||||||
Line of credit facility, unused fees | 0.50% | ||||||
Maximum [Member] | Consolidated Total Leverage Ratio [Member] | |||||||
Line of Credit Facility, Interest Rate During Period | 1.50% | ||||||
Minimum [Member] | |||||||
Line of Credit Facility, Interest Rate During Period | 1.50% | ||||||
Line of credit facility, unused fees | 0.35% | ||||||
Minimum [Member] | Consolidated Total Leverage Ratio [Member] | |||||||
Line of Credit Facility, Interest Rate During Period | 0.50% | ||||||
Equipment Financing Facility [Member] | |||||||
Debt instrument, amount outstanding | $ 25.5 | ||||||
Debt instrument, fixed interest rate minimum | 2.33% | ||||||
Debt instrument, fixed interest rate maximum | 4.49% | ||||||
U.S. Senior Secured Credit Facility [Member] | Maximum [Member] | Base Rates [Member] | |||||||
Senior notes payable to commercial lenders, interest rate margin | 3.70% | ||||||
U.S. Senior Secured Credit Facility [Member] | Minimum [Member] | Base Rates [Member] | |||||||
Senior notes payable to commercial lenders, interest rate margin | 1.00% | ||||||
Canadian Senior Secured Credit Facility [Member] | Maximum [Member] | |||||||
Senior notes payable to commercial lenders, interest rate margin | 4.25% | ||||||
Canadian Senior Secured Credit Facility [Member] | Minimum [Member] | |||||||
Senior notes payable to commercial lenders, interest rate margin | 1.00% | ||||||
Wells Fargo Bank National Association [Member] | |||||||
Long-term Line of Credit | $ 11.2 | CAD 15 |
Leases (Details)
Leases (Details) $ in Thousands | Sep. 30, 2015USD ($) |
2,016 | $ 37,303 |
2,017 | 31,064 |
2,018 | 24,382 |
2,019 | 19,200 |
2,020 | 13,215 |
Thereafter | 23,939 |
Total minimum lease payments | $ 149,103 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Operating Leases, Rent Expense, Net, Total | $ 39,248 | $ 34,854 | $ 32,736 |
Stock Options and Restricted 59
Stock Options and Restricted Stock Awards (Details) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Risk-free interest rate | 1.83% | 1.76% | 0.60% |
Expected volatility | 31.69% | 44.00% | 43.80% |
Expected life in years | 5 years 7 months 6 days | 6 years | 5 years 8 months 12 days |
Dividend yield | 0.00% | 0.00% | 0.00% |
Stock Options and Restricted 60
Stock Options and Restricted Stock Awards (Details 1) $ / shares in Units, $ in Millions | 12 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Number of Shares | |
Outstanding | shares | 2,364,211 |
Granted | shares | 483,479 |
Exercised | shares | (350,747) |
Canceled | shares | (86,036) |
Outstanding | shares | 2,410,907 |
Vested or Expected to Vest | shares | 2,300,160 |
Exercisable | shares | 1,528,873 |
Weighted-Average Exercise Price | |
Outstanding | $ 22.98 |
Granted | 28.59 |
Exercised | 18.46 |
Canceled | 29.72 |
Outstanding | 24.55 |
Vested or Expected to Vest | 24.28 |
Exercisable | $ 20.78 |
Weighted-Average Remaining Contractual Life | |
Outstanding | 6 years 3 months 18 days |
Vested or Expected to Vest | 6 years 2 months 12 days |
Exercisable | 5 years 1 month 6 days |
Aggregate Intrinsic Value | |
Outstanding | $ | $ 20.7 |
Vested or Expected to Vest | $ | 20.4 |
Exercisable | $ | $ 18.5 |
Stock Options and Restricted 61
Stock Options and Restricted Stock Awards (Details 2) | 12 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Number of Shares | |
Outstanding | shares | 482,076 |
Granted | shares | 229,265 |
Lapse of restrictions/conversions | shares | (67,953) |
Canceled | shares | (23,389) |
Outstanding | shares | 619,999 |
Vested or Expected to Vest | shares | 448,924 |
Weighted - Average Grant Price | |
Outstanding | $ 31.28 |
Granted | 28.74 |
Lapse of restrictions/conversions | 19.88 |
Canceled | 21.73 |
Outstanding | 31.95 |
Vested or Expected to Vest | $ 31.43 |
Stock Options and Restricted 62
Stock Options and Restricted Stock Awards - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | 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 | 3,537,929 | |||||
Share-Based Compensation | $ 200 | $ 2,400 | $ 9,936 | $ 7,422 | $ 9,266 | |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Outstanding, Number | 2,364,211 | 2,410,907 | 2,364,211 | |||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercisable, Number | 1,528,873 | |||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 20.78 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 6,400 | $ 6,700 | 5,800 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 4,600 | $ 7,900 | $ 22,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 9.40 | $ 15.97 | $ 13.42 | |||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of shares that will vest | 100.00% | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 7,800 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 2 months 12 days | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 2,300 | $ 1,200 | $ 800 | |||
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] | ||||||
Non Qualified Options Expire | 10 years | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 5,800 | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 6 months 22 days |
Benefit Plans - Additional Info
Benefit Plans - Additional Information (Details) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | |
Defined Benefit Plan, Service Period | 90 days | ||
Defined Contribution Plan, Employer Contributions, Percentage Match of Eligible Compensation | 50.00% | ||
Defined Contribution Plan, Cost Recognized | $ 4,629 | $ 6,003 | $ 4,921 |
Pension Contributions | $ 135 | $ 136 | $ 133 |
Defined Benefit Plan, Qualifying Age | 21 | ||
Defined Contribution Plan Contribution Rates as a Percentage of Employees Earnings | 6.00% | ||
Defined Contribution Plan Employer Contribution Percentage | 3.00% | ||
Maximum [Member] | |||
Defined Contribution Plan, Employee Contributions, Percentage of Eligible Compensation | 100.00% | ||
Minimum [Member] | |||
Defined Contribution Plan, Employee Contributions, Percentage of Eligible Compensation | 1.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Current: | |||
Federal | $ 17,414 | $ 25,988 | $ 34,364 |
Foreign | 1,765 | 1,383 | 1,895 |
State | 7,579 | 4,473 | 8,192 |
Total | 26,758 | 31,844 | 44,451 |
Deferred: | |||
Federal | 14,798 | 2,327 | 3,855 |
Foreign | (657) | (648) | (493) |
State | 2,868 | 1,399 | 1,054 |
Deferred Income Tax Expense (Benefit) | 17,634 | 3,078 | 4,416 |
Income Tax Expense (Benefit) | $ 43,767 | $ 34,922 | $ 48,867 |
Income Taxes (Details 1)
Income Taxes (Details 1) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Reconciliation of Provision of Income Taxes [Line Items] | |||
Federal income taxes at statutory rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal benefit | 4.63% | 4.24% | 4.95% |
Non-deductible professional fees related to RSG acquisition | 2.15% | 0.00% | 0.00% |
Other | (0.51%) | 0.10% | 0.28% |
Total | 41.27% | 39.34% | 40.23% |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Sep. 30, 2014 |
Deferred tax liabilities: | ||
Excess tax over book depreciation and amortization | $ (79,924) | $ (72,670) |
Inventory Valuation | (2,511) | |
Other | (615) | $ (527) |
Deferred Tax Liabilities, Net, Total | (83,050) | (73,197) |
Deferred tax assets: | ||
Deferred compensation | 11,622 | 9,095 |
Allowance for doubtful accounts | 569 | 2,956 |
Accrued vacation & other | 3,515 | 3,194 |
Unrealized loss on financial derivatives | 844 | 753 |
Inventory Valuation | 0 | 7,709 |
Deferred Tax Assets, Net of Valuation Allowance, Total | 16,550 | 23,707 |
Net deferred income tax liability | (66,500) | (49,490) |
Net deferred income tax asset (liability) - Current | 2,309 | 14,610 |
Net deferred income tax asset (liability) - Non-current | $ (68,809) | $ (64,100) |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Contingency [Line Items] | ||
Balance, beginning of year | $ 82 | $ 364 |
Current year uncertain tax positions | 0 | 0 |
Settlements | 0 | (282) |
Balance, end of year | $ 82 | $ 82 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) $ in Thousands | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) |
Permanently Reinvested Foreign Earnings | $ 38,800 | $ 22,400 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 82 | |
Goodwill | 496,415 | $ 466,206 |
Goodwill, Impaired, Accumulated Impairment Loss | $ 322,932 | |
Us [Member] | ||
Number of States in which Entity Operates | 42 |
Geographic and Product Data (De
Geographic and Product Data (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Segment Reporting Information [Line Items] | |||
Net Revenues | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 |
Income before taxes | 106,044 | 88,768 | 121,474 |
Long Lived Assets, net | 90,405 | 88,565 | 67,659 |
Canada [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 183,809 | 180,549 | 176,588 |
Income before taxes | 4,087 | 1,893 | 4,621 |
Long Lived Assets, net | 8,638 | 9,956 | 9,260 |
U.S. [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Revenues | 2,331,360 | 2,146,356 | 2,064,135 |
Income before taxes | 101,956 | 86,875 | 116,853 |
Long Lived Assets, net | $ 81,767 | $ 78,609 | $ 58,399 |
Geographic and Product Data (70
Geographic and Product Data (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Revenue from External Customer [Line Items] | |||
Net revenues from external customers | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 |
Residential Roofing Products [Member] | |||
Revenue from External Customer [Line Items] | |||
Net revenues from external customers | 1,236,397 | 1,108,516 | 1,100,508 |
Non-Residential Roofing Products [Member] | |||
Revenue from External Customer [Line Items] | |||
Net revenues from external customers | 882,970 | 876,032 | 822,726 |
Complementary Building Products [Member] | |||
Revenue from External Customer [Line Items] | |||
Net revenues from external customers | $ 395,802 | $ 342,357 | $ 317,489 |
Allowance for Doubtful Accoun71
Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Balance at beginning of Year | $ 8,510 | $ 9,832 | $ 13,464 |
Provision Additions | 1,619 | 2,394 | 369 |
Write-offs | (3,831) | (3,716) | (4,001) |
Balance at end of year | $ 6,298 | $ 8,510 | $ 9,832 |
Financial Derivatives (Details)
Financial Derivatives (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Designated | Interest Rate Swap | Level 2 | Accrued Expenses | ||
Derivatives, Fair Value [Line Items] | ||
Unrealized Losses | $ 2,358 | $ 2,124 |
Financial Derivatives (Details
Financial Derivatives (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Amount of gain (loss) recognized in OCI (net of tax) | $ (138) | $ 972 | $ 1,399 |
Designated interest rate swaps [Member] | Other Comprehensive Income (Loss) [Member] | |||
Amount of gain (loss) recognized in OCI (net of tax) | (138) | 972 | 1,399 |
Non-designated interest rate swaps [Member] | Other Comprehensive Income (Loss) [Member] | |||
Amount of gain (loss) recognized in OCI (net of tax) | $ 0 | $ 0 | $ 0 |
Financial Derivatives - Additio
Financial Derivatives - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2013 | Mar. 28, 2013 | |
Derivative [Line Items] | |||
Derivative Amortizes Amount | $ 2,800 | ||
Derivative, Notional Amount | $ 185,600 | $ 213,800 | |
Gain (Loss) on Interest Rate Derivative Instruments Not Designated as Hedging Instruments | $ 7,000 | ||
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 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Thousands, CAD in Millions | 1 Months Ended | ||
Oct. 01, 2015USD ($)shares | Oct. 01, 2015CAD | Jul. 27, 2015USD ($) | |
Subsequent Event [Member] | Derivative [Member] | |||
Debt Instrument, Periodic Payment, Total | $ 2,400 | ||
Subsequent Event [Member] | Revolving Credit Facility [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 700,000 | ||
Subsequent Event [Member] | Canadian Revolver [Member] | |||
Debt Instrument, Periodic Payment, Total | 11,400 | CAD 15.2 | |
Subsequent Event [Member] | Senior Notes Due 2023 [Member] | |||
Debt Instrument, Face Amount | $ 300,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.375% | ||
Subsequent Event [Member] | Term Loan B [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 450,000 | ||
Debt Instrument, Periodic Payment, Total | $ 186,700 | ||
Subsequent Event [Member] | RSG Options [Member] | |||
Business Combination Exchange Of Options Of Acquired Entity For Options Of Acquiree | shares | 862,400 | ||
Roofing Supply Group [Member] | |||
Business Combination, Consideration Transferred | $ 1,100,000 | ||
Roofing Supply Group [Member] | Subsequent Event [Member] | |||
Payments to Acquire Businesses, Gross | $ 285,500 | ||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 9,040 | ||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 601,800 |