Document And Entity Information
Document And Entity Information | 3 Months Ended |
Dec. 31, 2015 | |
Document Information [Line Items] | |
Document Type | 8-K |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2015 |
Entity Registrant Name | BEACON ROOFING SUPPLY INC |
Entity Central Index Key | 1,124,941 |
Entity Filer Category | Large Accelerated Filer |
Trading Symbol | BECN |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 32,210 | $ 45,661 | $ 23,337 | $ 54,472 |
Accounts receivable, less allowance | 489,172 | 399,732 | 269,383 | 360,802 |
Inventories, net | 466,063 | 320,999 | 314,670 | 301,626 |
Prepaid expenses and other current assets | 150,384 | 97,928 | 76,975 | 66,828 |
Deferred income taxes | 31,938 | 2,309 | 14,629 | 14,610 |
Total current assets | 1,169,767 | 866,629 | 698,994 | 798,338 |
Property and equipment, net | 145,607 | 90,405 | 88,303 | 88,565 |
Goodwill | 1,162,111 | 496,415 | 489,325 | 466,206 |
Intangibles, net | 487,477 | 87,055 | 97,273 | 72,266 |
Other assets, net | 1,270 | 1,233 | 10,916 | 6,027 |
TOTAL ASSETS | 2,966,232 | 1,541,737 | 1,384,811 | 1,431,402 |
Current liabilities: | ||||
Accounts payable | 347,205 | 244,891 | 163,367 | 220,834 |
Accrued expenses | 151,547 | 124,794 | 72,738 | 80,285 |
Borrowings under revolving lines of credit | 0 | 11,240 | 23,289 | 18,514 |
Current portions of long-term obligations | 14,287 | 16,320 | 16,689 | 16,602 |
Total current liabilities | 513,039 | 397,245 | 276,083 | 336,235 |
Long-term debt, net of current portion | 722,888 | 170,200 | 180,657 | 183,131 |
Borrowings under revolver lines of credit | 343,225 | 0 | 0 | 0 |
Deferred income taxes | 132,605 | 68,809 | 64,165 | 64,100 |
Long-term obligations under equipment financing and other, net of current portion | 43,322 | 22,367 | 34,112 | 30,835 |
Total liabilities | $ 1,755,079 | $ 658,621 | $ 555,017 | $ 614,301 |
Commitments and contingencies | ||||
Stockholders' equity: | ||||
Common stock | $ 591 | $ 497 | $ 494 | $ 493 |
Undesignated Preferred Stock | 0 | 0 | 0 | 0 |
Additional paid-in capital | 668,828 | 345,934 | 331,068 | 328,059 |
Retained earnings | 564,523 | 557,405 | 508,035 | 495,128 |
Accumulated other comprehensive income (loss) | (22,789) | (20,720) | (9,803) | (6,579) |
Total stockholders' equity | 1,211,153 | 883,116 | 829,794 | 817,101 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 2,966,232 | $ 1,541,737 | $ 1,384,811 | $ 1,431,402 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Accounts receivable, allowances | $ 8,871 | $ 6,298 | $ 8,138 | $ 8,510 |
Common stock (voting), par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock (voting), shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock (voting), issued | 59,192,132 | 49,790,743 | 49,476,380 | 49,392,774 |
Common Stock (voting), outstanding | 59,192,132 | 49,790,743 | 49,476,380 | 49,392,774 |
Undesignated Preferred Stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 |
Undesignated Preferred Stock, issued | 0 | 0 | 0 | 0 |
Undesignated Preferred Stock, outstanding | 0 | 0 | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net sales | $ 976,480 | $ 596,042 | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 |
Cost of products sold | 743,292 | 458,477 | 1,919,804 | 1,799,065 | 1,709,326 |
Gross profit | 233,188 | 137,565 | 595,365 | 527,840 | 531,397 |
Operating expenses | 206,344 | 113,745 | 478,284 | 428,977 | 401,676 |
Income from operations | 26,844 | 23,820 | 117,081 | 98,863 | 129,721 |
Interest expense, financing costs and other | 16,256 | 2,655 | 11,037 | 10,095 | 8,247 |
Income before provision for income taxes | 10,588 | 21,165 | 106,044 | 88,768 | 121,474 |
Provision for income taxes | 3,470 | 8,258 | 43,767 | 34,922 | 48,867 |
Net income | $ 7,118 | $ 12,907 | $ 62,277 | $ 53,846 | $ 72,607 |
Net income per share: | |||||
Basic | $ 0.12 | $ 0.26 | $ 1.26 | $ 1.09 | $ 1.5 |
Diluted | $ 0.12 | $ 0.26 | $ 1.24 | $ 1.08 | $ 1.47 |
Weighted-average shares used in computing net income per share: | |||||
Basic | 58,972,913 | 49,428,842 | 49,578,130 | 49,227,466 | 48,472,240 |
Diluted | 59,962,033 | 50,012,881 | 50,173,478 | 49,947,699 | 49,385,335 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net income | $ 7,118 | $ 12,907 | $ 62,277 | $ 53,846 | $ 72,607 |
Other comprehensive income/(loss): | |||||
Foreign currency translation adjustment | (2,469) | (3,189) | (14,003) | (7,175) | (4,401) |
Unrealized gain loss due to change in fair value of derivatives, net of tax | 0 | (35) | (138) | 972 | 1,399 |
Total other comprehensive income (loss), net of tax | (2,469) | (3,224) | (14,141) | (6,203) | (3,002) |
Total comprehensive income | $ 4,649 | $ 9,683 | $ 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, 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 | ||||
Net income | 12,907 | ||||
Foreign currency translation adjustment | (3,189) | ||||
Balances at Dec. 31, 2014 | 829,794 | ||||
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 | ||||
Issuance of common stock | 315,809 | $ 94 | 315,715 | ||
Net income | 7,118 | 7,118 | |||
Foreign currency translation adjustment | (2,469) | ||||
Balances at Dec. 31, 2015 | $ 1,211,153 | $ 591 | $ 668,828 | $ 564,523 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Operating activities | |||||
Net income | $ 7,118 | $ 12,907 | $ 62,277 | $ 53,846 | $ 72,607 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Depreciation and amortization | 23,671 | 8,257 | 34,862 | 30,294 | 30,415 |
Stock-based compensation | 7,179 | 2,348 | 9,936 | 7,422 | 9,266 |
Certain interest expense and other financing costs | 2,425 | 271 | (1,450) | 816 | (1,541) |
Loss/(Gain) on sale of fixed assets | (300) | (126) | (1,107) | (1,323) | (1,487) |
Deferred income taxes | (333) | 47 | 17,634 | 3,078 | 4,416 |
Other | 426 | (64) | 263 | 129 | 0 |
Changes in assets and liabilities, net of the effects of businesses acquired: | |||||
Accounts receivable | 95,715 | 99,643 | (33,251) | (32,984) | (22,790) |
Inventories | 43,514 | (861) | (9,203) | (50,846) | (16,033) |
Prepaid expenses and other assets | (1,773) | (1,369) | (17,119) | (4,790) | 8,343 |
Accounts payable and accrued expenses | (132,967) | (80,864) | 46,498 | 49,855 | (4,703) |
Net cash provided by operating activities | 44,675 | 40,189 | 109,340 | 55,497 | 78,493 |
Investing activities | |||||
Purchases of property and equipment | (2,153) | (3,138) | (20,802) | (37,239) | (26,120) |
Acquisition of businesses | (941,156) | (69,746) | (85,301) | (1,514) | (64,606) |
Proceeds from sales of assets | 229 | 115 | 1,389 | 1,437 | 1,235 |
Net cash used in investing activities | (943,080) | (72,769) | (104,714) | (37,316) | (89,491) |
Financing activities | |||||
Borrowings under revolving lines of credit | 890,128 | 147,507 | 560,634 | 497,500 | 455,576 |
Repayments under revolving lines of credit | (549,378) | (142,440) | (566,007) | (525,126) | (449,280) |
Borrowings under term loan | 450,000 | 0 | |||
Repayments under term loan | (186,750) | (2,812) | |||
Repayments under equipment financing facilities and other | (1,367) | (1,412) | (5,553) | (5,009) | (4,549) |
Borrowings under Senior Notes | 300,000 | 0 | 0 | 0 | 0 |
Payment of deferred financing costs | (27,813) | 0 | |||
Proceeds from exercise of options | 8,984 | 662 | 7,943 | 7,680 | 18,579 |
Excess tax benefit from stock-based compensation | 1,501 | 53 | 1,526 | 1,030 | 4,944 |
Repayments under senior term loan | (11,250) | (11,250) | (11,250) | ||
Borrowings under equipment financing facilities and other | 0 | 25,377 | 3,993 | ||
Net cash provided by financing activities | 885,305 | 1,558 | (12,707) | (9,798) | 18,013 |
Effect of exchange rate changes on cash | (351) | (113) | (730) | (938) | (193) |
Net decrease in cash and cash equivalents | (13,451) | (31,135) | (8,811) | 7,445 | 6,822 |
Cash and cash equivalents, beginning of period | 45,661 | 54,472 | 54,472 | 47,027 | 40,205 |
Cash and cash equivalents, end of period | 32,210 | 23,337 | 45,661 | 54,472 | 47,027 |
Cash paid during the period for: | |||||
Interest | 10,827 | 2,624 | 8,276 | 9,312 | 12,012 |
Income taxes, net of refunds | $ 7,621 | $ 8,144 | $ 23,198 | $ 23,478 | $ 29,680 |
Consolidated Statements of Cas9
Consolidated Statements of Cash Flows (Parenthetical) $ in Millions | 3 Months Ended |
Dec. 31, 2015USD ($) | |
Non Cash Or Part Non Cash Acquisition Non Cash Financial Or Equity Instrument Consideration Shares Issued Value | $ 302 |
Non Cash Or Part Non Cash Acquisition Non Cash Financial Or Equity Instrument Consideration Replacement Awards Value | $ 5 |
Basis of Presentation
Basis of Presentation | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Basis of Presentation | Beacon Roofing Supply, Inc. (the “Company”) prepared the condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information and the requirements of the Securities and Exchange Commission (SEC). As permitted under those rules, certain footnotes or other financial information have been condensed or omitted. The balance sheet as of December 31, 2014 has been presented for a better understanding of the impact of seasonal fluctuations on the Company’s financial condition. In management’s opinion, the financial statements include all normal and recurring adjustments that are considered necessary for the fair presentation of the Company’s financial position and operating results. The results for the three-month period (first quarter) ended December 31, 2015 are not necessarily indicative of the results to be expected for the twelve months ending September 30, 2016 (fiscal year 2016 or “2016”). The three-month periods ended December 31, 2015 and December 31, 2014 each had 62 business days. These interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and Notes thereto contained in the Company’s fiscal year 2015 (“2015”) Annual Report on Form 10-K for the year ended September 30, 2015, collectively referred to as the “2015 Annual Report.” At December 31, 2015, the carrying amount of cash and cash equivalents, accounts receivable, prepaid and other current assets, accounts payable and accrued expenses approximated fair value because of the short-term nature of these instruments. The Company measures its cash equivalents at amortized cost, which approximates fair value based upon quoted market prices (Level 1). Based upon recent trading prices (Level 2 market approach) at December 31, 2015 the fair value of the Company’s $300.0 million senior unsecured notes was $309.0 million. As of December 31, 2015, the fair value of the Company’s New Senior Credit Facilities approximated the amount outstanding. The Company estimates the fair value of its New Senior Credit Facilities by discounting the future cash flows of each instrument using estimated market rates of debt instruments with similar maturities and credit profiles (Level 3). In April 2015, the FASB issued ASU 2015-3, “Simplifying the Presentation of Debt Issuance Costs” to simplify the presentation of debt issuance costs. This new guidance 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 the associated debt liability, consistent with the required presentation for debt discounts. This update is effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years and early adoption is permitted. Upon adoption, an entity must apply the new guidance retrospectively to all prior periods presented in the financial statements. The Company elected to early adopt this new guidance effective October 1, 2015. The adoption of this standard changed the Company’s previous practice of presenting debt issuance costs as an asset and resulted in the reduction of total assets and total liabilities in an amount equal to the balance of unamortized debt issuance costs at each balance sheet date presented. Debt issuance costs that are now presented as a direct reduction from the carrying amount of the associated debt liability amounted to $30 million at December 31, 2015, $4 million at September 30, 2015, and $2 million at December 31, 2014. | 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 million and $58.4 million, respectively, and are included in “Prepaid expenses and other current assets” in the accompanying consolidated balance sheets 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 Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. 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 million, increase 2014 net income by $1.9 million, and increase 2014 basic and diluted earnings per share by $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% of the Company’s sales. 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 million in 2015, $111.6 million in 2014 and $103.5 million in 2013 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 vendors in 2015, 12 vendors in 2014, and 11 vendors in 2013. In addition, more than 10% of the total cost of purchases was made from two vendors in 2015, and from each of three vendors in 2014 and 2013 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, Intangibles Goodwill 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 years after events such as an acquisition within the Company’s core roofing business or management/business restructuring. This evaluation also considers major storm activity or local economic challenges that may impact the short term operations of an individual component. Components that exhibit similar economic characteristics are subsequently aggregated into a single reporting unit. 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%. In addition, gross profit, as compared to prior year, increased by 12.8%. The increase in the gross margin reflects pricing increases across the Company’s complementary products as a result of increased demand and the impact of our acquisitions in fiscal 2015, combined with a favorable shift in our sales mix in 2015 towards residential and complementary products, which generally have higher gross margins than our non-residential products. The Company’s analysis further noted the total market capitalization exceeded the Company’s carrying value by approximately 106% at August 31, 2015. This compares to 73% and 140% for that same measure at August 31, 2014 and 2013, respectively. In addition, we did not identify any macroeconomic or industry conditions or cost related factors that would indicate the fair value of the Reporting Unit was more likely than not to be less than its respective carrying value. 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 based on the related performance measures. The Company recorded stock-based compensation expense of $9.9 million ($5.8 million, net of tax) or $0.12 per basic share and per diluted share in 2015, $7.4 million ($4.5 million, net of tax) or $0.09 per basic share and per diluted share in 2014, and $9.3 million ($5.6 million, net of tax) or $0.11 per basic share and per diluted share in 2013. At September 30, 2015, the Company had $24.3 million of excess tax benefits available for potential deferred tax write-offs related to previously recognized stock-based compensation September 30, September 30, 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 April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” to simplify the presentation of debt issuance costs. This new guidance 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 the associated debt liability, consistent with the required presentation for debt discounts. This update is effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years and early adoption is permitted. Upon adoption, an entity must apply the new guidance retrospectively to all prior periods presented in the financial statements. The Company elected to early adopt this new guidance effective October 1, 2015. The adoption of this standard changed the Company’s previous practice of presenting debt issuance costs as an asset and resulted in the reduction of total assets and total liabilities in an amount equal to the balance of unamortized debt issuance costs at each balance sheet date presented. Debt issuance costs that were previously reported in other assets are now presented as a reduction of senior notes payable in the accompanying consolidated balance sheets. The amounts previously reported in other assets were $4.2 million and $2.5 million as of September 30, 2015 and 2014, respectively. Recently Issued Accounting Pronouncements Not Yet Adopted 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 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 | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Goodwill Intangible Assets And Other Assets [Abstract] | ||
Goodwill, Intangibles and Other Assets | 6. Goodwill and Intangible Assets Goodwill The following table sets forth the change in the carrying amount of goodwill for the Company during the period (in thousands): 2015 2014 Balance at September 30, $ 496,415 $ 466,206 Acquisition of RSG 617,715 Other Acquisitions 50,709 24,309 Translation and Other Adjustments (2,728 ) (1,190 ) Balance at December 31, $ 1,162,111 $ 489,325 In the current period, the change in the carrying amount of goodwill is attributable to the company’s acquisitions of RSG and the other acquisitions (see Note 2). Intangible Assets In connection with the acquisition of RSG and other acquisitions, we recorded intangible assets of $382 million, which includes $63 million of indefinite lived trademarks and $319 million of customer relationships. The weighted-average useful lives of the acquired assets are 18.96 years for customer relationships. Intangible assets and other assets consisted of the following (in thousands): December 31, September 30, December 31, Weighted- Amortizable intangible assets: Non-compete agreements $ 2,824 $ 2,824 $ 2,824 4.36 Customer relationships 542,187 191,852 190,388 18.96 Trademarks 1,100 1,100 700 4.03 Beneficial lease arrangements 610 610 610 546,721 196,386 194,522 Less: Accumulated amortization (132,294 ) (119,081 ) (106,999 ) 414,427 77,305 87,523 Indefinite lived trademarks 73,050 9,750 9,750 Other assets 1,270 1,233 10,916 $ 488,747 $ 88,288 $ 108,189 During the period ended December 31, 2015, we recorded amortization expense in relation to the above-listed intangible assets of $15.1 million. During the period ended December 31, 2014, we recorded amortization expense of $3.6 million. The following table presents the estimated annual amortization expense for these intangible assets (in thousands): 2016 (Jan Sept) $ 52,776 2017 75,154 2018 61,766 2019 49,778 2020 39,891 Thereafter 135,062 $ 414,427 | 3. Goodwill, Intangibles and Other Assets September 30, Acquisitions Dispositions Translation September 30, Acquisitions Dispositions Translation September 30, Goodwill 469,203 (2,997 ) 466,206 34,465 (4,256 ) 496,415 There have been no impairments of our goodwill. September 30, 2015 September 30, 2014 Weighted 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 Indefinite-lived trademarks 9,750 9,750 Other assets 1,233 4,237 Total other assets, net $ 88,288 $ 78,293 Amortization expense related to intangible assets amounted to approximately $16.2 million, $14.1 million, and $15.1 million in 2015, 2014, and 2013, respectively. The intangible lives range from one to twenty years and the weighted average remaining life was 14.6 years at September 30, 2015. Year ending September 30, Future 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 | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Business Combinations [Abstract] | ||
Acquisitions | 2. Acquisitions Roofing Supply Group On October 1, 2015 (“Acquisition Date”), the Company acquired 100% of the equity of Roofing Supply Group, LLC (“RSG” or “RSG Acquisition”), a leading roofing products distributor owned by investment firm Clayton, Dubilier & Rice (“CD&R”). RSG’s results of operations have been included with Company’s consolidated results beginning October 1, 2015. RSG distributes roofing supplies and related materials from 85 locations across 25 states as of the date of the close. Total consideration paid for RSG was approximately $1.2 billion, out of which $288 million was in cash, $307 million of Company’s common stock and option replacement awards, and $574 million in refinancing of RSG’s indebtedness. The RSG long-term debt was repaid simultaneously with the proceeds of a new ABL Revolver, Term Loan B and Senior Notes (see Note 7). In connection with the RSG Acquisition, the Company was required to issue equity awards to certain RSG employees in replacement of RSG equity awards that were cancelled at closing. The replacement awards consisted of 661,349 shares of the Company’s common stock options with a weighted-average grant date fair value of $20.90. The terms and fair value of these awards approximated the cancelled RSG awards on the issuance date. The fair value of the replacement awards associated with services rendered through the date of the RSG Acquisition was recognized as a component of the total acquisition consideration, and the remaining fair value of the replaced awards associated with post RSG Acquisition services will be recognized as an expense on a straight-line basis over the remaining vesting period. The RSG Acquisition has been accounted for as a business combination in accordance with the requirements of ASC 805 Business Combinations. The purchase price has been allocated among assets acquired and liabilities assumed at fair value based on information currently available, with the excess purchase price recorded as goodwill. The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of RSG. These come from the synergies that are obtained in operating the branches as part of a larger network, and from an experienced employee base skilled at managing a distribution business. The Company’s allocation of the purchase price is subject to change on receipt of additional information, including, but not limited to, the finalization of intangible asset valuations, property, plant, and equipment valuations, and the Company’s continued review of assumed liabilities that may result in the recognition of additional or changes in the carrying amount of those liabilities on Beacon’s opening balance sheet and an adjustment to goodwill. An additional area where preliminary estimates are not yet finalized relates to deferred tax assets and liabilities. Cash $ 16,451 Accounts receivable 177,251 Inventory 179,651 Other current assets 50,707 Property, plant, and equipment 57,973 Other intangible assets (see Note 6) 382,100 Goodwill (see Note 6) 617,715 Current liabilities (250,479 ) Non-current liabilities (61,918 ) Total purchase price $ 1,169,451 RSG’s future growth attributable to new customers, geographic market presence and assembled workforce are additional assets that are not separable and which contributed to recorded goodwill, of which $84 million is tax deductible. All of the Company’s goodwill plus the indefinite-lived trade name are tested for impairment annually, and all acquired goodwill and intangible assets are subject to review for impairment if indicators of impairment develop in the future. The fair value of accounts receivables acquired is $177 million, with the gross contractual amount being $186 million. The Company expects $9 million to be uncollectible. There were no material contingencies assumed as part of this acquisition. The actual revenue and net loss from the RSG Acquisition included in Company’s statements of operations for the three month period ended December 31, 2015 was approximately $340 million and $(21) million, respectively. Three Months Revenue $ 876,953 Net loss $ (11,908 ) Net loss per share $ (0.20 ) The above pro forma results have been calculated by combining the historical results of the Company and RSG as if it had occurred on October 1, 2014, and adjusting the income tax provision as if it had been calculated on the resulting, combined results. The pro forma results include an estimate for all periods for intangible asset amortization (which is subject to change when the final asset values have been determined), stock compensation expense, interest expense, and also reflect the following 2016 expenses in fiscal 2015 instead of in 2016: $29.5 million of direct acquisition costs. No other material pro forma adjustments were deemed necessary, either to conform the 2015 acquisitions to Company’s accounting policies or for any other situation. The pro forma information is not necessarily indicative of the results that would have been achieved had the transactions occurred on October 1, 2014 or that may be achieved in the future. Other acquisitions In the three months ended December 31, 2015, the Company acquired 26 branches from the following three additional acquisitions: • On December 1, 2015, the Company purchased certain assets of RCI Roofing Supply (“RCI”), a distributor of residential and commercial roofing and related products with five branches across Nebraska, Iowa and Colorado with annual sales of approximately $23 million. • On December 18, 2015, the Company acquired 100% of the equity interests of Roofing and Insulation Supply (“RIS”), a distributor primarily of residential and commercial insulation along with roofing and related products with 20 branches spanning 13 states across New England, the Mid-Atlantic, the Southeast, the Upper Midwest, Texas and Colorado with annual sales of approximately $70 million. • On December 29, 2015, the Company purchased certain assets of Statewide Wholesale (“Statewide”), a distributor of residential and commercial roofing and related products located in Denver, Colorado with annual sales of approximately $15 million. The Company recorded the preliminary acquired assets and liabilities at their estimated fair values at the acquisition date, with resulting goodwill of $51 million (which is deductible for tax purposes) and $32 million in intangible assets associated with these other acquisitions. The Company’s allocation of the purchase price is subject to change on receipt of additional information, including, but not limited to, the finalization of intangible asset valuations and property, plant, and equipment valuations. The Company has not provided pro forma results of operations for any acquisitions besides RSG completed in fiscal years 2016 or 2015 herein as they were not material to the Company on either an individual or an aggregate basis. The Company included the results of operations of each acquisition in its consolidated statement of income from the date of each acquisition. | 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 million. 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 million. 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 million. The Company has recorded the acquired assets and liabilities at their estimated fair values at the acquisition date, with resulting goodwill of $34.5 million (which is not deductible for tax purposes) and $31.8 million in intangible assets associated with these acquisitions. |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Net Income per Share | 3. Net Income per Share Basic net income per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted-average number of common shares and dilutive common share equivalents then outstanding using the treasury stock method. Common equivalent shares consist of the incremental common shares issuable upon the exercise of stock options and vesting of restricted stock awards. The following table presents the basic and diluted weighted-average shares outstanding for each period presented: Three Months Ended 2015 2014 Weighted-average common shares outstanding 58,972,913 49,428,842 Effect of dilutive securities: Stock option awards 748,678 476,941 Restricted stock awards 240,442 107,098 Shares for diluted net income per share 59,962,033 50,012,881 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 net income per share because the effect was either anti-dilutive or the requisite performance condition was not met. Three Months Ended 2015 2014 Stock option awards 679,995 1,394,330 Restricted stock awards 88,407 266,497 |
Comprehensive Income and Capita
Comprehensive Income and Capital Structure | 3 Months Ended |
Dec. 31, 2015 | |
Comprehensive Income And Capital Structure [Abstract] | |
Comprehensive Income And Capital Structure | 4. Comprehensive Income and Capital Structure The following table presents the activity included in stockholders’ equity during the three months ended December 31, 2015 (in thousands): Common Additional Retained Accumulated Total Balance at September 30, 2015 $ 497 $ 345,934 $ 557,405 $ (20,720 ) $ 883,116 Issuance of common stock 94 315,715 315,809 Stock-based compensation 7,179 7,179 Net income 7,118 7,118 Other comprehensive loss (2,469 ) (2,469 ) Amounts reclassified out of other comprehensive income, net of tax 400 400 Balance at December 31, 2015 $ 591 $ 668,828 $ 564,523 $ (22,789 ) $ 1,211,153 Accumulated other comprehensive loss consists of adjustments related to the translation of foreign currencies and fair value adjustments associated with cash flow hedges. The following table presents the changes in accumulated other comprehensive income (loss), by component, during the three months ended December 31, 2015 (in thousands): Foreign Derivative Accumulated Balance at September 30, 2015 $ (19,293 ) $ (1,427 ) $ (20,720 ) Other comprehensive income (loss) recognized in accumulated other comprehensive income, net of tax (2,469 ) (2,469 ) Amounts reclassified out of other comprehensive loss, net of tax 400 400 Balance at December 31, 2015 $ (21,762 ) $ (1,027 ) $ (22,789 ) The reclassification of $0.4 million out of accumulated other comprehensive loss into the consolidated statement of operations during the three months ended December 31, 2015 is included in interest expense. |
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, 2015 September 30, 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, 2015 September 30, 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 million, $16.2 million, and $16.4 million in 2015, 2014, and 2013, respectively. |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 7. Accrued Expenses September 30, 2015 September 30, 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 | 3 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Debt Disclosure [Abstract] | ||
Financing Arrangements | 7. Financing Arrangements December 31, September 30, December 31, Senior Secured Credit Facility Revolving Lines of Credit: U.S. Revolver expires October 1, 2020 2.02 0.00 $ 316,523 $ $ Canadian revolver expires October 1, 2020 3.20 0.00 7,225 U.S. Revolver expires October 1, 2020 4.00 0.00 19,477 Canadian revolver expires March 31, 2017 0.00 3.70 4.00 11,240 8,189 U.S. Revolver expires March 31, 2017 0.00 4.25 15,100 Term Loan: Term Loan matures October 1, 2022 4.00 0.00 $ 437,298 $ $ Term Loan matures March 31, 2017 0.00 4.25 2.17 181,450 191,907 Total borrowings under Senior Secured Credit Facility 780,523 192,690 215,196 Less: current portion (4,500 ) (22,490 ) (34,539 ) Total long-term portion of borrowings under Senior Secured Credit Facility $ 776,023 $ 170,200 $ 180,657 Senior Notes Senior Notes expires October 2023 ( 6.38 0.00 $ 290,091 $ $ Less: current portion Total long-term portion of borrowings under Senior Notes $ 290,091 $ $ Equipment Financing Facilities Borrowings under various equipment financing facilities various maturities through September 2021 and various fixed interest rates ranging from 2.33 4.49 2.33 4.49 2.33 4.60 $ 24,121 $ 25,488 $ 29,629 Borrowings under various capital lease obligations various maturities through November 2021 and various fixed interest rates ranging from 2.72 10.39 0.00 26,073 Less: current portion (9,787 ) (5,069 ) (5,439 ) Total long-term portion of borrowings under equipment financing facilities $ 40,407 $ 20,419 $ 24,190 As a result of the RSG Acquisition, on October 1, 2015, the Company entered into a credit agreement governing the terms of a new $450 million seven-year senior secured term loan “B” facility (the “Term Loan B Facility”) and a new credit agreement governing the terms of a new senior secured asset-based revolving credit facility of up to $700 million, subject to a borrowing base (the “ABL Facility”) (collectively the “New Senior Credit Facilities”). The Company also raised $300 million by issuing 8 year senior notes due 2023 (the “Senior Notes”), having a coupon rate of 6.38% per annum, payable semi-annually in arrears. Revolving Line of Credit Facilities On October 1, 2015, the Company entered into a $700 million ABL Facility with Wells Fargo Bank, N.A. and a syndicate of other lenders. This ABL Facility consists of revolving loans in both the United States (“US Revolver”) in the amount of $670 million and Canada (“Canadian Revolver”) in the amount of $30 million CAD. The ABL Facility has a maturity date of October 1, 2020. The US Revolver has various tranches of borrowings, bearing interest at rates ranging from 1.92% to 4.00%. The effective rate of these borrowings is 2.13% and is paid monthly. At December 31, 2015, the outstanding balance on the US Revolver, net of debt issuance fees, was $336.0 million. The US Revolver also has outstanding standby letters of credit in the amount of $10.5 million as of December 31, 2015. The Canadian Revolver bears interest at 3.20% and has an outstanding balance of $10.0 million CAD ($7.2 million USD) at December 31, 2015. Current unused commitment fees on the revolving credit facilities are 0.25% per annum. There is one financial covenant under the ABL Facility, which is a Consolidated Fixed Charge Ratio. As defined in the ABL Facility, the Company’s ratio must be at least 1.00 to 1.00 at the end of each fiscal quarter, calculated on a trailing four quarter basis. The covenant is only applicable when the borrowing availability is less than 10% of the maximum loan cap or $60 million. Borrowings under the U.S. Revolver are guaranteed by the Issuer and will be guaranteed by any future domestic subsidiaries that guarantee the Senior Notes and the Term Loan B Facility (except with respect to Beacon Canada, Inc., as described below). Borrowings under the Canadian Revolver are guaranteed by the Issuer and Beacon Canada, Inc. and will be guaranteed by any future domestic subsidiaries that guarantee the Senior Notes and the Term Loan B Facility and certain foreign subsidiaries. Term Loan On October 1, 2015, the Company entered into a $450 million Term Loan B Facility with Citibank N.A., and a syndicate of other lenders. The Term Loan requires quarterly principal payments in the amount of $1.1 million, with the remaining outstanding principal to be paid on its maturity date of October 1, 2022. Outstanding principal on the Term Loan bears interest at 4.00% and is paid every six months. The Company has the option of selecting the rate at which interest can accrue on the Term Loan as well as the period in which interest payments are made. The Company elected to pay interest based on the six month LIBOR rate, subject to a minimum rate of 1.00%, in addition to a base rate of 3.00%. At December 31, 2015 the outstanding balance on the Term Loan, net of debt issuance fees, was $437.3 million. The Term Loan B is guaranteed jointly and severally and fully and unconditionally by all of the United States subsidiaries of the Company (except Beacon Canada, Inc., a domestic subsidiary with no material assets other than stock in a foreign subsidiary) but not by the Canadian subsidiaries of the Company. Senior Notes The Company also raised $300 million by issuing 8 year senior notes due 2023 (the “Senior Notes”), having a coupon rate of 6.38% per annum, payable semi-annually in arrears beginning April 1, 2016. There are early payment provisions in the Senior Note agreement in which the Company would be subject to penalties and “make whole” provisions. Management anticipates repaying the notes at the maturity date of October 1, 2023. The Senior Notes are guaranteed jointly and severally and fully and unconditionally by all of the United States subsidiaries of the Company (except Beacon Canada, Inc., a domestic subsidiary with no material assets other than stock in a foreign subsidiary) but not by the Canadian subsidiaries of the Company. The proceeds from the New Senior Secured Credit Facilities and Senior Notes were used to provide working capital and funds for other general corporate purposes, refinance or otherwise extinguish all third-party indebtedness for borrowed money under Company’s and RSG’s existing senior secured credit facilities and RSG’s unsecured senior notes due 2020, to finance the acquisition, and pay fees and expenses associated with the RSG Acquisition Transaction. The Company incurred financing costs totaling approximately $31.2 million. Since the New Senior Credit Facilities and the previous Term Loan financing arrangements had certain lenders who participated in both arrangements, management accounted for a portion of this transaction as a debt modification and a portion as a debt extinguishment. In accordance with the accounting for debt modification, the Company will amortize the previously capitalized issuance costs over the term of the New Senior Credit Facilities and expense the $2.2 million of direct issuance costs incurred related to the New Senior Credit Facilities. The remainder of the settlement of the Company’s previous debt arrangements was accounted for as debt extinguishment. The Company recognized a loss on extinguishment of $0.8 million. The Senior Notes which are unsecured obligations of the Company are guaranteed jointly and severally and fully and unconditionally, on an unsecured senior basis, by each of the domestic subsidiaries that is a borrower under or that guarantees obligations under Term Loan B Facility (and any refinancing indebtedness). The Canadian subsidiaries have guaranteed the borrowings under the Canadian Revolver, but have not guaranteed the Senior Notes or borrowings under the Term Loan B Facility. Term Loan B ABL Facility Senior Notes Equipment Total 2016 (Jan Sept) $ 3,375 $ $ $ 7,343 $ 10,718 2017 4,500 10,336 14,836 2018 4,500 9,646 14,146 2019 4,500 10,298 14,798 2020 4,500 7,538 12,038 Thereafter 427,500 351,702 300,000 5,033 1,084,235 Subtotal 448,875 351,702 300,000 50,194 1,150,771 Less current portion (4,500 ) (9,787 ) (14,287 ) Total long-term debt $ 444,375 $ 351,702 $ 300,000 $ 40,407 $ 1,136,484 | 8. Financing Arrangements September 30, 2015 September 30, 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) 7,800 Term Loan: Term Loan-matures March 31, 2017 (4.25% at September 30, 2015 and 2.15% on September 30, 2014) 181,450 194,381 Total borrowings under Senior Secured Credit Facility 192,690 212,895 Less: current portion (22,490 ) (29,764 ) Total long-term portion of borrowings under Senior Secured Credit Facility $ 170,200 $ 183,131 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 million United States credit facility (individually, the “U.S. Credit Facility”) and a C$15 million ($11.2 million at September 30, 2015) Canadian credit facility (individually, the “Canadian Revolver”) with Wells Fargo Bank, National Association, and a syndicate of other lenders (combined, the “Credit Facility”). The $550 million U.S Credit Facility consists of a revolving credit facility of $325 million (the “U.S. Revolver”), which includes a sub-facility of $20 million for letters of credit, and a $225 million term loan (the “Term Loan”). The Term Loan has required amortization of 5% per year that is payable in quarterly installments, with the balance due on March 31, 2017. The Company may increase the Credit Facility by up to $200 million under certain conditions. There were no outstanding borrowings under the U.S. Revolver at September 30, 2015; there was C$15.0 million ($11.2 million) and $185.6 million outstanding under the Canadian Revolver and Term Loan, respectively, at September 30, 2015. There were $4.9 million of outstanding standby letters of credit at September 30, 2015. As of October 1, 2015, we refinanced our existing debt into $300 million aggregate principal amount of 6.375% Senior Notes due 2023, borrowings under a $450 million Term Loan B LIBOR based facility due 2022, and a $700 million asset based lending revolving credit facility. 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. For borrowings made under the Canadian Revolver, the Base Rate is defined as the 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. The margin for both base rates is currently 1.00% per annum and can range from 0.50% to 1.50% per annum depending upon the Company’s Consolidated Total Leverage Ratio, as defined in the Credit Facility. 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. In connection with this election, the Company is also required to elect an interest period that corresponds with the underlying LIBOR rate that was elected. The margin is currently 2.00% per annum and can range from 1.50% to 2.50% per annum depending upon the Company’s Consolidated Total Leverage Ratio, as defined in the Credit Facility. Current unused commitment fees on the revolving credit facilities are 0.45% per annum. The unused commitment fees can range from 0.35% to 0.50% per annum, again depending upon the Company’s Consolidated Total Leverage Ratio. 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% at September 30, 2015). Borrowings under the Term Loan carried an interest rate equal to the Base Rate, plus 1.00% (4.25% at September 30, 2015). 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 million outstanding under equipment financing facilities, with fixed interest rates ranging from 2.33% to 4.49% and payments due through September 2021. The Company’s prior equipment financing facility matured on October 1, 2014. Other Information Fiscal year Senior Equipment Revolving Total 2016 11,250 5,069 11,240 27,559 2017 174,375 4,974 179,349 2018 4,223 4,223 2019 4,336 4,336 2020 4,300 4,300 Thereafter 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 $ $ 194,794 |
Leases
Leases | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | 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. The Company assumed operating leases as part of each of the 2016 acquisitions (see Note 2). At December 31, 2015, the minimum rental commitments under these acquired, non-cancelable operating leases with initial or remaining terms of more than one year were as follows: Operating 2016 (Jan Sept) 12,105 2017 13,947 2018 7,916 2019 4,730 2020 2,476 Thereafter 1,908 Total minimum lease payments $ 43,082 Rent expense for the acquired branches was $6.9 million in 2016. Sublet income was immaterial. | 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. Year ending September 30, Operating 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 in 2015, $34,854 in 2014, and $32,736 in 2013. Sublet income was immaterial for these years. |
Stock Options and Restricted St
Stock Options and Restricted Stock Awards | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | ||
Stock-based compensation | 5. Stock-Based Compensation On February 12, 2014, the shareholders of the Company approved the Beacon Roofing Supply, Inc. 2014 Stock Plan (the “2014 Plan”). The 2014 Plan provides for discretionary awards of stock options, stock, stock units and stock appreciation rights (“SARs”) for up to 5,100,000 shares of common stock to selected employees and non-employee directors. As of December 31, 2015, there were 1,877,407 shares of common stock available for awards under the 2014 Plan, subject to increase for shares that are forfeited or expire, or are used for tax withholding on stock awards and stock unit awards under the 2004 Plan (defined below) and the 2014 Plan. 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. For all equity awards granted prior to October 1, 2014, in the event of a change in control of the Company, all awards are immediately vested. Beginning in fiscal 2015, equity awards contain a “double trigger” change in control mechanism. Unless an award is continued or assumed by a public company in an equitable manner, an award shall become fully vested immediately prior to a change in control (at 100% in the case of a performance-based restricted stock award). If an award is so continued or assumed, vesting will continue in accordance with the terms of the award, unless there is a qualifying termination within one-year following the change in control, in which event the award shall become fully vested immediately (at 100% in the case of a performance-based restricted stock award). Stock options Non-qualified options generally expire 10 years after the grant date and, except under certain conditions, the options are subject to continued employment and vest in one-third increments over a three-year period following the grant dates. During the three months ended December 31, 2015 and 2014, the Company recorded stock-based compensation expense related to stock option awards of $6.1 million and $1.6 million, respectively. As of December 31, 2015, there was $12.2 million of total unrecognized compensation cost related to unvested stock options. That cost is expected to be recognized over a weighted-average period of 2.22 years. The following table illustrates the assumptions used in the Black-Scholes pricing model for options granted (inclusive of replacement options discussed in Note 2) during the three months ended December 31, 2015: 2015 Risk-free interest rate 1.56 1.87% Expected volatility 30.96 36.40% Expected life in years 5.57 5.60 Expected dividend yield 0.00% Expected lives of the options granted are based primarily on historical activity, while expected volatilities are based on historical volatilities of the Company’s stock and consideration of public companies’ stock. Information regarding the Company’s stock options is summarized below: Number of Weighted- Weighted- Aggregate (in years) (in millions) Outstanding at September 30, 2015 2,410,907 $ 24.55 6.3 $ 20.70 Granted 987,548 21.25 Exercised (362,381 ) 21.50 Canceled (11,528 ) 24.70 Outstanding at December 31, 2015 3,024,546 $ 23.83 6.5 $ 52.47 Vested or Expected to Vest at December 31, 2015 2,929,727 $ 23.69 6.5 $ 51.64 Exercisable at December 31, 2015 1,929,138 $ 21.77 4.9 $ 37.45 Restricted stock awards During the three months ended December 31, 2015 and 2014, the Company recorded stock-based compensation expense related to restricted stock awards of $1.1 million and $0.7 million, respectively. As of December 31, 2015, there was $14.7 million of total unrecognized compensation cost related to unvested restricted stock awards. That cost is expected to be recognized over a weighted-average period of 2.24 years. The total fair values of the restricted stock awards were determined based upon the number of shares or units and the closing prices of the Company’s common stock on the dates of the grants. The restricted stock awards granted to management are subject to continued employment, except under certain conditions, and will vest if the Company attains a targeted rate of return on invested capital at the end of a three-year period. The actual number of shares or units that will vest can range from 0% to 125% of the management grants depending upon actual Company performance below or above the target level and the Company estimates that performance in determining the projected number of shares or units that will vest and the related compensation cost. The restricted stock awards granted to non-employee directors are also subject to continued service, vest at the end of one year (except under certain conditions) and the underlying common shares will not be distributed until the date of the director’s termination of service on the Board, except that, beginning in fiscal year 2016, directors holding units with a value equal to five times the annual cash retainer may elect to have future grants settle simultaneously with vesting. Grants made prior to fiscal 2014 settle on a date that is six months after the director’s termination of service on the board. In November 2013 and 2014, the Company also issued restricted stock awards that are subject to continued employment and will vest over three to five years. In May 2015, the Company also issued restricted stock awards that are subject to continued employment and will vest after two years. Information regarding the Company’s restricted shares and units is summarized below: Number of Weighted- Outstanding at September 30, 2015 619,999 $ 31.95 Granted 191,691 39.48 Lapse of restrictions/conversions Canceled (108,530 ) 37.09 Outstanding at December 31, 2015 703,160 $ 34.08 Vested or Expected to Vest at December 31, 2015 636,595 $ 33.86 | 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 shares of common stock to selected employees and non-employee directors. As of September 30, 2015, there were 3,537,929 shares of common stock available for awards under the 2014 Plan, subject to increase for shares that are forfeited or expire, or are used for tax withholding on stock awards or stock unit awards, under the 2004 (defined below) and the 2014 Plan. 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 million during the third quarter and an additional $0.2 million during the fourth quarter to reverse stock-based compensation expense recorded in the current and prior periods for previously issued performance-based equity awards. In accordance with the provisions of the 2004 Plan, the Company has adjusted the projection for the number of restricted units that are expected to vest based on the achievement of the underlying related performance measures. In 2015, the Company recorded stock-based compensation expense for award grants of $9.9 million for the year ended September 30, 2015, and $7.4 million and $9.3 million for the years ended September 30, 2014 and 2013, respectively. Stock Options As of September 30, 2015, there were a total of 2,410,907 options outstanding, 1,528,873 of which are exercisable, at a weighted-average exercise price of $20.78. Non-qualified options generally expire 10 years after the grant date and, except under certain conditions, the options are subject to continued employment and vest in one-third increments over a three-year period following the grant dates. As of September 30, 2015, there was $5.8 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested stock options, which is expected to be recognized over a weighted-average period of 1.56 years. 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% in the case of a performance-based award). If an award is so continued or assumed, vesting will continue in accordance with the terms of the award, unless there is a qualifying termination within one-year following the change in control, in which event the award shall become fully vested immediately (at 100% in the case of a performance-based award). Number of Weighted- Weighted- Aggregate (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 million, $6.7 million, and $5.8 million during 2015, 2014, and 2013, respectively. The total intrinsic value of stock options exercised during 2015, 2014 and 2013 was $4.6 million, $7.9 million, and $22.0 million, respectively. Intrinsic values are before applicable income taxes and represent the amount by which the market value of the underlying stock exceeded the exercise price of outstanding options on the last business day of the period indicated. The weighted-average grant date fair value price of options granted during 2015, 2014, and 2013 was $9.40, $15.97, and $13.42, respectively. Restricted Stock Unit Awards As of September 30, 2015, there was $7.8 million of total unrecognized compensation cost, net of estimated forfeitures, related to unvested restricted stock awards which are expected to be recognized over a weighted-average period of 2.20 years. 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% to 125% of the management grants depending upon actual Company performance below or above the target level and the Company estimates that performance in determining the projected number of shares or units that will vest and the related compensation cost. The restricted stock awards granted to non-employee directors are also subject to continued service, vest at the end of one year (except under certain conditions) and the underlying common shares will not be distributed until six months after the director separates from the Company. Beginning in 2014, the six month period was eliminated and shares will be delivered within ten days after termination of service on the board. In November 2013 and 2014, the Company has also issued restricted stock unit awards that are subject to continued employment and will vest over three to five years. Number of Weighted- 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 million, $1.2 million, and $0.8 million during 2015, 2014, and 2013, respectively. |
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 days of service and are at least 21 years old. An eligible employee may elect to make a before-tax contribution of between 1% and 100% of his or her compensation through payroll deductions, not to exceed the annual limit set by law. The Company currently matches the first 50% of participant contributions limited to 6% of a participant’s gross compensation (maximum Company match is 3%). Furthermore, in accordance with the plans, the Company may elect to make additional contributions to eligible employees as part of a discretionary profit-sharing. The Company has elected to do so during each of the three years presented and is scheduled to make a contribution for 2015 during the 2016 fiscal year. All Company contributions are subject to the discretion of management and the board of directors. The combined total expense for this plan and a similar plan for Canadian employees was $4,629, $6,003, and $4,921, in 2015, 2014 and 2013, respectively. 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, and $133 in 2015, 2014, and 2013, respectively. |
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. September 30, September 30, 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 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 million were considered permanently reinvested at September 30, 2015. Of this amount, $22.4 million of the unremitted earnings were previously taxed in the United States and the remittance on these earnings would not generate additional United States tax. 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, of which $322,932 can be amortized for income tax purposes. As of September 30, 2015, there was $82 of uncertain tax positions which, if recognized, would affect the Company’s effective tax rate. The Company’s continuing practice is to recognize any interest and penalties related to income tax matters in income tax expense in the consolidated statements of operations. Year Ended September 30, 2015 2014 Balance, beginning of year $ 82 $ 364 Current year uncertain tax positions Settlements (282 ) Balance, end of year $ 82 $ 82 The Company has operations in 42 U.S. states and six provinces in Canada. The company is currently under audit by the Internal Revenue Service for the tax year ended September 30, 2013 and in certain state and local jurisdictions for various years. These audits may involve complex issues, which may require an extended period of time to resolve. The Company has provided for its estimate of taxes payable in the accompanying financial statements. Additional taxes are reasonably possible, however the amounts cannot be estimated at this time. The Company is no longer subject to U.S. federal income tax examinations for the fiscal year ended prior to September 30, 2012. For the majority of states, the Company is also no longer subject to tax examinations for fiscal years ended before September 30, 2012. In Canada, the Company is no longer subject to tax examinations for fiscal years ended prior to September 30, 2011. For the Canadian provinces, the Company is no longer subject to tax examinations for fiscal years ended before September 30, 2012. |
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 Net Income Long Net Income Long Net Income Long 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 Fiscal Year Balance at Provision Write-offs Balance at 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 | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Financial Derivatives | 8. Financial Instruments Financial Derivatives The Company used 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, the Company entered into an interest rate swap agreement with a notional amount of $213.8 million which was scheduled to expire on March 31, 2017. This agreement swapped the thirty-day LIBOR to a fixed-rate of 1.38%. The instrument had scheduled reductions of the notional amount equal to $2.8 million per quarter, effectively matching the repayment schedule under the Term Loan. In October 2015, the Company settled its interest rate swap agreement resulting in a cash payment by the Company of $2.3 million. The pre-tax unrealized gain within accumulated other comprehensive income associated with the cancelled interest rate swap contract of $2.3 million is being amortized over the original life of the swap contract, through March 2017. | 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 million which expires on March 31, 2017. This agreement swaps the thirty-day LIBOR to a fixed-rate of 1.38%. The instrument has scheduled reductions of the notional amount equal to $2.8 million per quarter, effectively matching the repayment schedule under the Term Loan. As of September 30, 2015, the interest rate swap has a notional amount of $185.6 million. 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. Instrument Location on Balance Sheet Unrealized Losses Fair Value Hierarchy September 30, 2015 September 30, 2014 (dollars in thousands) Designated interest rate swaps (effective) Accrued $ 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. (dollars in thousands) 2015 2014 2013 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 billion. Headquartered in Dallas, Texas, RSG distributes roofing supplies and related materials from 83 locations across 24 states, including the key Western and Southern markets of California, Florida, Texas, and the Pacific Northwest with branches in Seattle and Spokane. 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 million in cash payable to RSG’s stockholders and optionholders, (ii) 9.04 million shares of Company common stock issuable to RSG’s stockholders and optionholders, (iii) substitute Company options in exchange for approximately 862,400 RSG options, and (iv) $601.8 million for repayment of RSG’s outstanding indebtedness and assumed RSG capital leases. The Company funded the cash portion of the consideration through the October 1, 2015 issuance of, $300 million aggregate principal amount of 6.375% Senior Notes due 2023, and borrowings under a $450 million Term Loan B LIBOR based facility due 2022 and a $700 million asset based lending revolving credit facility. On October 1, 2015, the Company also paid off debt of C$15.2 million ($11.4 million) and $186.7 million principal and interest outstanding under the previous Canadian Revolver and Term Loan, respectively as well as $2.4 million owed under related interest rate derivative instruments. |
Foreign Net Revenue
Foreign Net Revenue | 3 Months Ended |
Dec. 31, 2015 | |
Revenue and Total Property From External Customers Attributed To Foreign Countries By Geographic Area Disclosure [Abstract] | |
Foreign Net Revenue | 10. Foreign Net Revenue Foreign (Canadian) net revenue totaled $45.1 million and $45.6 million in the three months ended December 31, 2015 and 2014, respectively. |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Supplemental Guarantor Information | 11. Supplemental Guarantor Information All of the Senior Notes issued by the Company (or Parent) are guaranteed jointly and severally by all of the United States subsidiaries of the Company (except Beacon Canada, Inc., a domestic subsidiary with no material assets other than stock in a foreign subsidiary) (collectively, the “Guarantors”), and not by the Canadian subsidiaries of the Company. Such guarantees are full and unconditional. Supplemental condensed consolidating financial information of the Company, including such information for the Guarantors, is presented below. The information is presented in accordance with the requirements of Rule 3-10 under Regulation S-X of the SEC. The financial information may not necessarily be indicative of results of operations, cash flows or financial position had the non-guarantor subsidiaries operated as independent entities. Investments in subsidiaries are presented using the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. Separate financial statements of the Guarantors are not provided as the consolidating financial information contained herein provides a more meaningful disclosure to allow investors to determine the nature of the assets held by, and the operations of, the combined groups. BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 35,829 $ 8,754 $ (12,373 ) $ 32,210 Accounts receivable, less allowance of $8,510 as at September 30, 2014 466,415 23,378 (621 ) 489,172 Inventories, net 447,120 18,943 466,063 Prepaid expenses and other current assets 4,232 139,726 6,426 150,384 Deferred income taxes 3,052 28,890 (4 ) 31,938 Total current assets 7,284 1,117,980 57,501 (12,998 ) 1,169,767 Intercompany 824,837 (824,837 ) Investments in consolidated subsidiaries 2,719,051 (2,719,051 ) Deferred income taxes 15,980 160 (16,140 ) Property and equipment, net 2,687 134,935 7,985 145,607 Goodwill 1,134,000 28,111 1,162,111 Intangibles, net 483,844 3,633 487,477 Other assets, net 1,232 38 1,270 Total assets $ 2,746,234 $ 3,695,634 $ 97,390 $ (3,573,026 ) $ 2,966,232 Liabilities and equity: Current liabilities: Accounts payable $ 19,364 $ 333,072 $ 7,763 $ (12,994 ) $ 347,205 Accrued expenses 1,511 144,611 5,425 151,547 Borrowings under revolver lines of credit Deferred income taxes 4 (4 ) Current portion of long-term 4,500 9,787 14,287 Total current liabilities 25,375 487,470 13,192 (12,998 ) 513,039 Long-term debt, net of current portion 722,888 722,888 Borrowings under revolver lines of 336,000 7,225 343,225 Deferred income taxes 148,745 (16,140 ) 132,605 Long-term obligations under equipment financing and other, net of current portion 45 43,222 55 43,322 Intercompany 786,773 38,064 (824,837 ) Total liabilities 1,535,081 1,015,437 58,536 (853,975 ) 1,755,079 Total stockholders’ equity 1,211,153 2,680,197 38,854 (2,719,051 ) 1,211,153 Total liabilities and stockholders' $ 2,746,234 $ 3,695,634 $ 97,390 $ (3,573,026 ) $ 2,966,232 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 24,872 $ 4,697 $ (6,232 ) $ 23,337 Accounts receivable, less allowance of $8,150 as at September 30, 2014 247,373 23,426 (1,416 ) 269,383 Inventories, net 291,890 22,780 314,670 Prepaid expenses and other current assets 70,525 6,450 76,975 Deferred income taxes 743 13,756 130 14,629 Total current assets 743 648,416 57,483 (7,648 ) 698,994 Intercompany 378,029 (378,029 ) Investments in consolidated subsidiaries 1,374,778 (1,374,778 ) Deferred income taxes 13,784 (13,784 ) Property and equipment, net 2,693 76,088 9,522 88,303 Goodwill 455,620 33,705 489,325 Intangibles, net 13 93,888 3,372 97,273 Other assets, net 9,422 1,494 10,916 Total assets $ 1,401,433 $ 1,652,041 $ 105,576 $ (1,774,239 ) $ 1,384,811 Liabilities and equity: Current liabilities: Accounts payable $ 12,811 $ 152,121 $ 6,083 $ (7,648 ) $ 163,367 Accrued expenses 2,075 65,700 4,963 72,738 Borrowings under revolver lines of credit 15,100 8,189 23,289 Deferred income taxes Current portion of long-term 11,250 5,439 16,689 Total current liabilities 41,236 223,260 19,235 (7,648 ) 276,083 Long-term debt, net of current portion 180,657 180,657 Borrowings under revolver lines of credit Deferred income taxes 77,021 928 (13,784 ) 64,165 Long-term obligations under equipment financing and other, net of current portion 7,949 26,091 72 34,112 Intercompany 341,797 36,232 (378,029 ) Total liabilities 571,639 326,372 56,467 (399,461 ) 555,017 Total stockholders’ equity 829,794 1,325,669 49,109 (1,374,778 ) 829,794 Total liabilities and stockholders' $ 1,401,433 $ 1,652,041 $ 105,576 $ (1,774,239 ) $ 1,384,811 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations Three Months Ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 931,484 $ 45,137 $ (141 ) $ 976,480 Cost of products sold 708,383 35,050 (141 ) 743,292 Gross profit 223,101 10,087 233,188 Operating expenses 31,172 167,014 8,158 206,344 Intercompany charges (income) (7,847 ) 7,186 661 Income from operations (23,325 ) 48,901 1,268 26,844 Intercompany interest expense, financing costs and other 9,874 6,238 144 16,256 Intercompany interest expenses (income) (3,926 ) 3,537 389 Income before income taxes and equity in net income of subsidiaries (29,273 ) 39,126 735 10,588 Provision for income taxes (9,732 ) 13,007 195 3,470 Income before equity in net income of subsidiaries (19,541 ) 26,119 540 7,118 Equity in net income of subsidiaries 26,659 (26,659 ) Net income $ 7,118 $ 26,119 $ 540 $ (26,659 ) $ 7,118 Net income per share: Basic $ 0.12 Diluted $ 0.12 Weighted-average shares used in computing net income per share: Basic 58,972,913 Diluted 59,962,033 Three Months Ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 550,502 $ 45,614 $ (74 ) $ 596,042 Cost of products sold 422,981 35,570 (74 ) 458,477 Gross profit 127,521 10,044 137,565 Operating expenses 9,420 95,638 8,687 113,745 Intercompany charges (income) (6,698 ) 6,102 596 Income from operations (2,722 ) 25,781 761 23,820 Interest expense, financing costs and other (2,439 ) 65 151 2,655 Intercompany interest expense (income) (3,914 ) 3,515 399 Income before income taxes and equity in net income of subsidiaries (1,247 ) 22,201 211 21,165 Provision for income taxes (510 ) 9,067 (299 ) 8,258 Income before equity in net income of subsidiaries (737 ) 13,134 510 12,907 Equity in net income of subsidiaries 13,644 (13,644 ) Net income $ 12,907 $ 13,134 $ 510 $ (13,644 ) $ 12,907 Net income per share: Basic $ 0.26 Diluted $ 0.26 Weighted-average shares used in computing net income per share: Basic 49,428,842 Diluted 50,012,881 BEACON ROOFING SUPPLY, INC. Three Months Ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 7,118 $ 26,119 $ 540 $ (26,659 ) $ 7,118 Other comprehensive income (loss): Foreign currency translation adjustment (2,469 ) (2,469 ) 2,469 (2,469 ) Total other comprehensive income (loss), net of tax (2,469 ) (2,469 ) 2,469 (2,469 ) Comprehensive income $ 4,649 $ 26,119 $ (1,929 ) $ (24,190 ) $ 4,649 Three Months Ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Company Net income $ 12,907 $ 13,134 $ 510 $ (13,644 ) $ 12,907 Other comprehensive income (loss): Foreign currency translation adjustment (3,189 ) (3,189 ) 3,189 (3,189 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax (35 ) (35 ) Total other comprehensive income (loss), net of tax (3,224 ) (3,189 ) 3,189 (3,224 ) Comprehensive income $ 9,683 $ 13,134 $ (2,679 ) $ (10,456 ) $ 9,683 BEACON ROOFING SUPPLY, INC. Three Months Ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ (49,989 ) $ 98,053 $ 4,778 $ (8,167 ) $ 44,675 Investing activities Purchases of property and equipment (566 ) (1,578 ) (9 ) (2,153 ) Acquisition of businesses (941,156 ) (941,156 ) Proceeds from sales of assets 229 229 Intercompany activity 436,866 (436,866 ) Net cash used in investing activities (504,856 ) (1,349 ) (9 ) (436,866 ) (943,080 ) Financing activities Borrowings under revolving lines of 878,947 11,181 890,128 Repayments under revolving lines of (534,470 ) (14,908 ) (549,378 ) Borrowings under term loan 450,000 450,000 Repayments under term loan (186,750 ) (186,750 ) Repayments under equipment financing facilities (1,367 ) (1,367 ) Borrowings under Senior Notes 300,000 300,000 Payment of deferred financing costs (18,890 ) (8,923 ) (27,813 ) Proceeds from exercise of options 8,984 8,984 Excess tax benefit from equity-based compensation 1,501 1,501 Intercompany activity (437,878 ) 1,012 436,866 Net cash (used in) provided by financing activities 554,845 (103,691 ) (2,715 ) 436,866 885,305 Effect of exchange rate changes on cash (351 ) (351 ) Net increase (decrease) in cash and cash equivalents (6,987 ) 1,703 (8,167 ) (13,451 ) Cash and cash equivalents, beginning of 42,816 7,051 (4,206 ) 45,661 Cash and cash equivalents, end of period $ $ 35,829 $ 8,754 $ (12,373 ) $ 32,210 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows Three Months Ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities (20,701 ) $ 54,900 $ 5,401 $ 589 $ 40,189 Investing activities Purchases of property and equipment (148 ) (2,697 ) (293 ) (3,138 ) Acquisition of businesses (69,746 ) (69,746 ) Proceeds from sales of assets 115 115 Intercompany activity 85,392 (85,392 ) Net cash used in investing activities 15,498 (2,582 ) (293 ) (85,392 ) (72,769 ) Financing activities Borrowings under revolving lines of 147,507 147,507 Repayments under revolving lines of (140,207 ) (2,233 ) (142,440 ) Repayments under term loan (2,812 ) (2,812 ) Repayments under equipment financing facilities (1,412 ) (1,412 ) Proceeds from exercise of options 662 662 Excess tax benefit from equity-based compensation 53 53 Intercompany activity (84,087 ) (1,306 ) 85,393 Net cash (used in) provided by financing activities 5,203 (85,499 ) (3,539 ) 85,393 1,558 Effect of exchange rate changes on cash (113 ) (113 ) Net increase (decrease) in cash and cash equivalents (33,181 ) 1,456 590 (31,135 ) Cash and cash equivalents, beginning of 58,053 3,241 (6,822 ) 54,472 Cash and cash equivalents, end of period $ 24,872 $ 4,697 $ (6,232 ) $ 23,337 | 18. Supplemental Guarantor Information All of the Senior Notes issued by the Company (or Parent) on October 1, 2015 are guaranteed jointly and severally by all of the United States subsidiaries of the Company (except Beacon Canada, Inc., a domestic subsidiary with no material assets other than stock in a foreign subsidiary) (collectively, the “Guarantors”), and not by the Canadian subsidiaries of the Company. Such guarantees are full and unconditional. Supplemental condensed consolidating financial information of the Company, including such information for the Guarantors, is presented below. The information is presented in accordance with the requirements of Rule 3-10 under Regulation S-X of the SEC. The financial information may not necessarily be indicative of results of operations, cash flows or financial position had the non-guarantor subsidiaries operated as independent entities. Investments in subsidiaries are presented using the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. Separate financial statements of the Guarantors are not provided as the consolidating financial information contained herein provides a more meaningful disclosure to allow investors to determine the nature of the assets held by, and the operations of, the combined groups. BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 42,816 $ 7,051 $ (4,206 ) $ 45,661 Accounts receivable, less allowance of $8,510 at September 30, 2014 365,679 34,693 (640 ) 399,732 Inventories, net 299,107 21,892 320,999 Prepaid expenses and other current assets 14,013 78,314 5,601 97,928 Deferred income taxes 3,051 (742 ) 2,309 Total current assets 17,064 785,916 69,237 (5,588 ) 866,629 Intercompany 386,892 (386,892 ) Investments in consolidated subsidiaries 1,429,665 (1,429,665 ) Deferred income taxes 17,481 (17,481 ) Property and equipment, net 2,339 79,428 8,638 90,405 Goodwill 465,575 30,840 496,415 Intangibles, net 84,915 2,140 87,055 Other assets, net 1,233 1,233 Total assets $ 1,467,782 $ 1,802,726 $ 110,855 $ (1,839,626 ) $ 1,541,737 Liabilities and equity: Current liabilities: Accounts payable $ 14,519 $ 218,920 $ 16,298 $ (4,846 ) $ 244,891 Accrued expenses 38,744 80,738 5,312 124,794 Borrowings under revolver lines of credit 11,240 11,240 Deferred income taxes 742 (742 ) Current portion of long-term obligations 11,250 5,070 16,320 Total current liabilities 64,513 305,470 32,850 (5,588 ) 397,245 Long-term debt, net of current portion 170,200 170,200 Borrowings under revolver lines of credit Deferred income taxes 86,118 172 (17,481 ) 68,809 Long-term obligations under equipment financing and other, net of current portion 45 22,256 66 22,367 Intercompany 349,908 36,984 (386,892 ) Total liabilities 584,666 413,844 70,072 (409,961 ) 658,621 Total stockholders’ equity 883,116 1,388,882 40,783 (1,429,665 ) 883,116 Total liabilities and stockholders’ equity $ 1,467,782 $ 1,802,726 $ 110,855 $ (1,839,626 ) $ 1,541,737 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 58,053 $ 3,241 $ (6,822 ) $ 54,472 Accounts receivable, less allowance of $8,510 at September 30, 2014 323,587 37,506 (291 ) 360,802 Inventories, net 273,897 27,729 301,626 Prepaid expenses and other current assets 60,796 6,032 66,828 Deferred income taxes 720 13,755 135 14,610 Total current assets 720 730,088 74,643 (7,113 ) 798,338 Intercompany 293,942 (293,942 ) Investments in consolidated subsidiaries 1,294,571 (1,294,571 ) Deferred income taxes 13,883 (13,883 ) Property and equipment, net 2,727 75,882 9,956 88,565 Goodwill 431,391 34,815 466,206 Intangibles, net 14 68,473 3,779 72,266 Other assets, net 4,456 24 1,547 6,027 Total assets $ 1,316,371 $ 1,599,800 $ 124,740 $ (1,609,509 ) $ 1,431,402 Liabilities and equity: Current liabilities: Accounts payable $ 20,735 $ 188,603 $ 18,609 $ (7,113 ) $ 220,834 Accrued expenses 16,900 58,328 5,057 80,285 Borrowings under revolver lines of credit 7,800 10,714 18,514 Deferred income taxes Current portion of long-term obligations 11,250 5,352 16,602 Total current liabilities 56,685 252,283 34,380 (7,113 ) 336,235 Long-term debt, net of current portion 183,131 183,131 Borrowings under revolver lines of credit Deferred income taxes 77,019 964 (13,883 ) 64,100 Long-term obligations under equipment financing and other, net of current portion 3,049 27,714 72 30,835 Intercompany 256,405 37,537 (293,942 ) Total liabilities 499,270 357,016 72,953 (314,938 ) 614,301 Total stockholders’ equity 817,101 1,242,784 51,787 (1,294,571 ) 817,101 Total liabilities and stockholders’ equity $ 1,316,371 $ 1,599,800 $ 124,740 $ (1,609,509 ) $ 1,431,402 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations Year Ended September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 2,331,829 $ 183,809 $ (469 ) $ 2,515,169 Cost of products sold 1,778,196 142,077 (469 ) 1,919,804 Gross profit 553,633 41,732 595,365 Operating expenses 44,937 399,901 33,446 478,284 Intercompany charges (income) (36,085 ) 34,264 1,821 Income from operations (8,852 ) 119,468 6,465 117,081 Interest expense, financing costs and other 9,508 740 789 11,037 Intercompany interest expense (income) (15,762 ) 14,174 1,588 Income before income taxes and equity in net income of subsidiaries (2,598 ) 104,554 4,088 106,044 Provision for income taxes (1,087 ) 43,765 1,089 43,767 Income before equity in net income of subsidiaries (1,511 ) 60,789 2,999 62,277 Equity in net income of subsidiaries 63,788 (63,788 ) Net income $ 62,277 $ 60,789 $ 2,999 $ (63,788 ) $ 62,277 Net income per share: Basic $ 1.26 Diluted $ 1.24 Weighted-average shares used in computing net income per share: Basic 49,578,130 Diluted 50,173,478 Year Ended September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 2,146,805 $ 180,549 $ (449 ) $ 2,326,905 Cost of products sold 1,658,562 140,952 (449 ) 1,799,065 Gross profit 488,243 39,597 527,840 Operating expenses 28,058 367,812 33,107 428,977 Intercompany charges (income) (27,782 ) 25,929 1,853 Income from operations (276 ) 94,502 4,637 98,863 Interest expense, financing costs and other 9,788 (800 ) 1,107 10,095 Intercompany interest expense (income) (14,503 ) 12,867 1,636 Income before income taxes and equity in net income of subsidiaries 4,439 82,435 1,894 88,768 Provision for income taxes 1,748 32,442 732 34,922 Income before equity in net income of subsidiaries 2,691 49,993 1,162 53,846 Equity in net income of subsidiaries 51,155 (51,155 ) Net income $ 53,846 $ 49,993 $ 1,162 $ (51,155 ) $ 53,846 Net income per share: Basic $ 1.09 Diluted $ 1.08 Weighted-average shares used in computing net income per share: Basic 49,227,466 Diluted 49,947,699 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations Year Ended September 30, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 2,064,358 $ 176,922 $ (557 ) $ 2,240,723 Cost of products sold 1,573,865 136,018 (557 ) 1,709,326 Gross profit 490,493 40,904 531,397 Operating expenses 23,399 345,431 32,846 401,676 Intercompany charges (income) (24,457 ) 23,004 1,453 Income from operations 1,058 122,058 6,605 129,721 Interest expense, financing costs and other 8,896 (1,057 ) 408 8,247 Intercompany interest expense (income) (12,627 ) 11,052 1,575 Income before income taxes and equity in net income of subsidiaries 4,789 112,063 4,622 121,474 Provision for income taxes 1,945 45,520 1,402 48,867 Income before equity in net income of subsidiaries 2,844 66,543 3,220 72,607 Equity in net income of subsidiaries 69,763 (69,763 ) Net income $ 72,607 $ 66,543 $ 3,220 $ (69,763 ) $ 72,607 Net income per share: Basic $ 1.50 Diluted $ 1.47 Weighted-average shares used in computing net income per share: Basic 48,472,240 Diluted 49,385,335 BEACON ROOFING SUPPLY, INC. Year Ended September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 62,277 $ 60,789 $ 2,999 $ (63,788 ) $ 62,277 Other comprehensive income (loss): Foreign currency translation adjustment (14,003 ) (14,003 ) 14,003 (14,003 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax (138 ) (138 ) Total other comprehensive income (loss), net of tax (14,141 ) (14,003 ) 14,003 (14,141 ) Comprehensive income $ 48,136 $ 60,789 $ (11,004 ) $ (49,785 ) $ 48,136 Year Ended September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 53,846 $ 49,993 $ 1,162 $ (51,155 ) $ 53,846 Other comprehensive income (loss): Foreign currency translation adjustment (7,175 ) (7,175 ) 7,175 (7,175 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax 972 972 Total other comprehensive income (loss), net of tax (6,203 ) (7,175 ) 7,175 (6,203 ) Comprehensive income $ 47,643 $ 49,993 $ (6,013 ) $ (43,980 ) $ 47,643 Year Ended September 30, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 72,607 $ 66,543 $ 3,220 $ (69,763 ) $ 72,607 Other comprehensive income (loss): Foreign currency translation adjustment (4,401 ) (4,401 ) 4,401 (4,401 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax 1,399 1,399 Total other comprehensive income (loss), net of tax (3,002 ) (4,401 ) 4,401 (3,002 ) Comprehensive income $ 69,605 $ 66,543 $ (1,181 ) $ (65,362 ) $ 69,605 BEACON ROOFING SUPPLY, INC. Year Ended September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ 1,776 $ 100,760 $ 4,188 $ 2,616 $ 109,340 Investing activities Purchases of property and equipment (397 ) (18,649 ) (1,756 ) (20,802 ) Acquisition of businesses (85,301 ) (85,301 ) Proceeds from sales of assets 1,389 1,389 Intercompany activity 93,503 (93,503 ) Net cash used in investing activities 7,805 (17,260 ) (1,756 ) (93,503 ) (104,714 ) Financing activities Borrowings under revolving lines of credit 552,545 8,089 560,634 Payments under revolving lines of credit (560,345 ) (5,662 ) (566,007 ) Repayments under financing facilities and other (5,553 ) (5,553 ) Repayments under senior term loan (11,250 ) (11,250 ) Proceeds from exercise of options 7,943 7,943 Excess tax benefit from equity-based compensation 1,526 1,526 Intercompany activity (93,184 ) (319 ) 93,503 Net cash (used in) provided by financing activities (9,581 ) (98,737 ) 2,108 93,503 (12,707 ) Effect of exchange rate changes on cash (730 ) (730 ) Net increase (decrease) in cash and cash equivalents (15,237 ) 3,810 2,616 (8,811 ) Cash and cash equivalents, beginning of year 58,053 3,241 (6,822 ) 54,472 Cash and cash equivalents, end of year $ $ 42,816 $ 7,051 $ (4,206 ) $ 45,661 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows Year Ended September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ 20,335 $ 53,730 $ (11,746 ) $ (6,822 ) $ 55,497 Investing activities Purchases of property and equipment (884 ) (33,813 ) (2,542 ) (37,239 ) Acquisition of businesses (1,514 ) (1,514 ) Proceeds from sales of assets 1,437 1,437 Intercompany activity 13,751 (13,751 ) Net cash used in investing activities 11,354 (32,376 ) (2,542 ) (13,751 ) (37,316 ) Financing activities Borrowings under revolving lines of credit 482,500 15,000 497,500 Payments under revolving lines of credit (519,700 ) (5,426 ) (525,126 ) Borrowings under financing facilities and other 25,377 25,377 Repayments under financing facilities and other (5,009 ) (5,009 ) Repayments under senior term loan (11,250 ) (11,250 ) Proceeds from exercise of options 7,680 7,680 Excess tax benefit from equity-based compensation 1,030 1,030 Intercompany activity (17,789 ) 4,038 13,751 Net cash (used in) provided by financing activities (39,740 ) 2,579 13,612 13,751 (9,798 ) Effect of exchange rate changes on cash (938 ) (938 ) Net increase (decrease) in cash and cash equivalents (8,052 ) 23,933 (1,613 ) (6,822 ) 7,445 Cash and cash equivalents, beginning of year 8,052 34,120 4,855 47,027 Cash and cash equivalents, end of year $ $ 58,053 $ 3,241 $ (6,822 ) $ 54,472 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows Year Ended September 30, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ 31,091 $ 23,248 $ 24,154 $ $ 78,493 Investing activities Purchases of property and equipment (1,410 ) (21,690 ) (3,020 ) (26,120 ) Acquisition of businesses (64,606 ) (64,606 ) Proceeds from sales of assets 24 1,211 1,235 Intercompany activity 24,848 (24,848 ) Net cash used in investing activities (41,144 ) (20,479 ) (3,020 ) (24,848 ) (89,491 ) Financing activities Borrowings under revolving lines of credit 444,300 11,276 455,576 Payments under revolving lines of credit (440,600 ) (8,680 ) (449,280 ) Borrowings under financing facilities and other 3,993 3,993 Repayments under financing facilities and other (4,549 ) (4,549 ) Repayments under senior term loan (11,250 ) (11,250 ) Proceeds from exercise of options 18,579 18,579 Excess tax benefit from equity-based compensation 4,944 4,944 Intercompany activity 7,420 (32,268 ) 24,848 Net cash (used in) provided by financing activities 15,973 6,864 (29,672 ) 28,848 18,013 Effect of exchange rate changes on cash (193 ) (193 ) Net increase (decrease) in cash and cash equivalents 5,920 9,633 (8,731 ) 6,822 Cash and cash equivalents, beginning of year 2,132 24,487 13,586 40,205 Cash and cash equivalents, end of year $ 8,052 $ 34,120 $ 4,855 $ $ 47,027 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Accounting Policies [Abstract] | ||
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 million and $58.4 million, respectively, and are included in “Prepaid expenses and other current assets” in the accompanying consolidated balance sheets | |
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 Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. 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 million, increase 2014 net income by $1.9 million, and increase 2014 basic and diluted earnings per share by $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% of the Company’s sales. 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 million in 2015, $111.6 million in 2014 and $103.5 million in 2013 | |
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 vendors in 2015, 12 vendors in 2014, and 11 vendors in 2013. In addition, more than 10% of the total cost of purchases was made from two vendors in 2015, and from each of three vendors in 2014 and 2013 | |
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, Intangibles Goodwill 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 years after events such as an acquisition within the Company’s core roofing business or management/business restructuring. This evaluation also considers major storm activity or local economic challenges that may impact the short term operations of an individual component. Components that exhibit similar economic characteristics are subsequently aggregated into a single reporting unit. 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%. In addition, gross profit, as compared to prior year, increased by 12.8%. The increase in the gross margin reflects pricing increases across the Company’s complementary products as a result of increased demand and the impact of our acquisitions in fiscal 2015, combined with a favorable shift in our sales mix in 2015 towards residential and complementary products, which generally have higher gross margins than our non-residential products. The Company’s analysis further noted the total market capitalization exceeded the Company’s carrying value by approximately 106% at August 31, 2015. This compares to 73% and 140% for that same measure at August 31, 2014 and 2013, respectively. In addition, we did not identify any macroeconomic or industry conditions or cost related factors that would indicate the fair value of the Reporting Unit was more likely than not to be less than its respective carrying value. 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 based on the related performance measures. The Company recorded stock-based compensation expense of $9.9 million ($5.8 million, net of tax) or $0.12 per basic share and per diluted share in 2015, $7.4 million ($4.5 million, net of tax) or $0.09 per basic share and per diluted share in 2014, and $9.3 million ($5.6 million, net of tax) or $0.11 per basic share and per diluted share in 2013. At September 30, 2015, the Company had $24.3 million of excess tax benefits available for potential deferred tax write-offs related to previously recognized stock-based compensation | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) September 30, September 30, 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 | 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 | Recent Accounting Pronouncements In April 2015, the FASB issued ASU 2015-3, “Simplifying the Presentation of Debt Issuance Costs” to simplify the presentation of debt issuance costs. This new guidance 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 the associated debt liability, consistent with the required presentation for debt discounts. This update is effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years and early adoption is permitted. Upon adoption, an entity must apply the new guidance retrospectively to all prior periods presented in the financial statements. The Company elected to early adopt this new guidance effective October 1, 2015. The adoption of this standard changed the Company’s previous practice of presenting debt issuance costs as an asset and resulted in the reduction of total assets and total liabilities in an amount equal to the balance of unamortized debt issuance costs at each balance sheet date presented. Debt issuance costs that are now presented as a direct reduction from the carrying amount of the associated debt liability amounted to $30 million at December 31, 2015, $4 million at September 30, 2015, and $2 million at December 31, 2014. | Recently Issued Accounting Pronouncements Adopted In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs” to simplify the presentation of debt issuance costs. This new guidance 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 the associated debt liability, consistent with the required presentation for debt discounts. This update is effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years and early adoption is permitted. Upon adoption, an entity must apply the new guidance retrospectively to all prior periods presented in the financial statements. The Company elected to early adopt this new guidance effective October 1, 2015. The adoption of this standard changed the Company’s previous practice of presenting debt issuance costs as an asset and resulted in the reduction of total assets and total liabilities in an amount equal to the balance of unamortized debt issuance costs at each balance sheet date presented. Debt issuance costs that were previously reported in other assets are now presented as a reduction of senior notes payable in the accompanying consolidated balance sheets. The amounts previously reported in other assets were $4.2 million and $2.5 million as of September 30, 2015 and 2014, respectively. Recently Issued Accounting Pronouncements Not Yet Adopted 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 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 Accoun32
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | 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 Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. | |
Accumulated Other Comprehensive Income (Loss) | September 30, September 30, 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 | 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 net income per share because the effect was either anti-dilutive or the requisite performance condition was not met. Three Months Ended 2015 2014 Stock option awards 679,995 1,394,330 Restricted stock awards 88,407 266,497 | 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 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The Company has recorded purchase accounting entries on a preliminary basis as follows (in thousands): Cash $ 16,451 Accounts receivable 177,251 Inventory 179,651 Other current assets 50,707 Property, plant, and equipment 57,973 Other intangible assets (see Note 6) 382,100 Goodwill (see Note 6) 617,715 Current liabilities (250,479 ) Non-current liabilities (61,918 ) Total purchase price $ 1,169,451 |
Business Acquisition, Pro Forma Information | The following represents the unaudited pro forma consolidated revenue and net loss for the Company for the period indicated as if the RSG Acquisition had been included in Company’s consolidated results of operations beginning October 1, 2014 (in thousands, except per share amount): Three Months Revenue $ 876,953 Net loss $ (11,908 ) Net loss per share $ (0.20 ) |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||
Calculation of Weighted-Average Shares Outstanding | The following table presents the basic and diluted weighted-average shares outstanding for each period presented: Three Months Ended 2015 2014 Weighted-average common shares outstanding 58,972,913 49,428,842 Effect of dilutive securities: Stock option awards 748,678 476,941 Restricted stock awards 240,442 107,098 Shares for diluted net income per share 59,962,033 50,012,881 | |
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 net income per share because the effect was either anti-dilutive or the requisite performance condition was not met. Three Months Ended 2015 2014 Stock option awards 679,995 1,394,330 Restricted stock awards 88,407 266,497 | 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 |
Comprehensive Income and Capi35
Comprehensive Income and Capital Structure (Tables) | 3 Months Ended |
Dec. 31, 2015 | |
Comprehensive Income And Capital Structure [Abstract] | |
Schedule of Stockholders Equity | The following table presents the activity included in stockholders’ equity during the three months ended December 31, 2015 (in thousands): Common Additional Retained Accumulated Total Balance at September 30, 2015 $ 497 $ 345,934 $ 557,405 $ (20,720 ) $ 883,116 Issuance of common stock 94 315,715 315,809 Stock-based compensation 7,179 7,179 Net income 7,118 7,118 Other comprehensive loss (2,469 ) (2,469 ) Amounts reclassified out of other comprehensive income, net of tax 400 400 Balance at December 31, 2015 $ 591 $ 668,828 $ 564,523 $ (22,789 ) $ 1,211,153 |
Reclassification out of Accumulated Other Comprehensive Income | Accumulated other comprehensive loss consists of adjustments related to the translation of foreign currencies and fair value adjustments associated with cash flow hedges. The following table presents the changes in accumulated other comprehensive income (loss), by component, during the three months ended December 31, 2015 (in thousands): Foreign Derivative Accumulated Balance at September 30, 2015 $ (19,293 ) $ (1,427 ) $ (20,720 ) Other comprehensive income (loss) recognized in accumulated other comprehensive income, net of tax (2,469 ) (2,469 ) Amounts reclassified out of other comprehensive loss, net of tax 400 400 Balance at December 31, 2015 $ (21,762 ) $ (1,027 ) $ (22,789 ) |
Goodwill, Intangibles and Oth36
Goodwill, Intangibles and Other Assets (Tables) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Goodwill Intangible Assets And Other Assets [Abstract] | ||
Summary of Changes in goodwill | The following table sets forth the change in the carrying amount of goodwill for the Company during the period (in thousands): 2015 2014 Balance at September 30, $ 496,415 $ 466,206 Acquisition of RSG 617,715 Other Acquisitions 50,709 24,309 Translation and Other Adjustments (2,728 ) (1,190 ) Balance at December 31, $ 1,162,111 $ 489,325 | September 30, Acquisitions Dispositions Translation September 30, Acquisitions Dispositions Translation September 30, Goodwill 469,203 (2,997 ) 466,206 34,465 (4,256 ) 496,415 |
Intangibles and Other Assets, Included in Other Long-term Assets | Intangible assets and other assets consisted of the following (in thousands): December 31, September 30, December 31, Weighted- Amortizable intangible assets: Non-compete agreements $ 2,824 $ 2,824 $ 2,824 4.36 Customer relationships 542,187 191,852 190,388 18.96 Trademarks 1,100 1,100 700 4.03 Beneficial lease arrangements 610 610 610 546,721 196,386 194,522 Less: Accumulated amortization (132,294 ) (119,081 ) (106,999 ) 414,427 77,305 87,523 Indefinite lived trademarks 73,050 9,750 9,750 Other assets 1,270 1,233 10,916 $ 488,747 $ 88,288 $ 108,189 | September 30, 2015 September 30, 2014 Weighted 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 Indefinite-lived trademarks 9,750 9,750 Other assets 1,233 4,237 Total other assets, net $ 88,288 $ 78,293 |
Estimated Future Annual Amortization | The following table presents the estimated annual amortization expense for these intangible assets (in thousands): 2016 (Jan Sept) $ 52,776 2017 75,154 2018 61,766 2019 49,778 2020 39,891 Thereafter 135,062 $ 414,427 | Year ending September 30, Future 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 Cu37
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 | September 30, 2015 September 30, 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 | September 30, 2015 September 30, 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 | September 30, 2015 September 30, 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) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Debt Disclosure [Abstract] | ||
Schedule of Long-term Debt Instruments | Financing arrangements consisted of the following (in thousands): December 31, September 30, December 31, Senior Secured Credit Facility Revolving Lines of Credit: U.S. Revolver expires October 1, 2020 2.02 0.00 $ 316,523 $ $ Canadian revolver expires October 1, 2020 3.20 0.00 7,225 U.S. Revolver expires October 1, 2020 4.00 0.00 19,477 Canadian revolver expires March 31, 2017 0.00 3.70 4.00 11,240 8,189 U.S. Revolver expires March 31, 2017 0.00 4.25 15,100 Term Loan: Term Loan matures October 1, 2022 4.00 0.00 $ 437,298 $ $ Term Loan matures March 31, 2017 0.00 4.25 2.17 181,450 191,907 Total borrowings under Senior Secured Credit Facility 780,523 192,690 215,196 Less: current portion (4,500 ) (22,490 ) (34,539 ) Total long-term portion of borrowings under Senior Secured Credit Facility $ 776,023 $ 170,200 $ 180,657 Senior Notes Senior Notes expires October 2023 ( 6.38 0.00 $ 290,091 $ $ Less: current portion Total long-term portion of borrowings under Senior Notes $ 290,091 $ $ Equipment Financing Facilities Borrowings under various equipment financing facilities various maturities through September 2021 and various fixed interest rates ranging from 2.33 4.49 2.33 4.49 2.33 4.60 $ 24,121 $ 25,488 $ 29,629 Borrowings under various capital lease obligations various maturities through November 2021 and various fixed interest rates ranging from 2.72 10.39 0.00 26,073 Less: current portion (9,787 ) (5,069 ) (5,439 ) Total long-term portion of borrowings under equipment financing facilities $ 40,407 $ 20,419 $ 24,190 | September 30, 2015 September 30, 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) 7,800 Term Loan: Term Loan-matures March 31, 2017 (4.25% at September 30, 2015 and 2.15% on September 30, 2014) 181,450 194,381 Total borrowings under Senior Secured Credit Facility 192,690 212,895 Less: current portion (22,490 ) (29,764 ) Total long-term portion of borrowings under Senior Secured Credit Facility $ 170,200 $ 183,131 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 are as follows (in thousands): Term Loan B ABL Facility Senior Notes Equipment Total 2016 (Jan Sept) $ 3,375 $ $ $ 7,343 $ 10,718 2017 4,500 10,336 14,836 2018 4,500 9,646 14,146 2019 4,500 10,298 14,798 2020 4,500 7,538 12,038 Thereafter 427,500 351,702 300,000 5,033 1,084,235 Subtotal 448,875 351,702 300,000 50,194 1,150,771 Less current portion (4,500 ) (9,787 ) (14,287 ) Total long-term debt $ 444,375 $ 351,702 $ 300,000 $ 40,407 $ 1,136,484 | Fiscal year Senior Equipment Revolving Total 2016 11,250 5,069 11,240 27,559 2017 174,375 4,974 179,349 2018 4,223 4,223 2019 4,336 4,336 2020 4,300 4,300 Thereafter 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 $ $ 194,794 |
Leases (Tables)
Leases (Tables) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Leases [Abstract] | ||
Leases | The Company assumed operating leases as part of each of the 2016 acquisitions (see Note 2). At December 31, 2015, the minimum rental commitments under these acquired, non-cancelable operating leases with initial or remaining terms of more than one year were as follows: Operating 2016 (Jan Sept) 12,105 2017 13,947 2018 7,916 2019 4,730 2020 2,476 Thereafter 1,908 Total minimum lease payments $ 43,082 | Year ending September 30, Operating 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 42
Stock Options and Restricted Stock Awards (Tables) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | 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 following table illustrates the assumptions used in the Black-Scholes pricing model for options granted (inclusive of replacement options discussed in Note 2) during the three months ended December 31, 2015: 2015 Risk-free interest rate 1.56 1.87% Expected volatility 30.96 36.40% Expected life in years 5.57 5.60 Expected dividend yield 0.00% | 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: Number of Weighted- Weighted- Aggregate (in years) (in millions) Outstanding at September 30, 2015 2,410,907 $ 24.55 6.3 $ 20.70 Granted 987,548 21.25 Exercised (362,381 ) 21.50 Canceled (11,528 ) 24.70 Outstanding at December 31, 2015 3,024,546 $ 23.83 6.5 $ 52.47 Vested or Expected to Vest at December 31, 2015 2,929,727 $ 23.69 6.5 $ 51.64 Exercisable at December 31, 2015 1,929,138 $ 21.77 4.9 $ 37.45 | Number of Weighted- Weighted- Aggregate (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 shares and units is summarized below: Number of Weighted- Outstanding at September 30, 2015 619,999 $ 31.95 Granted 191,691 39.48 Lapse of restrictions/conversions Canceled (108,530 ) 37.09 Outstanding at December 31, 2015 703,160 $ 34.08 Vested or Expected to Vest at December 31, 2015 636,595 $ 33.86 | Number of Weighted- 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 | 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 | These 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, 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 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 (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 | Year Ended September 30, 2015 2014 2013 Net Income Long Net Income Long Net Income Long 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 Accoun45
Allowance for Doubtful Accounts (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Allowance For Doubtful Accounts [Abstract] | |
Allowance for Doubtful Accounts | Fiscal Year Balance at Provision Write-offs Balance at 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 | Instrument Location on Balance Sheet Unrealized Losses Fair Value Hierarchy September 30, 2015 September 30, 2014 (dollars in thousands) Designated interest rate swaps (effective) Accrued $ 2,358 $ 2,124 Level 2 |
Schedule of Interest Rate Derivatives | (dollars in thousands) 2015 2014 2013 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) |
Supplemental Guarantor Inform47
Supplemental Guarantor Information (Tables) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheets December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 35,829 $ 8,754 $ (12,373 ) $ 32,210 Accounts receivable, less allowance of $8,510 as at September 30, 2014 466,415 23,378 (621 ) 489,172 Inventories, net 447,120 18,943 466,063 Prepaid expenses and other current assets 4,232 139,726 6,426 150,384 Deferred income taxes 3,052 28,890 (4 ) 31,938 Total current assets 7,284 1,117,980 57,501 (12,998 ) 1,169,767 Intercompany 824,837 (824,837 ) Investments in consolidated subsidiaries 2,719,051 (2,719,051 ) Deferred income taxes 15,980 160 (16,140 ) Property and equipment, net 2,687 134,935 7,985 145,607 Goodwill 1,134,000 28,111 1,162,111 Intangibles, net 483,844 3,633 487,477 Other assets, net 1,232 38 1,270 Total assets $ 2,746,234 $ 3,695,634 $ 97,390 $ (3,573,026 ) $ 2,966,232 Liabilities and equity: Current liabilities: Accounts payable $ 19,364 $ 333,072 $ 7,763 $ (12,994 ) $ 347,205 Accrued expenses 1,511 144,611 5,425 151,547 Borrowings under revolver lines of credit Deferred income taxes 4 (4 ) Current portion of long-term 4,500 9,787 14,287 Total current liabilities 25,375 487,470 13,192 (12,998 ) 513,039 Long-term debt, net of current portion 722,888 722,888 Borrowings under revolver lines of 336,000 7,225 343,225 Deferred income taxes 148,745 (16,140 ) 132,605 Long-term obligations under equipment financing and other, net of current portion 45 43,222 55 43,322 Intercompany 786,773 38,064 (824,837 ) Total liabilities 1,535,081 1,015,437 58,536 (853,975 ) 1,755,079 Total stockholders’ equity 1,211,153 2,680,197 38,854 (2,719,051 ) 1,211,153 Total liabilities and stockholders' $ 2,746,234 $ 3,695,634 $ 97,390 $ (3,573,026 ) $ 2,966,232 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 24,872 $ 4,697 $ (6,232 ) $ 23,337 Accounts receivable, less allowance of $8,150 as at September 30, 2014 247,373 23,426 (1,416 ) 269,383 Inventories, net 291,890 22,780 314,670 Prepaid expenses and other current assets 70,525 6,450 76,975 Deferred income taxes 743 13,756 130 14,629 Total current assets 743 648,416 57,483 (7,648 ) 698,994 Intercompany 378,029 (378,029 ) Investments in consolidated subsidiaries 1,374,778 (1,374,778 ) Deferred income taxes 13,784 (13,784 ) Property and equipment, net 2,693 76,088 9,522 88,303 Goodwill 455,620 33,705 489,325 Intangibles, net 13 93,888 3,372 97,273 Other assets, net 9,422 1,494 10,916 Total assets $ 1,401,433 $ 1,652,041 $ 105,576 $ (1,774,239 ) $ 1,384,811 Liabilities and equity: Current liabilities: Accounts payable $ 12,811 $ 152,121 $ 6,083 $ (7,648 ) $ 163,367 Accrued expenses 2,075 65,700 4,963 72,738 Borrowings under revolver lines of credit 15,100 8,189 23,289 Deferred income taxes Current portion of long-term 11,250 5,439 16,689 Total current liabilities 41,236 223,260 19,235 (7,648 ) 276,083 Long-term debt, net of current portion 180,657 180,657 Borrowings under revolver lines of credit Deferred income taxes 77,021 928 (13,784 ) 64,165 Long-term obligations under equipment financing and other, net of current portion 7,949 26,091 72 34,112 Intercompany 341,797 36,232 (378,029 ) Total liabilities 571,639 326,372 56,467 (399,461 ) 555,017 Total stockholders’ equity 829,794 1,325,669 49,109 (1,374,778 ) 829,794 Total liabilities and stockholders' $ 1,401,433 $ 1,652,041 $ 105,576 $ (1,774,239 ) $ 1,384,811 | Condensed Consolidating Balance Sheets September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 42,816 $ 7,051 $ (4,206 ) $ 45,661 Accounts receivable, less allowance of $8,510 at September 30, 2014 365,679 34,693 (640 ) 399,732 Inventories, net 299,107 21,892 320,999 Prepaid expenses and other current assets 14,013 78,314 5,601 97,928 Deferred income taxes 3,051 (742 ) 2,309 Total current assets 17,064 785,916 69,237 (5,588 ) 866,629 Intercompany 386,892 (386,892 ) Investments in consolidated subsidiaries 1,429,665 (1,429,665 ) Deferred income taxes 17,481 (17,481 ) Property and equipment, net 2,339 79,428 8,638 90,405 Goodwill 465,575 30,840 496,415 Intangibles, net 84,915 2,140 87,055 Other assets, net 1,233 1,233 Total assets $ 1,467,782 $ 1,802,726 $ 110,855 $ (1,839,626 ) $ 1,541,737 Liabilities and equity: Current liabilities: Accounts payable $ 14,519 $ 218,920 $ 16,298 $ (4,846 ) $ 244,891 Accrued expenses 38,744 80,738 5,312 124,794 Borrowings under revolver lines of credit 11,240 11,240 Deferred income taxes 742 (742 ) Current portion of long-term obligations 11,250 5,070 16,320 Total current liabilities 64,513 305,470 32,850 (5,588 ) 397,245 Long-term debt, net of current portion 170,200 170,200 Borrowings under revolver lines of credit Deferred income taxes 86,118 172 (17,481 ) 68,809 Long-term obligations under equipment financing and other, net of current portion 45 22,256 66 22,367 Intercompany 349,908 36,984 (386,892 ) Total liabilities 584,666 413,844 70,072 (409,961 ) 658,621 Total stockholders’ equity 883,116 1,388,882 40,783 (1,429,665 ) 883,116 Total liabilities and stockholders’ equity $ 1,467,782 $ 1,802,726 $ 110,855 $ (1,839,626 ) $ 1,541,737 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Assets: Current assets: Cash and cash equivalents $ $ 58,053 $ 3,241 $ (6,822 ) $ 54,472 Accounts receivable, less allowance of $8,510 at September 30, 2014 323,587 37,506 (291 ) 360,802 Inventories, net 273,897 27,729 301,626 Prepaid expenses and other current assets 60,796 6,032 66,828 Deferred income taxes 720 13,755 135 14,610 Total current assets 720 730,088 74,643 (7,113 ) 798,338 Intercompany 293,942 (293,942 ) Investments in consolidated subsidiaries 1,294,571 (1,294,571 ) Deferred income taxes 13,883 (13,883 ) Property and equipment, net 2,727 75,882 9,956 88,565 Goodwill 431,391 34,815 466,206 Intangibles, net 14 68,473 3,779 72,266 Other assets, net 4,456 24 1,547 6,027 Total assets $ 1,316,371 $ 1,599,800 $ 124,740 $ (1,609,509 ) $ 1,431,402 Liabilities and equity: Current liabilities: Accounts payable $ 20,735 $ 188,603 $ 18,609 $ (7,113 ) $ 220,834 Accrued expenses 16,900 58,328 5,057 80,285 Borrowings under revolver lines of credit 7,800 10,714 18,514 Deferred income taxes Current portion of long-term obligations 11,250 5,352 16,602 Total current liabilities 56,685 252,283 34,380 (7,113 ) 336,235 Long-term debt, net of current portion 183,131 183,131 Borrowings under revolver lines of credit Deferred income taxes 77,019 964 (13,883 ) 64,100 Long-term obligations under equipment financing and other, net of current portion 3,049 27,714 72 30,835 Intercompany 256,405 37,537 (293,942 ) Total liabilities 499,270 357,016 72,953 (314,938 ) 614,301 Total stockholders’ equity 817,101 1,242,784 51,787 (1,294,571 ) 817,101 Total liabilities and stockholders’ equity $ 1,316,371 $ 1,599,800 $ 124,740 $ (1,609,509 ) $ 1,431,402 |
Condensed Consolidating Statements of Operations | Condensed Consolidating Statements of Operations Three Months Ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 931,484 $ 45,137 $ (141 ) $ 976,480 Cost of products sold 708,383 35,050 (141 ) 743,292 Gross profit 223,101 10,087 233,188 Operating expenses 31,172 167,014 8,158 206,344 Intercompany charges (income) (7,847 ) 7,186 661 Income from operations (23,325 ) 48,901 1,268 26,844 Intercompany interest expense, financing costs and other 9,874 6,238 144 16,256 Intercompany interest expenses (income) (3,926 ) 3,537 389 Income before income taxes and equity in net income of subsidiaries (29,273 ) 39,126 735 10,588 Provision for income taxes (9,732 ) 13,007 195 3,470 Income before equity in net income of subsidiaries (19,541 ) 26,119 540 7,118 Equity in net income of subsidiaries 26,659 (26,659 ) Net income $ 7,118 $ 26,119 $ 540 $ (26,659 ) $ 7,118 Net income per share: Basic $ 0.12 Diluted $ 0.12 Weighted-average shares used in computing net income per share: Basic 58,972,913 Diluted 59,962,033 Three Months Ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 550,502 $ 45,614 $ (74 ) $ 596,042 Cost of products sold 422,981 35,570 (74 ) 458,477 Gross profit 127,521 10,044 137,565 Operating expenses 9,420 95,638 8,687 113,745 Intercompany charges (income) (6,698 ) 6,102 596 Income from operations (2,722 ) 25,781 761 23,820 Interest expense, financing costs and other (2,439 ) 65 151 2,655 Intercompany interest expense (income) (3,914 ) 3,515 399 Income before income taxes and equity in net income of subsidiaries (1,247 ) 22,201 211 21,165 Provision for income taxes (510 ) 9,067 (299 ) 8,258 Income before equity in net income of subsidiaries (737 ) 13,134 510 12,907 Equity in net income of subsidiaries 13,644 (13,644 ) Net income $ 12,907 $ 13,134 $ 510 $ (13,644 ) $ 12,907 Net income per share: Basic $ 0.26 Diluted $ 0.26 Weighted-average shares used in computing net income per share: Basic 49,428,842 Diluted 50,012,881 | Condensed Consolidating Statements of Operations Year Ended September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 2,331,829 $ 183,809 $ (469 ) $ 2,515,169 Cost of products sold 1,778,196 142,077 (469 ) 1,919,804 Gross profit 553,633 41,732 595,365 Operating expenses 44,937 399,901 33,446 478,284 Intercompany charges (income) (36,085 ) 34,264 1,821 Income from operations (8,852 ) 119,468 6,465 117,081 Interest expense, financing costs and other 9,508 740 789 11,037 Intercompany interest expense (income) (15,762 ) 14,174 1,588 Income before income taxes and equity in net income of subsidiaries (2,598 ) 104,554 4,088 106,044 Provision for income taxes (1,087 ) 43,765 1,089 43,767 Income before equity in net income of subsidiaries (1,511 ) 60,789 2,999 62,277 Equity in net income of subsidiaries 63,788 (63,788 ) Net income $ 62,277 $ 60,789 $ 2,999 $ (63,788 ) $ 62,277 Net income per share: Basic $ 1.26 Diluted $ 1.24 Weighted-average shares used in computing net income per share: Basic 49,578,130 Diluted 50,173,478 Year Ended September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 2,146,805 $ 180,549 $ (449 ) $ 2,326,905 Cost of products sold 1,658,562 140,952 (449 ) 1,799,065 Gross profit 488,243 39,597 527,840 Operating expenses 28,058 367,812 33,107 428,977 Intercompany charges (income) (27,782 ) 25,929 1,853 Income from operations (276 ) 94,502 4,637 98,863 Interest expense, financing costs and other 9,788 (800 ) 1,107 10,095 Intercompany interest expense (income) (14,503 ) 12,867 1,636 Income before income taxes and equity in net income of subsidiaries 4,439 82,435 1,894 88,768 Provision for income taxes 1,748 32,442 732 34,922 Income before equity in net income of subsidiaries 2,691 49,993 1,162 53,846 Equity in net income of subsidiaries 51,155 (51,155 ) Net income $ 53,846 $ 49,993 $ 1,162 $ (51,155 ) $ 53,846 Net income per share: Basic $ 1.09 Diluted $ 1.08 Weighted-average shares used in computing net income per share: Basic 49,227,466 Diluted 49,947,699 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations Year Ended September 30, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net sales $ $ 2,064,358 $ 176,922 $ (557 ) $ 2,240,723 Cost of products sold 1,573,865 136,018 (557 ) 1,709,326 Gross profit 490,493 40,904 531,397 Operating expenses 23,399 345,431 32,846 401,676 Intercompany charges (income) (24,457 ) 23,004 1,453 Income from operations 1,058 122,058 6,605 129,721 Interest expense, financing costs and other 8,896 (1,057 ) 408 8,247 Intercompany interest expense (income) (12,627 ) 11,052 1,575 Income before income taxes and equity in net income of subsidiaries 4,789 112,063 4,622 121,474 Provision for income taxes 1,945 45,520 1,402 48,867 Income before equity in net income of subsidiaries 2,844 66,543 3,220 72,607 Equity in net income of subsidiaries 69,763 (69,763 ) Net income $ 72,607 $ 66,543 $ 3,220 $ (69,763 ) $ 72,607 Net income per share: Basic $ 1.50 Diluted $ 1.47 Weighted-average shares used in computing net income per share: Basic 48,472,240 Diluted 49,385,335 |
Condensed Consolidating Statements of Comprehensive Income | Condensed Consolidating Statements of Comprehensive Income Three Months Ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 7,118 $ 26,119 $ 540 $ (26,659 ) $ 7,118 Other comprehensive income (loss): Foreign currency translation adjustment (2,469 ) (2,469 ) 2,469 (2,469 ) Total other comprehensive income (loss), net of tax (2,469 ) (2,469 ) 2,469 (2,469 ) Comprehensive income $ 4,649 $ 26,119 $ (1,929 ) $ (24,190 ) $ 4,649 Three Months Ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Consolidated Company Net income $ 12,907 $ 13,134 $ 510 $ (13,644 ) $ 12,907 Other comprehensive income (loss): Foreign currency translation adjustment (3,189 ) (3,189 ) 3,189 (3,189 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax (35 ) (35 ) Total other comprehensive income (loss), net of tax (3,224 ) (3,189 ) 3,189 (3,224 ) Comprehensive income $ 9,683 $ 13,134 $ (2,679 ) $ (10,456 ) $ 9,683 | Condensed Consolidating Statements of Comprehensive Income Year Ended September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 62,277 $ 60,789 $ 2,999 $ (63,788 ) $ 62,277 Other comprehensive income (loss): Foreign currency translation adjustment (14,003 ) (14,003 ) 14,003 (14,003 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax (138 ) (138 ) Total other comprehensive income (loss), net of tax (14,141 ) (14,003 ) 14,003 (14,141 ) Comprehensive income $ 48,136 $ 60,789 $ (11,004 ) $ (49,785 ) $ 48,136 Year Ended September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 53,846 $ 49,993 $ 1,162 $ (51,155 ) $ 53,846 Other comprehensive income (loss): Foreign currency translation adjustment (7,175 ) (7,175 ) 7,175 (7,175 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax 972 972 Total other comprehensive income (loss), net of tax (6,203 ) (7,175 ) 7,175 (6,203 ) Comprehensive income $ 47,643 $ 49,993 $ (6,013 ) $ (43,980 ) $ 47,643 Year Ended September 30, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net income $ 72,607 $ 66,543 $ 3,220 $ (69,763 ) $ 72,607 Other comprehensive income (loss): Foreign currency translation adjustment (4,401 ) (4,401 ) 4,401 (4,401 ) Unrealized gain (loss) due to change in fair value of derivatives, net of tax 1,399 1,399 Total other comprehensive income (loss), net of tax (3,002 ) (4,401 ) 4,401 (3,002 ) Comprehensive income $ 69,605 $ 66,543 $ (1,181 ) $ (65,362 ) $ 69,605 |
Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statements of Cash Flows Three Months Ended December 31, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ (49,989 ) $ 98,053 $ 4,778 $ (8,167 ) $ 44,675 Investing activities Purchases of property and equipment (566 ) (1,578 ) (9 ) (2,153 ) Acquisition of businesses (941,156 ) (941,156 ) Proceeds from sales of assets 229 229 Intercompany activity 436,866 (436,866 ) Net cash used in investing activities (504,856 ) (1,349 ) (9 ) (436,866 ) (943,080 ) Financing activities Borrowings under revolving lines of 878,947 11,181 890,128 Repayments under revolving lines of (534,470 ) (14,908 ) (549,378 ) Borrowings under term loan 450,000 450,000 Repayments under term loan (186,750 ) (186,750 ) Repayments under equipment financing facilities (1,367 ) (1,367 ) Borrowings under Senior Notes 300,000 300,000 Payment of deferred financing costs (18,890 ) (8,923 ) (27,813 ) Proceeds from exercise of options 8,984 8,984 Excess tax benefit from equity-based compensation 1,501 1,501 Intercompany activity (437,878 ) 1,012 436,866 Net cash (used in) provided by financing activities 554,845 (103,691 ) (2,715 ) 436,866 885,305 Effect of exchange rate changes on cash (351 ) (351 ) Net increase (decrease) in cash and cash equivalents (6,987 ) 1,703 (8,167 ) (13,451 ) Cash and cash equivalents, beginning of 42,816 7,051 (4,206 ) 45,661 Cash and cash equivalents, end of period $ $ 35,829 $ 8,754 $ (12,373 ) $ 32,210 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows Three Months Ended December 31, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities (20,701 ) $ 54,900 $ 5,401 $ 589 $ 40,189 Investing activities Purchases of property and equipment (148 ) (2,697 ) (293 ) (3,138 ) Acquisition of businesses (69,746 ) (69,746 ) Proceeds from sales of assets 115 115 Intercompany activity 85,392 (85,392 ) Net cash used in investing activities 15,498 (2,582 ) (293 ) (85,392 ) (72,769 ) Financing activities Borrowings under revolving lines of 147,507 147,507 Repayments under revolving lines of (140,207 ) (2,233 ) (142,440 ) Repayments under term loan (2,812 ) (2,812 ) Repayments under equipment financing facilities (1,412 ) (1,412 ) Proceeds from exercise of options 662 662 Excess tax benefit from equity-based compensation 53 53 Intercompany activity (84,087 ) (1,306 ) 85,393 Net cash (used in) provided by financing activities 5,203 (85,499 ) (3,539 ) 85,393 1,558 Effect of exchange rate changes on cash (113 ) (113 ) Net increase (decrease) in cash and cash equivalents (33,181 ) 1,456 590 (31,135 ) Cash and cash equivalents, beginning of 58,053 3,241 (6,822 ) 54,472 Cash and cash equivalents, end of period $ 24,872 $ 4,697 $ (6,232 ) $ 23,337 | Condensed Consolidating Statements of Cash Flows Year Ended September 30, 2015 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ 1,776 $ 100,760 $ 4,188 $ 2,616 $ 109,340 Investing activities Purchases of property and equipment (397 ) (18,649 ) (1,756 ) (20,802 ) Acquisition of businesses (85,301 ) (85,301 ) Proceeds from sales of assets 1,389 1,389 Intercompany activity 93,503 (93,503 ) Net cash used in investing activities 7,805 (17,260 ) (1,756 ) (93,503 ) (104,714 ) Financing activities Borrowings under revolving lines of credit 552,545 8,089 560,634 Payments under revolving lines of credit (560,345 ) (5,662 ) (566,007 ) Repayments under financing facilities and other (5,553 ) (5,553 ) Repayments under senior term loan (11,250 ) (11,250 ) Proceeds from exercise of options 7,943 7,943 Excess tax benefit from equity-based compensation 1,526 1,526 Intercompany activity (93,184 ) (319 ) 93,503 Net cash (used in) provided by financing activities (9,581 ) (98,737 ) 2,108 93,503 (12,707 ) Effect of exchange rate changes on cash (730 ) (730 ) Net increase (decrease) in cash and cash equivalents (15,237 ) 3,810 2,616 (8,811 ) Cash and cash equivalents, beginning of year 58,053 3,241 (6,822 ) 54,472 Cash and cash equivalents, end of year $ $ 42,816 $ 7,051 $ (4,206 ) $ 45,661 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows Year Ended September 30, 2014 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ 20,335 $ 53,730 $ (11,746 ) $ (6,822 ) $ 55,497 Investing activities Purchases of property and equipment (884 ) (33,813 ) (2,542 ) (37,239 ) Acquisition of businesses (1,514 ) (1,514 ) Proceeds from sales of assets 1,437 1,437 Intercompany activity 13,751 (13,751 ) Net cash used in investing activities 11,354 (32,376 ) (2,542 ) (13,751 ) (37,316 ) Financing activities Borrowings under revolving lines of credit 482,500 15,000 497,500 Payments under revolving lines of credit (519,700 ) (5,426 ) (525,126 ) Borrowings under financing facilities and other 25,377 25,377 Repayments under financing facilities and other (5,009 ) (5,009 ) Repayments under senior term loan (11,250 ) (11,250 ) Proceeds from exercise of options 7,680 7,680 Excess tax benefit from equity-based compensation 1,030 1,030 Intercompany activity (17,789 ) 4,038 13,751 Net cash (used in) provided by financing activities (39,740 ) 2,579 13,612 13,751 (9,798 ) Effect of exchange rate changes on cash (938 ) (938 ) Net increase (decrease) in cash and cash equivalents (8,052 ) 23,933 (1,613 ) (6,822 ) 7,445 Cash and cash equivalents, beginning of year 8,052 34,120 4,855 47,027 Cash and cash equivalents, end of year $ $ 58,053 $ 3,241 $ (6,822 ) $ 54,472 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows Year Ended September 30, 2013 Parent Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations and Other Consolidated Company Net cash provided by operating activities $ 31,091 $ 23,248 $ 24,154 $ $ 78,493 Investing activities Purchases of property and equipment (1,410 ) (21,690 ) (3,020 ) (26,120 ) Acquisition of businesses (64,606 ) (64,606 ) Proceeds from sales of assets 24 1,211 1,235 Intercompany activity 24,848 (24,848 ) Net cash used in investing activities (41,144 ) (20,479 ) (3,020 ) (24,848 ) (89,491 ) Financing activities Borrowings under revolving lines of credit 444,300 11,276 455,576 Payments under revolving lines of credit (440,600 ) (8,680 ) (449,280 ) Borrowings under financing facilities and other 3,993 3,993 Repayments under financing facilities and other (4,549 ) (4,549 ) Repayments under senior term loan (11,250 ) (11,250 ) Proceeds from exercise of options 18,579 18,579 Excess tax benefit from equity-based compensation 4,944 4,944 Intercompany activity 7,420 (32,268 ) 24,848 Net cash (used in) provided by financing activities 15,973 6,864 (29,672 ) 28,848 18,013 Effect of exchange rate changes on cash (193 ) (193 ) Net increase (decrease) in cash and cash equivalents 5,920 9,633 (8,731 ) 6,822 Cash and cash equivalents, beginning of year 2,132 24,487 13,586 40,205 Cash and cash equivalents, end of year $ 8,052 $ 34,120 $ 4,855 $ $ 47,027 |
Summary of Significant Accoun48
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 Accoun49
Summary of Significant Accounting Policies (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Foreign currency translation adjustment | $ (21,762) | $ (19,293) | $ (5,290) | |
Unrealized loss on financial derivatives | (2,344) | (2,130) | ||
Tax effect | 917 | 841 | ||
Unrealized loss on financial derivatives, net | (1,027) | (1,427) | (1,289) | |
Accumulated other comprehensive (loss) gain | $ (22,789) | $ (20,720) | $ (9,803) | $ (6,579) |
Summary of Significant Accoun50
Summary of Significant Accounting Policies (Details 2) - shares | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Weighted-average common shares outstanding for basic | 58,972,913 | 49,428,842 | 49,578,130 | 49,227,466 | 48,472,240 |
Effect of dilutive securities: | |||||
Weighted-average shares assuming dilution | 59,962,033 | 50,012,881 | 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 Accoun51
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 Accoun52
Summary of Significant Accounting Policies (Additional Information) (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | 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 | $ 7,179 | $ 2,348 | 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 | |||||||||
Number of vendors | 26 | |||||||||
Other Assets | $ 488,747 | $ 108,189 | 78,293 | $ 88,288 | $ 78,293 | |||||
Previously Reported [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Other Assets | $ 2,500 | $ 4,200 | $ 2,500 | |||||||
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 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | |
Debt Instrument [Line Items] | |||
Debt Issuance Cost | $ 30 | $ 2 | $ 4 |
Senior Unsecured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Unsecured Debt, Total | 300 | ||
Long-term Debt, Fair Value | $ 309 |
Goodwill, Intangibles and Oth54
Goodwill, Intangibles and Other Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Goodwill, Beginning balance | $ 496,415 | $ 466,206 | $ 466,206 | $ 469,203 |
Acquisitions | 617,715 | 0 | 34,465 | 0 |
Other Acquisitions | 50,709 | 24,309 | ||
Dispositions | 0 | 0 | ||
Translation and Other Adjustments | (2,728) | (1,190) | (4,256) | (2,997) |
Goodwill, Ending balance | $ 1,162,111 | $ 489,325 | $ 496,415 | $ 466,206 |
Goodwill, Intangibles and Oth55
Goodwill, Intangibles and Other Assets (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | |
Goodwill Intangible Assets And Other Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | $ 546,721 | $ 196,386 | $ 194,522 | $ 166,033 |
Less: accumulated amortization | (132,294) | (119,081) | (106,999) | (101,727) |
Finite-Lived Intangible Assets, Net, Total | 414,427 | 77,305 | 87,523 | 64,306 |
Deferred Finance Costs, Net [Abstract] | ||||
Indefinite-lived trademarks | 73,050 | 9,750 | 9,750 | 9,750 |
Other assets | 1,270 | 1,233 | 10,916 | 4,237 |
Total other assets, net | 488,747 | 88,288 | 108,189 | 78,293 |
Noncompete Agreements [Member] | ||||
Goodwill Intangible Assets And Other Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | $ 2,824 | $ 2,824 | 2,824 | 2,824 |
Finite-Lived Intangible Asset, Useful Life | 4 years 4 months 10 days | 4 years 3 months | ||
Customer Relationships [Member] | ||||
Goodwill Intangible Assets And Other Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | $ 542,187 | $ 191,852 | 190,388 | 162,599 |
Finite-Lived Intangible Asset, Useful Life | 18 years 11 months 16 days | 15 years 1 month 6 days | ||
Trademarks [Member] | ||||
Goodwill Intangible Assets And Other Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Gross | $ 1,100 | $ 1,100 | 700 | |
Finite-Lived Intangible Asset, Useful Life | 4 years 11 days | 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 | $ 610 | $ 610 |
Goodwill, Intangibles and Oth56
Goodwill, Intangibles and Other Assets (Details 2) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Reporting Period, | ||||
2,016 | $ 52,776 | $ 13,235 | ||
2,017 | 75,154 | 12,389 | ||
2,018 | 61,766 | 10,312 | ||
2,019 | 49,778 | 8,396 | ||
2,020 | 39,891 | 6,905 | ||
Thereafter | 135,062 | 26,068 | ||
Total future amortization | $ 414,427 | $ 77,305 | $ 87,523 | $ 64,306 |
Goodwill, Intangibles and Oth57
Goodwill, Intangibles and Other Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Goodwill Intangible Assets And Other Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 15.1 | $ 3.6 | $ 16.2 | $ 14.1 | $ 15.1 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 14 years 7 months 6 days | ||||
Finite-lived Intangible Assets Acquired | 382 | ||||
Trade Names [Member] | |||||
Goodwill Intangible Assets And Other Assets [Line Items] | |||||
Indefinite-lived Intangible Assets Acquired | $ 63 | ||||
Customer Relationships [Member] | |||||
Goodwill Intangible Assets And Other Assets [Line Items] | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 18 years 11 months 16 days | ||||
Finite-Lived Intangible Asset, Useful Life | 18 years 11 months 16 days | 15 years 1 month 6 days | |||
Finite-lived Intangible Assets Acquired | $ 319 | ||||
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 (Details)
Acquisitions (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Goodwill (see Note 6) | $ 1,162,111 | $ 496,415 | $ 489,325 | $ 466,206 |
RSG Acquisition [Member] | ||||
Cash | 16,451 | |||
Accounts receivable | 177,251 | |||
Inventory | 179,651 | |||
Other current assets | 50,707 | |||
Property, plant, and equipment | 57,973 | |||
Other intangible assets (see Note 6) | 382,100 | |||
Goodwill (see Note 6) | 617,715 | |||
Current liabilities | (250,479) | |||
Non-current liabilities | (61,918) | |||
Total purchase price | $ 1,169,451 |
Acquisitions (Details 1)
Acquisitions (Details 1) $ / shares in Units, $ in Thousands | 3 Months Ended |
Dec. 31, 2014USD ($)$ / shares | |
Revenue | $ 876,953 |
Net loss | $ (11,908) |
Net loss per share | $ / shares | $ (0.20) |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ / shares in Units, $ in Thousands | Jun. 01, 2015USD ($) | Oct. 15, 2014USD ($) | Oct. 02, 2014USD ($) | Dec. 29, 2015USD ($) | Dec. 18, 2015USD ($) | Dec. 01, 2015USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($) | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($) | Sep. 30, 2013USD ($) | Oct. 31, 2015Number |
Business Acquisition [Line Items] | ||||||||||||
Business Acquisitions Purchase Price Allocation Goodwill Amount | $ 51,000 | $ 34,500 | ||||||||||
Business Acquisitions Purchase Price Allocation Intangible Assets Other Than Goodwill | $ 32,000 | $ 31,800 | ||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Grants In Period | shares | 191,691 | 229,265 | ||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Grants In Period, Weighted Average Grant Date Fair Value | $ / shares | $ 39.48 | $ 28.74 | ||||||||||
Business Combination GoodWill Tax Deductible Portion | $ 84,000 | |||||||||||
Business Combination, Acquired Receivables, Fair Value | 177,000 | |||||||||||
Business Combination, Acquired Receivables, Gross Contractual Amount | 186,000 | |||||||||||
Business Combination, Acquired Receivables, Estimated Uncollectible | 9,000 | |||||||||||
Revenue, Net | 976,480 | $ 596,042 | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 | |||||||
Net Income (Loss) Attributable To Parent | $ 7,118 | $ 12,907 | $ 62,277 | $ 53,846 | $ 72,607 | |||||||
Number Of Vendors | 26 | |||||||||||
Applicators Sales Service [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 48,000 | |||||||||||
Wholesale Roofing Supply [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 34,000 | |||||||||||
ProCoat Systems, Inc. [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 23,000 | |||||||||||
Roofing Supply Groups [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||
Payments to Acquire Businesses, Gross | $ 288,000 | |||||||||||
Business Combination, Consideration Transferred, Other | 307,000 | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 574,000 | |||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Grants In Period | shares | 661,349 | |||||||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Grants In Period, Weighted Average Grant Date Fair Value | $ / shares | $ 20.90 | |||||||||||
Revenue, Net | $ 340,000 | |||||||||||
Net Income (Loss) Attributable To Parent | (21,000) | |||||||||||
Business Acquisition, Transaction Costs | 29,500 | |||||||||||
Business Combination, Consideration Transferred, Total | $ 1,200 | |||||||||||
Rci Roofing Supply [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 23,000 | |||||||||||
Roofing And Insulation Supply [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 70,000 | |||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||
Number Of Vendors | 20 | |||||||||||
Statewide Wholesale [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 15,000 | |||||||||||
RSG Acquisition [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Number Of Business Locations | Number | 85 | |||||||||||
Number of States Business Location | Number | 25 |
Net Income per Share (Details)
Net Income per Share (Details) - shares | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Weighted-average common shares outstanding, Basic | 58,972,913 | 49,428,842 | 49,578,130 | 49,227,466 | 48,472,240 |
Shares for diluted net income per share | 59,962,033 | 50,012,881 | 50,173,478 | 49,947,699 | 49,385,335 |
Restricted Stock [Member] | |||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 240,442 | 107,098 | |||
Employee Stock Option [Member] | |||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 748,678 | 476,941 |
Net Income per Share (Details 1
Net Income per Share (Details 1) - shares | 3 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 88,407 | 266,497 |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 679,995 | 1,394,330 |
Comprehensive Income and Capi63
Comprehensive Income and Capital Structure (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Balances | $ 883,116 | $ 817,101 | $ 817,101 | $ 754,356 | |||
Issuance of common stock | 315,809 | 7,943 | 7,680 | ||||
Stock-based compensation | 7,179 | 2,348 | $ 200 | $ 2,400 | 9,936 | 7,422 | $ 9,266 |
Net income | 7,118 | 12,907 | 62,277 | 53,846 | 72,607 | ||
Other comprehensive loss | (2,469) | (3,224) | (14,141) | (6,203) | (3,002) | ||
Amounts reclassified out of other comprehensive income, net of tax | 400 | ||||||
Balances | 1,211,153 | 829,794 | 817,101 | 883,116 | 817,101 | 754,356 | |
Common Stock | |||||||
Balances | 497 | 493 | 493 | 488 | |||
Issuance of common stock | 94 | 4 | 5 | ||||
Balances | 591 | 493 | 497 | 493 | 488 | ||
Additional Paid-in Capital | |||||||
Balances | 345,934 | 328,059 | 328,059 | 312,962 | |||
Issuance of common stock | 315,715 | 7,939 | 7,675 | ||||
Stock-based compensation | 7,179 | ||||||
Balances | 668,828 | 328,059 | 345,934 | 328,059 | 312,962 | ||
Retained Earnings | |||||||
Balances | 557,405 | $ 495,128 | 495,128 | 441,282 | |||
Net income | 7,118 | 62,277 | 53,846 | ||||
Balances | 564,523 | $ 495,128 | 557,405 | $ 495,128 | $ 441,282 | ||
Accumulated Other Comprehensive Income (Loss) | |||||||
Balances | (20,720) | ||||||
Other comprehensive loss | (2,469) | ||||||
Amounts reclassified out of other comprehensive income, net of tax | 400 | ||||||
Balances | $ (22,789) | $ (20,720) |
Comprehensive Income and Capi64
Comprehensive Income and Capital Structure (Details 1) $ in Thousands | 3 Months Ended |
Dec. 31, 2015USD ($) | |
Foreign Currency Translation | |
Balance at September 30, 2015 | $ (19,293) |
Other comprehensive income (loss) recognized in accumulated other comprehensive income, net of tax | (2,469) |
Amounts reclassified out of other comprehensive loss, net of tax | 0 |
Balance at December 31, 2015 | (21,762) |
Derivative Financial Instruments | |
Balance at September 30, 2015 | (1,427) |
Other comprehensive income (loss) recognized in accumulated other comprehensive income, net of tax | 0 |
Amounts reclassified out of other comprehensive loss, net of tax | 400 |
Balance at December 31, 2015 | (1,027) |
Accumulated Other Comprehensive Income (Loss) | |
Balance at September 30, 2015 | (20,720) |
Other comprehensive income (loss) recognized in accumulated other comprehensive income, net of tax | (2,469) |
Amounts reclassified out of other comprehensive loss, net of tax | 400 |
Balance at December 31, 2015 | $ (22,789) |
Comprehensive Income and Capi65
Comprehensive Income and Capital Structure - Additional Information (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2015USD ($) | |
Other Comprehensive Income (Loss), Tax | $ 0.4 |
Prepaid Expenses and Other Cu66
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | 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 | $ 150,384 | $ 97,928 | $ 76,975 | $ 66,828 |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | 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 | $ 145,607 | 90,405 | $ 88,303 | 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 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | 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 | $ 151,547 | $ 124,794 | $ 72,738 | $ 80,285 |
Financing Arrangements (Details
Financing Arrangements (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Total borrowings under Senior Secured Credit Facility | $ 192,690 | $ 212,895 | ||
Less: current portion | (22,490) | (29,764) | ||
Total long-term portion of borrowings under Senior Secured Credit Facility | 170,200 | 183,131 | ||
Total | $ 1,150,771 | 222,353 | ||
Less: current portion | (14,287) | 27,559 | ||
Total long-term portion of borrowings under equipment financing facilities | 722,888 | 170,200 | $ 180,657 | 183,131 |
Senior Notes [Member] | ||||
Total long-term portion of borrowings under Senior Secured Credit Facility | 300,000 | |||
Total | 290,091 | 0 | 0 | |
Less: current portion | 0 | 0 | 0 | |
Total long-term portion of borrowings under equipment financing facilities | 290,091 | 0 | 0 | |
Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 780,523 | 192,690 | 215,196 | |
Less: current portion | (4,500) | (22,490) | (34,539) | |
Total long-term portion of borrowings under Senior Secured Credit Facility | 776,023 | 170,200 | 180,657 | |
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 | 181,450 | 194,381 | ||
Equipment Financing Facilities [Member] | ||||
Total | 50,194 | 25,488 | 30,966 | |
Less: current portion | (9,787) | (5,069) | (5,439) | (5,352) |
Total long-term portion of borrowings under equipment financing facilities | 40,407 | 20,419 | 24,190 | $ 25,614 |
Term Loan 1 [Member] | Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 437,298 | 0 | 0 | |
Term Loan 2 [Member] | Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 0 | 181,450 | 191,907 | |
Us Revolver 1 [Member] | Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 316,523 | 0 | 0 | |
Us Revolver 2 [Member] | Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 19,477 | 0 | 0 | |
Us Revolver 3 [Member] | Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 0 | 0 | 15,100 | |
Canadian Revolver 1 [Member] | Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 7,225 | 0 | 0 | |
Canadian Revolver 2 [Member] | Senior Secured Credit Facility Member [Member] | ||||
Total borrowings under Senior Secured Credit Facility | 0 | 11,240 | 8,189 | |
Equipment Financing Facilities 1 [Member] | ||||
Total | 24,121 | 25,488 | 29,629 | |
Equipment Financing Facilities 2 [Member] | ||||
Total | $ 26,073 | $ 0 | $ 0 |
Financing Arrangements (Detai71
Financing Arrangements (Details) (Parenthetical) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | |
Senior Notes [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 6.38% | 0.00% | 0.00% | |
Line of Credit Facility, Expiration Date | Oct. 31, 2023 | |||
Canadian Revolver | ||||
Line of Credit Facility, Interest Rate at Period End | 3.70% | 4.00% | ||
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |||
US Revolver | ||||
Line of Credit Facility, Interest Rate at Period End | 0.00% | 4.25% | ||
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |||
Term Loan | ||||
Line of Credit Facility, Interest Rate at Period End | 4.25% | 2.15% | ||
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |||
Term Loan | Minimum | ||||
Line of Credit Facility, Interest Rate at Period End | 2.33% | |||
Equipment Financing Facilities [Member] | Maximum | ||||
Line of Credit Facility, Interest Rate at Period End | 4.60% | 4.49% | ||
Equipment Financing Facilities [Member] | Minimum | ||||
Line of Credit Facility, Interest Rate at Period End | 2.33% | |||
Us Revolver 1 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 2.02% | 0.00% | 0.00% | |
Line of Credit Facility, Expiration Date | Oct. 1, 2020 | |||
Us Revolver 2 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 4.00% | 0.00% | 0.00% | |
Line of Credit Facility, Expiration Date | Oct. 1, 2020 | |||
Us Revolver 3 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 0.00% | 0.00% | 4.25% | |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |||
Canadian Revolver 1 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 3.20% | 0.00% | 0.00% | |
Line of Credit Facility, Expiration Date | Oct. 1, 2020 | |||
Canadian Revolver 2 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 0.00% | 3.70% | 4.00% | |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |||
Term Loan 1 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 4.00% | 0.00% | 0.00% | |
Line of Credit Facility, Expiration Date | Oct. 1, 2022 | |||
Term Loan 2 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 0.00% | 4.25% | 2.17% | |
Line of Credit Facility, Expiration Date | Mar. 31, 2017 | |||
Equipment Financing Facilities 1 [Member] | Maximum | ||||
Line of Credit Facility, Interest Rate at Period End | 4.49% | 4.49% | 4.60% | |
Equipment Financing Facilities 1 [Member] | Minimum | ||||
Line of Credit Facility, Interest Rate at Period End | 2.33% | 2.33% | 2.33% | |
Equipment Financing Facilities 2 [Member] | ||||
Line of Credit Facility, Interest Rate at Period End | 0.00% | 0.00% | ||
Equipment Financing Facilities 2 [Member] | Maximum | ||||
Line of Credit Facility, Interest Rate at Period End | 10.39% | |||
Equipment Financing Facilities 2 [Member] | Minimum | ||||
Line of Credit Facility, Interest Rate at Period End | 2.72% |
Financing Arrangements (Detai72
Financing Arrangements (Details 1) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
2016 (Jan - Sept) | $ 10,718 | $ 27,559 | ||
2,017 | 14,836 | 179,349 | ||
2,018 | 14,146 | 4,223 | ||
2,019 | 14,798 | 4,336 | ||
2,020 | 12,038 | 4,300 | ||
Thereafter | 1,084,235 | 2,586 | ||
Subtotal | 1,150,771 | 222,353 | ||
Less current portion | (14,287) | 27,559 | ||
Total long-term debt | 722,888 | 170,200 | $ 180,657 | $ 183,131 |
Senior Secured Credit Facility [Member] | ||||
2016 (Jan - Sept) | 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 | |||
Revolving Credit Facility [Member] | ||||
2016 (Jan - Sept) | 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 | |||
Term Loan B Facility [Member] | ||||
2016 (Jan - Sept) | 3,375 | |||
2,017 | 4,500 | |||
2,018 | 4,500 | |||
2,019 | 4,500 | |||
2,020 | 4,500 | |||
Thereafter | 427,500 | |||
Subtotal | 448,875 | |||
Less current portion | (4,500) | |||
Total long-term debt | 444,375 | |||
ABL Facility [Member] | ||||
2016 (Jan - Sept) | 0 | |||
2,017 | 0 | |||
2,018 | 0 | |||
2,019 | 0 | |||
2,020 | 0 | |||
Thereafter | 351,702 | |||
Subtotal | 351,702 | |||
Less current portion | 0 | |||
Total long-term debt | 351,702 | |||
Equipment Financing Facilities [Member] | ||||
2016 (Jan - Sept) | 7,343 | 5,069 | ||
2,017 | 10,336 | 4,974 | ||
2,018 | 9,646 | 4,223 | ||
2,019 | 10,298 | 4,336 | ||
2,020 | 7,538 | 4,300 | ||
Thereafter | 5,033 | 2,586 | ||
Subtotal | 50,194 | 25,488 | 30,966 | |
Less current portion | (9,787) | (5,069) | (5,439) | (5,352) |
Total long-term debt | 40,407 | 20,419 | 24,190 | $ 25,614 |
Senior Notes [Member] | ||||
2016 (Jan - Sept) | 0 | |||
2,017 | 0 | |||
2,018 | 0 | |||
2,019 | 0 | |||
2,020 | 0 | |||
Thereafter | 300,000 | |||
Subtotal | 290,091 | 0 | 0 | |
Less current portion | 0 | 0 | 0 | |
Total long-term debt | $ 290,091 | $ 0 | $ 0 |
Financing Arrangements (Additio
Financing Arrangements (Additional Information) (Details) $ in Thousands, CAD in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Oct. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2015CAD | Oct. 31, 2015CAD | Sep. 30, 2015CAD | Sep. 30, 2012USD ($) | Apr. 05, 2012USD ($) | Apr. 05, 2012CAD | |
Long-term Line of Credit | $ 700,000 | $ 550,000 | |||||||||
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 | $ 200,000 | ||||||||||
Line of Credit Facility, Interest Rate During Period | 2.00% | ||||||||||
Line of credit facility, unused fees | 0.45% | ||||||||||
Amortization Frequency | quarterly | ||||||||||
Senior Notes Payable, Net Of Current Portion | $ 170,200 | $ 183,131 | |||||||||
Debt Issuance Cost | $ 30,000 | $ 2,000 | 4,000 | ||||||||
Letter of Credit [Member] | |||||||||||
Long-term Line of Credit | 20,000 | ||||||||||
Roofing Supply Group [Member] | |||||||||||
Debt Issuance Cost | 31,200 | ||||||||||
Revolving Credit Facility [Member] | |||||||||||
Long-term Line of Credit | $ 670,000 | 336,000 | CAD 30 | 325,000 | |||||||
Debt instrument, amount outstanding | $ 7,200 | CAD 10 | |||||||||
Line of Credit Facility, Interest Rate at Period End | 2.13% | 2.13% | |||||||||
Debt Instrument, Maturity Date | Oct. 1, 2020 | ||||||||||
Debt Instrument, Interest Rate During Period | 3.20% | ||||||||||
Percentage Of Unused Commitment Fees | 0.25% | 0.25% | |||||||||
Line of Credit Facility, Commitment Fee Percentage | 10.00% | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 60,000 | ||||||||||
Revolving Credit Facility [Member] | Letter of Credit [Member] | |||||||||||
Long-term Line of Credit | 10,500 | ||||||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||||||||||
Long-term Line of Credit | $ 700,000 | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 700,000 | ||||||||||
Term Loan [Member] | |||||||||||
Long-term Line of Credit | $ 1,100 | $ 437,300 | $ 185,600 | 225,000 | |||||||
Line of Credit Facility, Interest Rate at Period End | 4.25% | 2.15% | 4.25% | ||||||||
Debt Instrument, Maturity Date | Oct. 1, 2022 | ||||||||||
Debt Instrument, Interest Rate During Period | 4.00% | ||||||||||
Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Debt Instrument, Interest Rate During Period | 1.00% | ||||||||||
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 | $ 4,900 | ||||||||||
Canadian Revolving Credit facility [Member] | |||||||||||
Long-term Line of Credit | $ 11,200 | CAD 15 | |||||||||
Term Loan B Facility [Member] | |||||||||||
Long-term Line of Credit | $ 450,000 | ||||||||||
Debt Instrument, Term | 7 years | ||||||||||
Base Rates [Member] | Term Loan [Member] | |||||||||||
Debt Instrument, Interest Rate During Period | 3.00% | ||||||||||
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 | $ 300,000 | ||||||||||
Line of Credit Facility, Interest Rate at Period End | 6.375% | 6.375% | |||||||||
Term Loan B [Member] | |||||||||||
Long-term Line of Credit | $ 450,000 | ||||||||||
Debt Instrument, Term | 7 years | ||||||||||
Term Loan B [Member] | Subsequent Event [Member] | |||||||||||
Long-term Line of Credit | $ 450,000 | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 450,000 | ||||||||||
Senior Notes [Member] | |||||||||||
Long-term Line of Credit | $ 700,000 | ||||||||||
Line of Credit Facility, Interest Rate at Period End | 6.38% | 0.00% | 0.00% | 6.38% | 0.00% | ||||||
Senior Notes Payable, Net Of Current Portion | $ 300,000 | ||||||||||
Debt Instrument, Term | 8 years | ||||||||||
Debt Instrument, Maturity Date | Oct. 1, 2023 | ||||||||||
Debt Instrument, Interest Rate During Period | 6.38% | ||||||||||
Debt Instrument, Description | semi-annually | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.38% | 6.38% | |||||||||
Senior Notes [Member] | New Senior Credit Facilities [Member] | |||||||||||
Debt Issuance Cost | $ 2,200 | ||||||||||
Gains (Losses) on Extinguishment of Debt, Total | $ 800 | ||||||||||
Maximum [Member] | |||||||||||
Line of Credit Facility, Interest Rate During Period | 2.50% | ||||||||||
Line of credit facility, unused fees | 0.50% | ||||||||||
Maximum [Member] | Revolving Credit Facility [Member] | |||||||||||
Debt Instrument, Interest Rate During Period | 4.00% | ||||||||||
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] | Revolving Credit Facility [Member] | |||||||||||
Debt Instrument, Interest Rate During Period | 1.92% | ||||||||||
Minimum [Member] | Term Loan [Member] | |||||||||||
Line of Credit Facility, Interest Rate at Period End | 2.33% | ||||||||||
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 | $ 25,500 | ||||||||||
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 | $ 11,200 | CAD 15 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 |
2,016 | $ 12,105 | $ 37,303 |
2,017 | 13,947 | 31,064 |
2,018 | 7,916 | 24,382 |
2,019 | 4,730 | 19,200 |
2,020 | 2,476 | 13,215 |
Thereafter | 1,908 | 23,939 |
Total minimum lease payments | $ 43,082 | $ 149,103 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Operating Leases, Rent Expense, Net, Total | $ 6,900 | $ 39,248 | $ 34,854 | $ 32,736 |
Stock Options and Restricted 76
Stock Options and Restricted Stock Awards (Details) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | 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% | 0.00% |
Minimum [Member] | ||||
Risk-free interest rate | 1.56% | |||
Expected volatility | 30.96% | |||
Expected life in years | 5 years 6 months 25 days | |||
Maximum [Member] | ||||
Risk-free interest rate | 1.87% | |||
Expected volatility | 36.40% | |||
Expected life in years | 5 years 7 months 6 days |
Stock Options and Restricted 77
Stock Options and Restricted Stock Awards (Details 1) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Number of Shares | ||
Outstanding | 2,410,907 | 2,364,211 |
Granted | 987,548 | 483,479 |
Exercised | (362,381) | (350,747) |
Canceled | (11,528) | (86,036) |
Outstanding | 3,024,546 | 2,410,907 |
Vested or Expected to Vest | 2,929,727 | 2,300,160 |
Exercisable | 1,929,138 | 1,528,873 |
Weighted-Average Exercise Price | ||
Outstanding | $ 24.55 | $ 22.98 |
Granted | 21.25 | 28.59 |
Exercised | 21.50 | 18.46 |
Canceled | 24.70 | 29.72 |
Outstanding | 23.83 | 24.55 |
Vested or Expected to Vest | 23.69 | 24.28 |
Exercisable | $ 21.77 | $ 20.78 |
Weighted-Average Remaining Contractual Life | ||
Outstanding | 6 years 6 months | 6 years 3 months 18 days |
Vested or Expected to Vest | 6 years 6 months | 6 years 2 months 12 days |
Exercisable | 4 years 10 months 24 days | 5 years 1 month 6 days |
Aggregate Intrinsic Value | ||
Outstanding | $ 52,470 | $ 20,700 |
Vested or Expected to Vest | 51,640 | 20,400 |
Exercisable | $ 37,450 | $ 18,500 |
Stock Options and Restricted 78
Stock Options and Restricted Stock Awards (Details 2) - $ / shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Number of Shares | ||
Outstanding | 619,999 | 482,076 |
Granted | 191,691 | 229,265 |
Lapse of restrictions/conversions | 0 | (67,953) |
Canceled | (108,530) | (23,389) |
Outstanding | 703,160 | 619,999 |
Vested or Expected to Vest | 636,595 | 448,924 |
Weighted - Average Grant Price | ||
Outstanding | $ 31.95 | $ 31.28 |
Granted | 39.48 | 28.74 |
Lapse of restrictions/conversions | 0 | 19.88 |
Canceled | 37.09 | 21.73 |
Outstanding | 34.08 | 31.95 |
Vested or Expected to Vest | $ 33.86 | $ 31.43 |
Stock Options and Restricted 79
Stock Options and Restricted Stock Awards - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2015 | Dec. 31, 2014 | 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 | 1,877,407 | 3,537,929 | ||||||
Share-Based Compensation | $ 7,179 | $ 2,348 | $ 200 | $ 2,400 | $ 9,936 | $ 7,422 | $ 9,266 | |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Outstanding, Number | 3,024,546 | 2,364,211 | 2,410,907 | 2,364,211 | ||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercisable, Number | 1,929,138 | 1,528,873 | ||||||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 21.77 | $ 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 Awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percentage of shares that will vest | 100.00% | 100.00% | ||||||
Allocated Share-based Compensation Expense | $ 1,100 | 700 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 14,700 | $ 7,800 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 2 months 26 days | 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% | 125.00% | ||||||
Restricted Stock | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percentage of shares that will vest | 0.00% | 0.00% | ||||||
Stock Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Allocated Share-based Compensation Expense | $ 6,100 | $ 1,600 | ||||||
Non Qualified Options Expire | 10 years | 10 years | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | $ 12,200 | $ 5,800 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 2 months 19 days | 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 | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | 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) | 17,009 | 3,078 | 4,416 | ||
Income Tax Expense (Benefit) | $ 3,470 | $ 8,258 | $ 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 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | 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 | $ 0 | $ (68,809) | $ 0 | $ (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 | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) |
Permanently Reinvested Foreign Earnings | $ 38,800 | $ 22,400 | ||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 82 | |||
Goodwill | $ 1,162,111 | 496,415 | $ 489,325 | $ 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 | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Segment Reporting Information [Line Items] | |||||
Net Revenues | $ 976,480 | $ 596,042 | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 |
Income before taxes | 10,588 | 21,165 | 106,044 | 88,768 | 121,474 |
Long Lived Assets, net | $ 145,607 | $ 88,303 | 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 (87
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 Accoun88
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 | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Amount of gain (loss) recognized in OCI (net of tax) | $ 0 | $ (35) | $ (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 | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2013 | Mar. 28, 2013 | |
Derivative [Line Items] | ||||
Derivative Amortizes Amount | $ 2,800 | $ 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 Settlement By Cash | 2,300 | |||
Amortization Of Interest Rate Swap To Interest Expense | $ 2,300 | |||
Interest Rate Swap Fixed Rate Of 1.38 % | ||||
Derivative [Line Items] | ||||
Interest rate swap, interest rate | 1.38% | 1.38% | ||
Derivative, Maturity Date | Mar. 31, 2017 | Mar. 31, 2017 | ||
Derivative Amortization Frequency | quarter | quarter |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Thousands, CAD in Millions | 1 Months Ended | |||
Oct. 31, 2015USD ($)shares | Oct. 31, 2015CAD | Jul. 27, 2015USD ($) | Dec. 31, 2015USD ($) | |
Revolving Credit Facility [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 60,000 | |||
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 |
Foreign Net Revenue - Additiona
Foreign Net Revenue - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 976,480 | $ 596,042 | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 |
Canada | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | $ 45,100 | $ 45,600 |
Supplemental Guarantor Inform94
Supplemental Guarantor Information (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Current assets: | ||||||
Cash and cash equivalents | $ 32,210 | $ 45,661 | $ 23,337 | $ 54,472 | $ 47,027 | $ 40,205 |
Accounts receivable, less allowance | 489,172 | 399,732 | 269,383 | 360,802 | ||
Inventories, net | 466,063 | 320,999 | 314,670 | 301,626 | ||
Prepaid expenses and other current assets | 150,384 | 97,928 | 76,975 | 66,828 | ||
Deferred income taxes | 31,938 | 2,309 | 14,629 | 14,610 | ||
Total current assets | 1,169,767 | 866,629 | 698,994 | 798,338 | ||
Intercompany | 0 | 0 | 0 | 0 | ||
Investments in consolidated subsidiaries | 0 | 0 | 0 | 0 | ||
Deferred income taxes | 0 | (68,809) | 0 | (64,100) | ||
Property and equipment, net | 145,607 | 90,405 | 88,303 | 88,565 | 67,659 | |
Goodwill | 1,162,111 | 496,415 | 489,325 | 466,206 | ||
Intangibles, net | 487,477 | 87,055 | 97,273 | 72,266 | ||
Other assets, net | 1,270 | 1,233 | 10,916 | 6,027 | ||
TOTAL ASSETS | 2,966,232 | 1,541,737 | 1,384,811 | 1,431,402 | ||
Current liabilities: | ||||||
Accounts payable | 347,205 | 244,891 | 163,367 | 220,834 | ||
Accrued expenses | 151,547 | 124,794 | 72,738 | 80,285 | ||
Borrowings under revolver lines of credit | 0 | 11,240 | 23,289 | 18,514 | ||
Deferred income taxes | 0 | 0 | 0 | 0 | ||
Current portion of long-term obligations | 14,287 | 16,320 | 16,689 | 16,602 | ||
Total current liabilities | 513,039 | 397,245 | 276,083 | 336,235 | ||
Long-term debt, net of current portion | 722,888 | 170,200 | 180,657 | 183,131 | ||
Borrowings under revolver lines of credit | 343,225 | 0 | 0 | 0 | ||
Deferred income taxes | 132,605 | 68,809 | 64,165 | 64,100 | ||
Long-term obligations under equipment financing and other, net of current portion | 43,322 | 22,367 | 34,112 | 30,835 | ||
Intercompany | 0 | 0 | 0 | 0 | ||
Total liabilities | 1,755,079 | 658,621 | 555,017 | 614,301 | ||
Total stockholders’ equity | 1,211,153 | 883,116 | 829,794 | 817,101 | 754,356 | |
Total liabilities and stockholders' equity | 2,966,232 | 1,541,737 | 1,384,811 | 1,431,402 | ||
Parent Company [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 8,052 | 2,132 |
Accounts receivable, less allowance | 0 | 0 | 0 | 0 | ||
Inventories, net | 0 | 0 | 0 | 0 | ||
Prepaid expenses and other current assets | 4,232 | 14,013 | 0 | 0 | ||
Deferred income taxes | 3,052 | 3,051 | 743 | 720 | ||
Total current assets | 7,284 | 17,064 | 743 | 720 | ||
Intercompany | 0 | 0 | 0 | 0 | ||
Investments in consolidated subsidiaries | 2,719,051 | 1,429,665 | 1,374,778 | 1,294,571 | ||
Deferred income taxes | 15,980 | 17,481 | 13,784 | 13,883 | ||
Property and equipment, net | 2,687 | 2,339 | 2,693 | 2,727 | ||
Goodwill | 0 | 0 | 0 | 0 | ||
Intangibles, net | 0 | 0 | 13 | 14 | ||
Other assets, net | 1,232 | 1,233 | 9,422 | 4,456 | ||
TOTAL ASSETS | 2,746,234 | 1,467,782 | 1,401,433 | 1,316,371 | ||
Current liabilities: | ||||||
Accounts payable | 19,364 | 14,519 | 12,811 | 20,735 | ||
Accrued expenses | 1,511 | 38,744 | 2,075 | 16,900 | ||
Borrowings under revolver lines of credit | 0 | 0 | 15,100 | 7,800 | ||
Deferred income taxes | 0 | 0 | 0 | 0 | ||
Current portion of long-term obligations | 4,500 | 11,250 | 11,250 | 11,250 | ||
Total current liabilities | 25,375 | 64,513 | 41,236 | 56,685 | ||
Long-term debt, net of current portion | 722,888 | 170,200 | 180,657 | 183,131 | ||
Borrowings under revolver lines of credit | 0 | 0 | 0 | 0 | ||
Deferred income taxes | 0 | 0 | 0 | 0 | ||
Long-term obligations under equipment financing and other, net of current portion | 45 | 45 | 7,949 | 3,049 | ||
Intercompany | 786,773 | 349,908 | 341,797 | 256,405 | ||
Total liabilities | 1,535,081 | 584,666 | 571,639 | 499,270 | ||
Total stockholders’ equity | 1,211,153 | 883,116 | 829,794 | 817,101 | ||
Total liabilities and stockholders' equity | 2,746,234 | 1,467,782 | 1,401,433 | 1,316,371 | ||
Guarantor Subsidiaries [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 35,829 | 42,816 | 24,872 | 58,053 | 34,120 | 24,487 |
Accounts receivable, less allowance | 466,415 | 365,679 | 247,373 | 323,587 | ||
Inventories, net | 447,120 | 299,107 | 291,890 | 273,897 | ||
Prepaid expenses and other current assets | 139,726 | 78,314 | 70,525 | 60,796 | ||
Deferred income taxes | 28,890 | 0 | 13,756 | 13,755 | ||
Total current assets | 1,117,980 | 785,916 | 648,416 | 730,088 | ||
Intercompany | 824,837 | 386,892 | 378,029 | 293,942 | ||
Investments in consolidated subsidiaries | 0 | 0 | 0 | 0 | ||
Deferred income taxes | 0 | 0 | 0 | 0 | ||
Property and equipment, net | 134,935 | 79,428 | 76,088 | 75,882 | ||
Goodwill | 1,134,000 | 465,575 | 455,620 | 431,391 | ||
Intangibles, net | 483,844 | 84,915 | 93,888 | 68,473 | ||
Other assets, net | 38 | 0 | 0 | 24 | ||
TOTAL ASSETS | 3,695,634 | 1,802,726 | 1,652,041 | 1,599,800 | ||
Current liabilities: | ||||||
Accounts payable | 333,072 | 218,920 | 152,121 | 188,603 | ||
Accrued expenses | 144,611 | 80,738 | 65,700 | 58,328 | ||
Borrowings under revolver lines of credit | 0 | 0 | 0 | 0 | ||
Deferred income taxes | 0 | 742 | 0 | 0 | ||
Current portion of long-term obligations | 9,787 | 5,070 | 5,439 | 5,352 | ||
Total current liabilities | 487,470 | 305,470 | 223,260 | 252,283 | ||
Long-term debt, net of current portion | 0 | 0 | 0 | 0 | ||
Borrowings under revolver lines of credit | 336,000 | 0 | 0 | 0 | ||
Deferred income taxes | 148,745 | 86,118 | 77,021 | 77,019 | ||
Long-term obligations under equipment financing and other, net of current portion | 43,222 | 22,256 | 26,091 | 27,714 | ||
Intercompany | 0 | 0 | 0 | 0 | ||
Total liabilities | 1,015,437 | 413,844 | 326,372 | 357,016 | ||
Total stockholders’ equity | 2,680,197 | 1,388,882 | 1,325,669 | 1,242,784 | ||
Total liabilities and stockholders' equity | 3,695,634 | 1,802,726 | 1,652,041 | 1,599,800 | ||
Non-Guarantor Subsidiaries [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | 8,754 | 7,051 | 4,697 | 3,241 | 4,855 | 13,586 |
Accounts receivable, less allowance | 23,378 | 34,693 | 23,426 | 37,506 | ||
Inventories, net | 18,943 | 21,892 | 22,780 | 27,729 | ||
Prepaid expenses and other current assets | 6,426 | 5,601 | 6,450 | 6,032 | ||
Deferred income taxes | 0 | 0 | 130 | 135 | ||
Total current assets | 57,501 | 69,237 | 57,483 | 74,643 | ||
Intercompany | 0 | 0 | 0 | 0 | ||
Investments in consolidated subsidiaries | 0 | 0 | 0 | 0 | ||
Deferred income taxes | 160 | 0 | 0 | 0 | ||
Property and equipment, net | 7,985 | 8,638 | 9,522 | 9,956 | ||
Goodwill | 28,111 | 30,840 | 33,705 | 34,815 | ||
Intangibles, net | 3,633 | 2,140 | 3,372 | 3,779 | ||
Other assets, net | 0 | 0 | 1,494 | 1,547 | ||
TOTAL ASSETS | 97,390 | 110,855 | 105,576 | 124,740 | ||
Current liabilities: | ||||||
Accounts payable | 7,763 | 16,298 | 6,083 | 18,609 | ||
Accrued expenses | 5,425 | 5,312 | 4,963 | 5,057 | ||
Borrowings under revolver lines of credit | 0 | 11,240 | 8,189 | 10,714 | ||
Deferred income taxes | 4 | 0 | 0 | 0 | ||
Current portion of long-term obligations | 0 | 0 | 0 | 0 | ||
Total current liabilities | 13,192 | 32,850 | 19,235 | 34,380 | ||
Long-term debt, net of current portion | 0 | 0 | 0 | 0 | ||
Borrowings under revolver lines of credit | 7,225 | 0 | 0 | 0 | ||
Deferred income taxes | 0 | 172 | 928 | 964 | ||
Long-term obligations under equipment financing and other, net of current portion | 55 | 66 | 72 | 72 | ||
Intercompany | 38,064 | 36,984 | 36,232 | 37,537 | ||
Total liabilities | 58,536 | 70,072 | 56,467 | 72,953 | ||
Total stockholders’ equity | 38,854 | 40,783 | 49,109 | 51,787 | ||
Total liabilities and stockholders' equity | 97,390 | 110,855 | 105,576 | 124,740 | ||
Eliminations and Other [Member] | ||||||
Current assets: | ||||||
Cash and cash equivalents | (12,373) | (4,206) | (6,232) | (6,822) | $ 0 | $ 0 |
Accounts receivable, less allowance | (621) | (640) | (1,416) | (291) | ||
Inventories, net | 0 | 0 | 0 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | 0 | 0 | ||
Deferred income taxes | (4) | (742) | 0 | 0 | ||
Total current assets | (12,998) | (5,588) | (7,648) | (7,113) | ||
Intercompany | (824,837) | (386,892) | (378,029) | (293,942) | ||
Investments in consolidated subsidiaries | (2,719,051) | (1,429,665) | (1,374,778) | (1,294,571) | ||
Deferred income taxes | (16,140) | (17,481) | (13,784) | (13,883) | ||
Property and equipment, net | 0 | 0 | 0 | 0 | ||
Goodwill | 0 | 0 | 0 | 0 | ||
Intangibles, net | 0 | 0 | 0 | 0 | ||
Other assets, net | 0 | 0 | 0 | 0 | ||
TOTAL ASSETS | (3,573,026) | (1,839,626) | (1,774,239) | (1,609,509) | ||
Current liabilities: | ||||||
Accounts payable | (12,994) | (4,846) | (7,648) | (7,113) | ||
Accrued expenses | 0 | 0 | 0 | 0 | ||
Borrowings under revolver lines of credit | 0 | 0 | 0 | 0 | ||
Deferred income taxes | (4) | (742) | 0 | 0 | ||
Current portion of long-term obligations | 0 | 0 | 0 | 0 | ||
Total current liabilities | (12,998) | (5,588) | (7,648) | (7,113) | ||
Long-term debt, net of current portion | 0 | 0 | 0 | 0 | ||
Borrowings under revolver lines of credit | 0 | 0 | 0 | 0 | ||
Deferred income taxes | (16,140) | (17,481) | (13,784) | (13,883) | ||
Long-term obligations under equipment financing and other, net of current portion | 0 | 0 | 0 | 0 | ||
Intercompany | (824,837) | (386,892) | (378,029) | (293,942) | ||
Total liabilities | (853,975) | (409,961) | (399,461) | (314,938) | ||
Total stockholders’ equity | (2,719,051) | (1,429,665) | (1,374,778) | (1,294,571) | ||
Total liabilities and stockholders' equity | $ (3,573,026) | $ (1,839,626) | $ (1,774,239) | $ (1,609,509) |
Supplemental Guarantor Inform95
Supplemental Guarantor Information (Details) (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 |
Accounts Receivable, Allowances | $ 8,871 | $ 6,298 | $ 8,138 | $ 8,510 |
Supplemental Guarantor Inform96
Supplemental Guarantor Information (Details 1) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net sales | $ 976,480 | $ 596,042 | $ 2,515,169 | $ 2,326,905 | $ 2,240,723 |
Cost of products sold | 743,292 | 458,477 | 1,919,804 | 1,799,065 | 1,709,326 |
Gross profit | 233,188 | 137,565 | 595,365 | 527,840 | 531,397 |
Operating expenses | 206,344 | 113,745 | 478,284 | 428,977 | 401,676 |
Intercompany charges (income) | 0 | 0 | 0 | 0 | 0 |
Income from operations | 26,844 | 23,820 | 117,081 | 98,863 | 129,721 |
Interest expense, financing costs and other | 16,256 | 2,655 | 11,037 | 10,095 | 8,247 |
Intercompany interest expense (income) | 0 | 0 | 0 | 0 | 0 |
Income before income taxes and equity in net income of subsidiaries | 10,588 | 21,165 | 106,044 | 88,768 | 121,474 |
Provision for income taxes | 3,470 | 8,258 | 43,767 | 34,922 | 48,867 |
Income before equity in net income of subsidiaries | 7,118 | 12,907 | 62,277 | 53,846 | 72,607 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 | 0 |
Net income | $ 7,118 | $ 12,907 | $ 62,277 | $ 53,846 | $ 72,607 |
Net income per share: | |||||
Basic | $ 0.12 | $ 0.26 | $ 1.26 | $ 1.09 | $ 1.5 |
Diluted | $ 0.12 | $ 0.26 | $ 1.24 | $ 1.08 | $ 1.47 |
Weighted-average shares used in computing net income per share: | |||||
Basic | 58,972,913 | 49,428,842 | 49,578,130 | 49,227,466 | 48,472,240 |
Diluted | 59,962,033 | 50,012,881 | 50,173,478 | 49,947,699 | 49,385,335 |
Parent Company [Member] | |||||
Net sales | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Cost of products sold | 0 | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 | 0 |
Operating expenses | 31,172 | 9,420 | 44,937 | 28,058 | 23,399 |
Intercompany charges (income) | (7,847) | (6,698) | (36,085) | (27,782) | (24,457) |
Income from operations | (23,325) | (2,722) | (8,852) | (276) | 1,058 |
Interest expense, financing costs and other | 9,874 | (2,439) | 9,508 | 9,788 | 8,896 |
Intercompany interest expense (income) | (3,926) | (3,914) | (15,762) | (14,503) | (12,627) |
Income before income taxes and equity in net income of subsidiaries | (29,273) | (1,247) | (2,598) | 4,439 | 4,789 |
Provision for income taxes | (9,732) | (510) | (1,087) | 1,748 | 1,945 |
Income before equity in net income of subsidiaries | (19,541) | (737) | (1,511) | 2,691 | 2,844 |
Equity in net income of subsidiaries | 26,659 | 13,644 | 63,788 | 51,155 | 69,763 |
Net income | 7,118 | 12,907 | 62,277 | 53,846 | 72,607 |
Guarantor Subsidiaries [Member] | |||||
Net sales | 931,484 | 550,502 | 2,331,829 | 2,146,805 | 2,064,358 |
Cost of products sold | 708,383 | 422,981 | 1,778,196 | 1,658,562 | 1,573,865 |
Gross profit | 223,101 | 127,521 | 553,633 | 488,243 | 490,493 |
Operating expenses | 167,014 | 95,638 | 399,901 | 367,812 | 345,431 |
Intercompany charges (income) | 7,186 | 6,102 | 34,264 | 25,929 | 23,004 |
Income from operations | 48,901 | 25,781 | 119,468 | 94,502 | 122,058 |
Interest expense, financing costs and other | 6,238 | 65 | 740 | (800) | (1,057) |
Intercompany interest expense (income) | 3,537 | 3,515 | 14,174 | 12,867 | 11,052 |
Income before income taxes and equity in net income of subsidiaries | 39,126 | 22,201 | 104,554 | 82,435 | 112,063 |
Provision for income taxes | 13,007 | 9,067 | 43,765 | 32,442 | 45,520 |
Income before equity in net income of subsidiaries | 26,119 | 13,134 | 60,789 | 49,993 | 66,543 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 | |
Net income | 26,119 | 13,134 | 60,789 | 49,993 | 66,543 |
Non-Guarantor Subsidiaries [Member] | |||||
Net sales | 45,137 | 45,614 | 183,809 | 180,549 | 176,922 |
Cost of products sold | 35,050 | 35,570 | 142,077 | 140,952 | 136,018 |
Gross profit | 10,087 | 10,044 | 41,732 | 39,597 | 40,904 |
Operating expenses | 8,158 | 8,687 | 33,446 | 33,107 | 32,846 |
Intercompany charges (income) | 661 | 596 | 1,821 | 1,853 | 1,453 |
Income from operations | 1,268 | 761 | 6,465 | 4,637 | 6,605 |
Interest expense, financing costs and other | 144 | 151 | 789 | 1,107 | 408 |
Intercompany interest expense (income) | 389 | 399 | 1,588 | 1,636 | 1,575 |
Income before income taxes and equity in net income of subsidiaries | 735 | 211 | 4,088 | 1,894 | 4,622 |
Provision for income taxes | 195 | (299) | 1,089 | 732 | 1,402 |
Income before equity in net income of subsidiaries | 540 | 510 | 2,999 | 1,162 | 3,220 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 | |
Net income | 540 | 510 | 2,999 | 1,162 | 3,220 |
Eliminations and Other [Member] | |||||
Net sales | (141) | (74) | (469) | (449) | (557) |
Cost of products sold | (141) | (74) | (469) | (449) | (557) |
Gross profit | 0 | 0 | 0 | 0 | 0 |
Operating expenses | 0 | 0 | 0 | 0 | 0 |
Intercompany charges (income) | 0 | 0 | 0 | 0 | 0 |
Income from operations | 0 | 0 | 0 | 0 | 0 |
Interest expense, financing costs and other | 0 | 0 | 0 | 0 | 0 |
Intercompany interest expense (income) | 0 | 0 | 0 | 0 | 0 |
Income before income taxes and equity in net income of subsidiaries | 0 | 0 | 0 | 0 | 0 |
Provision for income taxes | 0 | 0 | 0 | 0 | 0 |
Income before equity in net income of subsidiaries | 0 | 0 | 0 | 0 | 0 |
Equity in net income of subsidiaries | (26,659) | (13,644) | (63,788) | (51,155) | (69,763) |
Net income | $ (26,659) | $ (13,644) | $ (63,788) | $ (51,155) | $ (69,763) |
Supplemental Guarantor Inform97
Supplemental Guarantor Information (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net income | $ 7,118 | $ 12,907 | $ 62,277 | $ 53,846 | $ 72,607 |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustment | (2,469) | (3,189) | (14,003) | (7,175) | (4,401) |
Unrealized gain (loss) due to change in fair value of derivatives, net of tax | 0 | (35) | (138) | 972 | 1,399 |
Total other comprehensive income (loss), net of tax | (2,469) | (3,224) | (14,141) | (6,203) | (3,002) |
Comprehensive income | 4,649 | 9,683 | 48,136 | 47,643 | 69,605 |
Parent Company [Member] | |||||
Net income | 7,118 | 12,907 | 62,277 | 53,846 | 72,607 |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustment | (2,469) | (3,189) | (14,003) | (7,175) | (4,401) |
Unrealized gain (loss) due to change in fair value of derivatives, net of tax | (35) | (138) | 972 | 1,399 | |
Total other comprehensive income (loss), net of tax | (2,469) | (3,224) | (14,141) | (6,203) | (3,002) |
Comprehensive income | 4,649 | 9,683 | 48,136 | 47,643 | 69,605 |
Guarantor Subsidiaries [Member] | |||||
Net income | 26,119 | 13,134 | 60,789 | 49,993 | 66,543 |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustment | 0 | 0 | 0 | 0 | 0 |
Unrealized gain (loss) due to change in fair value of derivatives, net of tax | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss), net of tax | 0 | 0 | 0 | 0 | 0 |
Comprehensive income | 26,119 | 13,134 | 60,789 | 49,993 | 66,543 |
Non-Guarantor Subsidiaries [Member] | |||||
Net income | 540 | 510 | 2,999 | 1,162 | 3,220 |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustment | (2,469) | (3,189) | (14,003) | (7,175) | (4,401) |
Unrealized gain (loss) due to change in fair value of derivatives, net of tax | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss), net of tax | (2,469) | (3,189) | (14,003) | (7,175) | (4,401) |
Comprehensive income | (1,929) | (2,679) | (11,004) | (6,013) | (1,181) |
Eliminations and Other [Member] | |||||
Net income | (26,659) | (13,644) | (63,788) | (51,155) | (69,763) |
Other comprehensive income (loss): | |||||
Foreign currency translation adjustment | 2,469 | 3,189 | 14,003 | 7,175 | 4,401 |
Unrealized gain (loss) due to change in fair value of derivatives, net of tax | 0 | 0 | 0 | 0 | |
Total other comprehensive income (loss), net of tax | 2,469 | 3,189 | 14,003 | 7,175 | 4,401 |
Comprehensive income | $ (24,190) | $ (10,456) | $ (49,785) | $ (43,980) | $ (65,362) |
Supplemental Guarantor Inform98
Supplemental Guarantor Information (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Operating activities | |||||
Net cash provided by operating activities | $ 44,675 | $ 40,189 | $ 109,340 | $ 55,497 | $ 78,493 |
Investing activities | |||||
Purchases of property and equipment | (2,153) | (3,138) | (20,802) | (37,239) | (26,120) |
Acquisition of businesses | (941,156) | (69,746) | (85,301) | (1,514) | (64,606) |
Proceeds from sales of assets | 229 | 115 | 1,389 | 1,437 | 1,235 |
Intercompany activity | 0 | 0 | 0 | 0 | 0 |
Net cash used in investing activities | (943,080) | (72,769) | (104,714) | (37,316) | (89,491) |
Financing activities | |||||
Borrowings under revolving lines of credit | 890,128 | 147,507 | 560,634 | 497,500 | 455,576 |
Payments under revolving lines of credit | (566,007) | (525,126) | (449,280) | ||
Repayments under revolving lines of credit | (549,378) | (142,440) | (566,007) | (525,126) | (449,280) |
Borrowings under term loan | 450,000 | 0 | |||
Repayments under term loan | (186,750) | (2,812) | |||
Repayments under equipment financing facilities | (1,367) | (1,412) | (5,553) | (5,009) | (4,549) |
Borrowings under Senior Notes | 300,000 | 0 | 0 | 0 | 0 |
Payment of deferred financing costs | (27,813) | 0 | |||
Proceeds from exercise of options | 8,984 | 662 | 7,943 | 7,680 | 18,579 |
Excess tax benefit from equity-based compensation | 1,501 | 53 | 1,526 | 1,030 | 4,944 |
Borrowings under financing facilities and other | 0 | 25,377 | 3,993 | ||
Repayments under senior term loan | (11,250) | (11,250) | (11,250) | ||
Intercompany activity | 0 | 0 | 0 | 0 | 0 |
Net cash (used in) provided by financing activities | 885,305 | 1,558 | (12,707) | (9,798) | 18,013 |
Effect of exchange rate changes on cash | (351) | (113) | (730) | (938) | (193) |
Net increase (decrease) in cash and cash equivalents | (13,451) | (31,135) | (8,811) | 7,445 | 6,822 |
Cash and cash equivalents, beginning of period | 45,661 | 54,472 | 54,472 | 47,027 | 40,205 |
Cash and cash equivalents, end of period | 32,210 | 23,337 | 45,661 | 54,472 | 47,027 |
Parent Company [Member] | |||||
Operating activities | |||||
Net cash provided by operating activities | (49,989) | (20,701) | 1,776 | 20,335 | 31,091 |
Investing activities | |||||
Purchases of property and equipment | (566) | (148) | (397) | (884) | (1,410) |
Acquisition of businesses | (941,156) | (69,746) | (85,301) | (1,514) | (64,606) |
Proceeds from sales of assets | 0 | 0 | 0 | 0 | 24 |
Intercompany activity | 436,866 | 85,392 | 93,503 | 13,751 | 24,848 |
Net cash used in investing activities | (504,856) | 15,498 | 7,805 | 11,354 | (41,144) |
Financing activities | |||||
Borrowings under revolving lines of credit | 0 | 147,507 | 552,545 | 482,500 | 444,300 |
Payments under revolving lines of credit | (560,345) | (519,700) | (440,600) | ||
Repayments under revolving lines of credit | 0 | (140,207) | |||
Borrowings under term loan | 450,000 | ||||
Repayments under term loan | (186,750) | (2,812) | |||
Repayments under equipment financing facilities | 0 | 0 | 0 | 0 | 0 |
Borrowings under Senior Notes | 300,000 | ||||
Payment of deferred financing costs | (18,890) | ||||
Proceeds from exercise of options | 8,984 | 662 | 7,943 | 7,680 | 18,579 |
Excess tax benefit from equity-based compensation | 1,501 | 53 | 1,526 | 1,030 | 4,944 |
Borrowings under financing facilities and other | 0 | 0 | |||
Repayments under senior term loan | (11,250) | (11,250) | (11,250) | ||
Intercompany activity | 0 | 0 | 0 | 0 | 0 |
Net cash (used in) provided by financing activities | 554,845 | 5,203 | (9,581) | (39,740) | 15,973 |
Effect of exchange rate changes on cash | 0 | 0 | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | (8,052) | 5,920 |
Cash and cash equivalents, beginning of period | 0 | 0 | 0 | 8,052 | 2,132 |
Cash and cash equivalents, end of period | 0 | 0 | 0 | 0 | 8,052 |
Guarantor Subsidiaries [Member] | |||||
Operating activities | |||||
Net cash provided by operating activities | 98,053 | 54,900 | 100,760 | 53,730 | 23,248 |
Investing activities | |||||
Purchases of property and equipment | (1,578) | (2,697) | (18,649) | (33,813) | (21,690) |
Acquisition of businesses | 0 | 0 | 0 | 0 | 0 |
Proceeds from sales of assets | 229 | 115 | 1,389 | 1,437 | 1,211 |
Intercompany activity | 0 | 0 | 0 | 0 | 0 |
Net cash used in investing activities | (1,349) | (2,582) | (17,260) | (32,376) | (20,479) |
Financing activities | |||||
Borrowings under revolving lines of credit | 878,947 | 0 | 0 | 0 | 0 |
Payments under revolving lines of credit | 0 | 0 | 0 | ||
Repayments under revolving lines of credit | (534,470) | 0 | |||
Borrowings under term loan | 0 | ||||
Repayments under term loan | 0 | 0 | |||
Repayments under equipment financing facilities | (1,367) | (1,412) | (5,553) | (5,009) | (4,549) |
Borrowings under Senior Notes | 0 | ||||
Payment of deferred financing costs | (8,923) | ||||
Proceeds from exercise of options | 0 | 0 | 0 | 0 | 0 |
Excess tax benefit from equity-based compensation | 0 | 0 | 0 | 0 | 0 |
Borrowings under financing facilities and other | 25,377 | 3,993 | |||
Repayments under senior term loan | 0 | 0 | 0 | ||
Intercompany activity | (437,878) | (84,087) | (93,184) | (17,789) | 7,420 |
Net cash (used in) provided by financing activities | (103,691) | (85,499) | (98,737) | 2,579 | 6,864 |
Effect of exchange rate changes on cash | 0 | 0 | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | (6,987) | (33,181) | (15,237) | 23,933 | 9,633 |
Cash and cash equivalents, beginning of period | 42,816 | 58,053 | 58,053 | 34,120 | 24,487 |
Cash and cash equivalents, end of period | 35,829 | 24,872 | 42,816 | 58,053 | 34,120 |
Non-Guarantor Subsidiaries [Member] | |||||
Operating activities | |||||
Net cash provided by operating activities | 4,778 | 5,401 | 4,188 | (11,746) | 24,154 |
Investing activities | |||||
Purchases of property and equipment | (9) | (293) | (1,756) | (2,542) | (3,020) |
Acquisition of businesses | 0 | 0 | 0 | 0 | 0 |
Proceeds from sales of assets | 0 | 0 | 0 | 0 | 0 |
Intercompany activity | 0 | 0 | 0 | 0 | 0 |
Net cash used in investing activities | (9) | (293) | (1,756) | (2,542) | (3,020) |
Financing activities | |||||
Borrowings under revolving lines of credit | 11,181 | 0 | 8,089 | 15,000 | 11,276 |
Payments under revolving lines of credit | (5,662) | (5,426) | (8,680) | ||
Repayments under revolving lines of credit | (14,908) | (2,233) | |||
Borrowings under term loan | 0 | ||||
Repayments under term loan | 0 | 0 | |||
Repayments under equipment financing facilities | 0 | 0 | 0 | 0 | 0 |
Borrowings under Senior Notes | 0 | ||||
Payment of deferred financing costs | 0 | ||||
Proceeds from exercise of options | 0 | 0 | 0 | 0 | 0 |
Excess tax benefit from equity-based compensation | 0 | 0 | 0 | 0 | 0 |
Borrowings under financing facilities and other | 0 | 0 | |||
Repayments under senior term loan | 0 | 0 | 0 | ||
Intercompany activity | 1,012 | (1,306) | (319) | 4,038 | (32,268) |
Net cash (used in) provided by financing activities | (2,715) | (3,539) | 2,108 | 13,612 | (29,672) |
Effect of exchange rate changes on cash | (351) | (113) | (730) | (938) | (193) |
Net increase (decrease) in cash and cash equivalents | 1,703 | 1,456 | 3,810 | (1,613) | (8,731) |
Cash and cash equivalents, beginning of period | 7,051 | 3,241 | 3,241 | 4,855 | 13,586 |
Cash and cash equivalents, end of period | 8,754 | 4,697 | 7,051 | 3,241 | 4,855 |
Eliminations and Other [Member] | |||||
Operating activities | |||||
Net cash provided by operating activities | (8,167) | 589 | 2,616 | (6,822) | 0 |
Investing activities | |||||
Purchases of property and equipment | 0 | 0 | 0 | 0 | 0 |
Acquisition of businesses | 0 | 0 | 0 | 0 | 0 |
Proceeds from sales of assets | 0 | 0 | 0 | 0 | 0 |
Intercompany activity | (436,866) | (85,392) | (93,503) | (13,751) | (24,848) |
Net cash used in investing activities | (436,866) | (85,392) | (93,503) | (13,751) | (24,848) |
Financing activities | |||||
Borrowings under revolving lines of credit | 0 | 0 | 0 | 0 | 0 |
Payments under revolving lines of credit | 0 | 0 | 0 | ||
Repayments under revolving lines of credit | 0 | 0 | |||
Borrowings under term loan | 0 | ||||
Repayments under term loan | 0 | 0 | |||
Repayments under equipment financing facilities | 0 | 0 | 0 | 0 | 0 |
Borrowings under Senior Notes | 0 | ||||
Payment of deferred financing costs | 0 | ||||
Proceeds from exercise of options | 0 | 0 | 0 | 0 | 0 |
Excess tax benefit from equity-based compensation | 0 | 0 | 0 | 0 | 0 |
Borrowings under financing facilities and other | 0 | 0 | |||
Repayments under senior term loan | 0 | 0 | 0 | ||
Intercompany activity | 436,866 | 85,393 | 93,503 | 13,751 | 24,848 |
Net cash (used in) provided by financing activities | 436,866 | 85,393 | 93,503 | 13,751 | 28,848 |
Effect of exchange rate changes on cash | 0 | 0 | 0 | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | (8,167) | 590 | 2,616 | (6,822) | 0 |
Cash and cash equivalents, beginning of period | (4,206) | (6,822) | (6,822) | 0 | 0 |
Cash and cash equivalents, end of period | $ (12,373) | $ (6,232) | $ (4,206) | $ (6,822) | $ 0 |