Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2017 | Aug. 01, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | BECN | |
Entity Registrant Name | BEACON ROOFING SUPPLY INC | |
Entity Central Index Key | 1,124,941 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 60,371,579 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 |
Current assets: | |||
Cash and cash equivalents | $ 33,055 | $ 31,386 | $ 36,536 |
Accounts receivable, less allowance of $13,253, $14,812 and $12,022 as of June 30, 2017, September 30, 2016 and June 30, 2016, respectively | 670,977 | 626,965 | 640,101 |
Inventories, net | 641,425 | 480,736 | 620,908 |
Prepaid expenses and other current assets | 221,477 | 163,103 | 205,073 |
Total current assets | 1,566,934 | 1,302,190 | 1,502,618 |
Property and equipment, net | 156,951 | 148,569 | 153,389 |
Goodwill | 1,256,014 | 1,197,565 | 1,200,206 |
Intangibles, net | 442,962 | 464,024 | 477,250 |
Other assets, net | 1,511 | 1,511 | 1,430 |
Total Assets | 3,424,372 | 3,113,859 | 3,334,893 |
Current liabilities: | |||
Accounts payable | 387,579 | 360,915 | 563,332 |
Accrued expenses | 280,315 | 161,113 | 205,412 |
Current portions of long-term debt | 13,762 | 14,811 | 12,605 |
Total current liabilities | 681,656 | 536,839 | 781,349 |
Borrowings under revolving lines of credit, net | 449,615 | 359,661 | 416,207 |
Long-term debt, net | 721,685 | 722,929 | 721,630 |
Deferred income taxes, net | 142,116 | 135,482 | 106,337 |
Long-term obligations under equipment financing and other, net | 28,412 | 35,121 | 39,720 |
Total liabilities | 2,023,484 | 1,790,032 | 2,065,243 |
Commitments and contingencies | |||
Stockholders' equity: | |||
Common stock (voting); $.01 par value; 100,000,000 shares authorized; 60,361,035 issued and outstanding as of June 30, 2017; 59,890,885 issued and outstanding as of September 30, 2016; 59,707,996 issued and outstanding at June 30, 2016 | 603 | 598 | 597 |
Undesignated preferred stock; 5,000,000 shares authorized, none issued or outstanding | 0 | 0 | 0 |
Additional paid-in capital | 714,608 | 694,564 | 686,943 |
Retained earnings | 703,055 | 647,322 | 599,930 |
Accumulated other comprehensive loss | (17,378) | (18,657) | (17,820) |
Total stockholders' equity | 1,400,888 | 1,323,827 | 1,269,650 |
Total Liabilities and Stockholders' Equity | $ 3,424,372 | $ 3,113,859 | $ 3,334,893 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 |
Accounts receivable, allowances | $ 13,253 | $ 14,812 | $ 12,022 |
Common stock (voting), par value | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock (voting), shares authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Common Stock (Voting), issued | 60,361,035 | 59,890,885 | 59,707,996 |
Common Stock (voting), outstanding | 60,361,035 | 59,890,885 | 59,707,996 |
Undesignated Preferred Stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 |
Undesignated Preferred Stock, issued | 0 | 0 | 0 |
Undesignated Preferred Stock, outstanding | 0 | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Net sales | $ 1,213,894 | $ 1,152,726 | $ 3,086,802 | $ 2,952,743 |
Cost of products sold | 916,140 | 870,651 | 2,333,504 | 2,241,716 |
Gross profit | 297,754 | 282,075 | 753,298 | 711,027 |
Operating expense | 212,883 | 203,696 | 624,526 | 601,921 |
Income (loss) from operations | 84,871 | 78,379 | 128,772 | 109,106 |
Interest expense, financing costs, and other | 13,397 | 12,226 | 39,239 | 41,508 |
Income (loss) before provision for income taxes | 71,474 | 66,153 | 89,533 | 67,598 |
Provision for income taxes | 26,815 | 25,027 | 33,800 | 25,073 |
Net income | $ 44,659 | $ 41,126 | $ 55,733 | $ 42,525 |
Weighted-average common stock outstanding: | ||||
Basic | 60,311,923 | 59,615,121 | 60,131,546 | 59,293,500 |
Diluted | 61,350,843 | 60,619,809 | 61,163,591 | 60,276,695 |
Net income per share: | ||||
Basic | $ 0.74 | $ 0.69 | $ 0.93 | $ 0.72 |
Diluted | $ 0.73 | $ 0.68 | $ 0.91 | $ 0.71 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Net income | $ 44,659 | $ 41,126 | $ 55,733 | $ 42,525 |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 1,730 | 365 | 891 | 2,122 |
Total other comprehensive income | 1,730 | 365 | 891 | 2,122 |
Comprehensive income | $ 46,389 | $ 41,491 | $ 56,624 | $ 44,647 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Operating Activities | ||
Net income | $ 55,733 | $ 42,525 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 86,238 | 73,027 |
Stock-based compensation | 11,227 | 14,070 |
Certain interest expense and other financing costs | 3,989 | 5,113 |
Gain on sale of fixed assets | (726) | (838) |
Deferred income taxes | 6,625 | 1,460 |
Other, net | 0 | (359) |
Changes in operating assets and liabilities, net of the effects of businesses acquired: | ||
Accounts receivable | (28,309) | (43,060) |
Inventories | (141,942) | (96,363) |
Prepaid expenses and other assets | (55,973) | (56,764) |
Accounts payable and accrued expenses | 137,290 | 135,548 |
Net cash provided by operating activities | 74,152 | 74,359 |
Investing Activities | ||
Purchases of property and equipment | (31,882) | (21,553) |
Acquisition of businesses, net | (128,533) | (1,018,658) |
Proceeds from the sale of assets | 1,839 | 969 |
Net cash provided by (used in) investing activities | (158,576) | (1,039,242) |
Financing Activities | ||
Borrowings under revolving lines of credit | 1,721,927 | 1,409,128 |
Repayments under revolving lines of credit | (1,633,570) | (1,006,076) |
Borrowings under term loan | 0 | 450,000 |
Repayments under term loan | (3,375) | (189,000) |
Borrowings under Senior Notes | 0 | 300,000 |
Borrowings under equipment financing facilities and other | 2,111 | 0 |
Repayments under equipment financing facilities and other | (9,870) | (3,847) |
Payment of deferred financing costs | 0 | (27,813) |
Proceeds from issuance of common stock | 9,994 | 20,213 |
Taxes paid related to net share settlement of equity awards | (1,172) | 0 |
Excess tax benefit from stock-based compensation | 0 | 4,024 |
Net cash provided by (used in) financing activities | 86,045 | 956,629 |
Effect of exchange rate changes on cash and cash equivalents | 48 | (871) |
Net increase (decrease) in cash and cash equivalents | 1,669 | (9,125) |
Cash and cash equivalents, beginning of period | 31,386 | 45,661 |
Cash and cash equivalents, end of period | 33,055 | 36,536 |
Cash paid during the period for: | ||
Interest | 49,656 | 40,812 |
Income taxes, net of tax refunds | $ 37,814 | $ 867 |
Consolidated Statements of Cas7
Consolidated Statements of Cash Flows (Parenthetical) $ in Millions | 9 Months Ended |
Jun. 30, 2016USD ($) | |
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 |
Company Overview
Company Overview | 9 Months Ended |
Jun. 30, 2017 | |
Company Overview | 1. Company Overview Beacon Roofing Supply, Inc. (the “Company”) was incorporated in the state of Delaware on August 22, 1997 and is the largest publicly traded distributor of residential and non-residential roofing materials and complementary building products in the United States and Canada. The Company operates its business under regional and local trade names and as of June 30, 2017 the Company serviced customers in 48 states within the United States and 6 provinces in Canada. The Company’s current material subsidiaries are Beacon Sales Acquisition, Inc., Beacon Canada, Inc. and Beacon Roofing Supply Canada Company. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2017 | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation Beacon Roofing Supply, Inc. (the “Company”) prepared the condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the requirements of the Securities and Exchange Commission (“SEC”). As permitted under those rules, certain footnotes or other financial information have been condensed or omitted. The balance sheet as of June 30, 2016 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 and nine-month periods ended June 30, 2017 are not necessarily indicative of the results to be expected for the twelve months ending September 30, 2017 (“fiscal year 2017” or “2017”). The three-month periods ended June 30, 2017 and 2016 each had 64 business days and the nine-month periods ended June 30, 2017 and June 30, 2016 had 189 and 190 business days, respectively. 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 2016 (“2016”) Annual Report on Form 10-K for the year ended September 30, 2016. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in these consolidated financial statements and accompanying notes. Significant items subject to such estimates include inventories, purchase price allocations, recoverability of goodwill and intangibles, and income taxes. Actual amounts could differ from those estimates. Recent Accounting Pronouncements—Adopted In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, “ Simplifying the Presentation of Debt Issuance Costs In September 2015, the FASB issued ASU 2015-16, “ Simplifying the Accounting for Measurement-Period Adjustments In November 2015, the FASB issued ASU 2015-17, “ Balance Sheet Classification of Deferred Taxes Recent Accounting Pronouncements—Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, “ Revenue from Contracts with Customers In August 2014, the FASB issued ASU No. 2014-15, “ Presentation of Financial Statements—Going Concern: Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In July 2015, the FASB issued ASU 2015-11, “ Inventory: Simplifying the Measurement of Inventory. In February 2016, the FASB issued ASU 2016-02, “ Leases In March 2016, the FASB issued ASU 2016-09, “ Compensation—Stock Compensation: Improvements to Employee Share-Based Payment Accounting.” In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments.” In January 2017, the FASB issued ASU 2017-01, “ Business Combinations: Clarifying the Definition of a Business” In January 2017, the FASB issued ASU 2017-04, “ Simplifying the Accounting for Goodwill Impairment.” In May 2017, the FASB issued ASU 2017-09, “Scope of Modification Accounting.” |
Acquisitions
Acquisitions | 9 Months Ended |
Jun. 30, 2017 | |
Acquisitions | 3. Acquisitions Roofing Supply Group On October 1, 2015, the Company acquired 100% of the equity of Roofing Supply Group, LLC (“RSG”), 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 distributed roofing supplies and related materials from 85 locations across 25 states as of October 1, 2015. Total consideration paid for RSG was approximately $1.17 billion, out of which $288.2 million was in cash, $306.8 million of Company’s common stock and option replacement awards, and $574.4 million in refinancing of RSG’s debt. The RSG long-term debt was repaid simultaneously with the proceeds of a new ABL Revolver, Term Loan and Senior Notes (see Note 8). 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 options to purchase 661,349 shares of the Company’s common stock. 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 service period. The RSG acquisition has been accounted for as a business combination in accordance with the requirements of ASC 805 Business Combinations Cash $ 16,451 Accounts receivable 177,251 Inventory 179,651 Other current assets 50,000 Property, plant, and equipment 55,159 Other intangible assets 382,600 Goodwill 617,477 Current liabilities (252,190 ) Non-current liabilities (56,949 ) Total purchase price $ 1,169,450 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 $86.1 million was tax deductible as of the October 1, 2015 RSG acquisition date. 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 should future indicators of impairment develop. The fair value of acquired RSG accounts receivables was $177.3 million, with the gross contractual amount being $185.9 million. Additional Acquisitions – Fiscal Year 2017 During the nine months ended June 30, 2017, the Company acquired 23 branches from the following five acquisitions: • On December 16, 2016, the Company purchased certain assets of BJ Supply Company, a distributor of roofing and related building products with 1 branch serving Pennsylvania and New Jersey and annual sales of approximately $4 million. • On January 3, 2017, the Company acquired American Building & Roofing, Inc., a distributor of mainly residential roofing and related building products with 7 branches around Washington State and annual sales of approximately $36 million. • On January 9, 2017, the Company acquired Eco Insulation Supply, a distributor of insulation and related accessories with 1 branch serving Connecticut, Southern New England and the New York City metropolitan area and annual sales of approximately $8 million. • On March 1, 2017, the Company acquired Acme Building Materials, Inc., a distributor of residential roofing and related building products with 3 branches in Eastern Michigan and annual sales of approximately $13 million. • On May 1, 2017, the Company purchased certain assets of Lowry’s Inc., a distributor of waterproofing and concrete restoration materials with 11 branches operating in California, Arizona, Utah and Hawaii and annual sales of approximately $76 million. The Company recorded the acquired assets and liabilities related to these transactions at their estimated fair values as of the respective acquisition dates, with resulting goodwill of $58.2 million (all of which is deductible for tax purposes) and $40.0 million in intangible assets associated with these other acquisitions as of June 30, 2017. Additional Acquisitions – Fiscal Year 2016 During fiscal year 2016, the Company acquired 42 branches from the following seven additional acquisitions: • On December 1, 2015, the Company purchased certain assets of RCI Roofing Supply, a distributor of residential and commercial roofing and related products with 5 branches operating in Nebraska, Iowa and Colorado and annual sales of approximately $23 million. The Company has finalized the acquisition accounting entries for this acquisition. • On December 18, 2015, the Company acquired 100% of the equity interests of Roofing and Insulation Supply, a distributor primarily of residential and commercial insulation along with roofing and related products with 20 branches spanning 13 states operating across New England, the Mid-Atlantic, the Southeast, the Upper Midwest, Texas and Colorado and annual sales of approximately $70 million. The Company has finalized the acquisition accounting entries for this acquisition. • On December 29, 2015, the Company purchased certain assets of Statewide Wholesale, a distributor of residential and commercial roofing and related products with 1 branch located in Denver, Colorado and annual sales of approximately $15 million. The Company has finalized the acquisition accounting entries for this acquisition. • On April 1, 2016, the Company purchased certain assets of Atlantic Building Products, a distributor of decking, windows, siding, and related products with 2 branches operating in eastern Pennsylvania and annual sales of approximately $5 million. The Company has finalized the acquisition accounting entries for this acquisition. • On April 1, 2016, the Company purchased certain assets of Lyf-Tym Building Products, a distributor of siding, windows, gutters, vinyl railings, and related products with 6 branches operating in North Carolina and Virginia and annual sales of approximately $20 million. The Company has finalized the acquisition accounting entries for this acquisition. • On May 2, 2016, the Company purchased certain assets of Fox Brothers Company, a distributor of roofing, siding, windows, doors, and related products with 4 branches operating in Michigan and annual sales of approximately $35 million. The Company has finalized the acquisition accounting entries for this acquisition. • On June 1, 2016, the Company acquired 100% of the equity interests of Woodfeathers, Inc., a distributor of primarily residential roofing and related products with 4 branches operating in Oregon and Washington and annual sales of approximately $30 million. The Company has finalized the acquisition accounting entries for this acquisition. The Company recorded the acquired assets and liabilities related to these transactions at their estimated fair values as of the respective acquisition dates, with resulting goodwill of $84.8 million ($59.8 million of which is deductible for tax purposes) and $60.8 million in intangible assets associated with these other acquisitions. Acquisitions – Additional Information For those acquisitions where the acquisition accounting entries have yet to be finalized, 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 asset valuations (intangible and fixed) and income tax accounting. |
Net Income per Share
Net Income per Share | 9 Months Ended |
Jun. 30, 2017 | |
Net Income per Share | 4. 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 share equivalents 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 June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Weighted-average common shares outstanding, basic 60,311,923 59,615,121 60,131,546 59,293,500 Effect of dilutive securities: Stock options 627,243 696,059 631,086 714,125 Restricted stock units 411,677 308,629 400,959 269,070 Weighted-average common shares outstanding, diluted 61,350,843 60,619,809 61,163,591 60,276,695 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 conditions were not met. Three Months Ended Nine Months Ended 2017 2016 2017 2016 Stock options 247,102 338,769 359,757 561,348 Restricted stock units — 4,066 82,520 60,293 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity | 5. Stockholders’ Equity The following table presents the activity included in stockholders’ equity during the nine months ended June 30, 2017 (in thousands, except share amounts): Additional Accumulated Total Common Stock Retained Shares Amount Balance at September 30, 2016 59,890,885 $ 598 $ 694,564 $ 647,322 $ (18,657 ) $ 1,323,827 Issuance of common stock, net of shares withheld for taxes 470,150 5 8,817 — — 8,822 Stock-based compensation — — 11,227 — — 11,227 Other comprehensive income — — — — 1,279 1,279 Net income — — — 55,733 — 55,733 Balance at June 30, 2017 60,361,035 $ 603 $ 714,608 $ 703,055 $ (17,378 ) $ 1,400,888 Common and Preferred Stock The Company is authorized to issue 100 million shares of common stock and 5 million shares of preferred stock. As of June 30, 2017, September 30, 2016, and June 30, 2016 there were 60,361,035, 59,890,885 and 59,707,996 shares of common stock issued and outstanding, respectively, and no preferred stock outstanding as of any period end. Accumulated Other Comprehensive Loss Other comprehensive income (loss) is comprised of certain gains and losses that are excluded from net income under GAAP and instead recorded as a separate element of stockholders’ equity. The Company’s other comprehensive income (loss) consists of foreign currency translation adjustments as well as unrealized gains or losses on the Company’s derivative contracts. The following table summarizes the components of and changes in accumulated other comprehensive loss (in thousands): Foreign Derivative Accumulated Balance as of September 30, 2016 $ (18,269 ) $ (388 ) $ (18,657 ) Other comprehensive income before reclassifications 891 — 891 Reclassifications out of other comprehensive loss — 388 388 Balance as of June 30, 2017 $ (17,378 ) $ — $ (17,378 ) |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
Jun. 30, 2017 | |
Stock-based Compensation | 6. Stock-based Compensation On February 9, 2016, the shareholders of the Company approved the Amended and Restated Beacon Roofing Supply, Inc. 2014 Stock Plan (the “2014 Plan”). The 2014 Plan provides for discretionary awards of stock options, stock awards, restricted stock units, and stock appreciation rights (“SARs”) for up to 5,000,000 shares of common stock to selected employees and non-employee directors. The 2014 Plan mandates that all forfeited, expired, and withheld shares, including those from the predecessor plans, be returned to the 2014 Plan and made available for issuance. As of June 30, 2017, there were 4,087,948 shares of common stock available for issuance. 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 2004 Plan and mandated that all future equity awards will be issued from the 2014 Plan. 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 stock 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. The fair values of the options granted during the nine months ended June 30, 2017 were estimated on the dates of grants using the Black-Scholes option-pricing model with the following weighted-average assumptions: Risk-free interest rate 1.97 % Expected volatility 28.83 % Expected life (in years) 5.30 Dividend yield — The following table summarizes all stock option activity for the period presented (in thousands, except share, per share, and time period amounts): Options Weighted- Weighted-Average Aggregate 1 Balance as of September 30, 2016 2,312,789 $ 25.55 6.3 $ 38,225 Granted 245,818 47.40 Exercised (387,645 ) 21.93 Canceled (29,743 ) 26.81 Balance as of June 30, 2017 2,141,219 $ 28.69 6.3 $ 43,480 Vested and expected to vest after June 30, 2017 2,095,729 $ 28.57 6.2 $ 42,826 Exercisable as of June 30, 2017 1,467,224 $ 24.99 5.2 $ 35,227 1 Aggregate intrinsic value as represents the difference between the closing fair value of the underlying common stock and the exercise price of outstanding, in-the-money options on the date of measurement During the three months ended June 30, 2017 and 2016, the Company recorded stock-based compensation expense related to stock options of $1.1 million and $1.9 million, respectively. During the nine months ended June 30, 2017 and 2016, the Company recorded stock-based compensation expense related to stock options of $3.7 million and $9.6 million, respectively. As of June 30, 2017, there was $5.6 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted-average period of 1.9 years. The following table summarizes additional information on stock options for the period presented (in thousands, except per share amounts): Nine Months Ended 2017 2016 Weighted-average fair value of stock options granted $ 14.21 $ 12.89 Total fair value of stock options vested 5,529 11,943 Total intrinsic value of stock options exercised 9,617 18,388 Restricted Stock Units Restricted stock unit (“RSU”) awards granted to employees are subject to continued employment and generally vest after three years. The Company also grants certain RSU awards to management that contain an additional vesting condition tied directly to a defined performance metric for the Company. The actual number of RSUs that will vest can range from 0% to 150% of the grant, depending upon actual Company performance below or above the target level. The Company estimates performance in relation to the established target when determining the projected number of RSUs that will vest and calculating the compensation cost related to these awards. RSUs granted to non-employee directors are subject to continued service and vest after one year (except under certain conditions). Generally, the common shares underlying the RSUs are not eligible for distribution until the director’s service on the Board has terminated. For non-employee director RSU grants made prior to fiscal year 2014, the share distribution date is six months after the director’s termination of service on the board. RSU grants made in fiscal year 2014 and thereafter have no such holding period requirement. Additionally, beginning in fiscal year 2016 non-employee directors holding common stock and outstanding vested unexercised/unsettled equity awards with a fair value that is greater than or equal to five times the annual cash retainer may elect to have future grants settle simultaneously with vesting. The following table summarizes all restricted stock unit activity for the period presented: RSUs Weighted-Average Balance at September 30, 2016 705,434 $ 34.55 Granted 273,065 47.31 Released (117,689 ) 34.19 Forfeited (77,576 ) 31.15 Balance at June 30, 2017 783,234 $ 38.78 Vested and expected to vest after June 30, 2017 796,109 $ 38.77 During the three months ended June 30, 2017 and 2016, the Company recorded stock-based compensation expense related to restricted stock units of $2.6 million and $1.5 million, respectively. During the nine months ended June 30, 2017 and 2016, the Company recorded stock-based compensation expense related to restricted stock units of $7.7 million and $4.5 million, respectively. As of June 30, 2017, there was $15.4 million of total unrecognized compensation cost related to unvested restricted stock units, which is expected to be recognized over a weighted-average period of 2.0 years. The following table summarizes additional information on RSUs for the period presented (in thousands): Nine Months Ended 2017 2016 Total fair value of RSUs released $ 4,552 $ 743 Total intrinsic value of RSUs released 5,620 403 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets | 7. Goodwill and Intangible Assets Goodwill The following table sets forth the change in the carrying amount of goodwill for the Company during the nine months ended June 30, 2017 and 2016, respectively (in thousands): Balance at September 30, 2015 $ 496,415 Acquisition of RSG 618,630 Other acquisitions 85,881 Translation and other adjustments (720 ) Balance at June 30, 2016 $ 1,200,206 Balance at September 30, 2016 $ 1,197,565 Acquisitions 58,234 Translation and other adjustments 215 Balance at June 30, 2017 $ 1,256,014 The change in the carrying amount of goodwill for the nine months ended June 30, 2017 and 2016 is primarily attributable to the Company’s acquisitions finalized during the respective periods presented (see Note 3). Intangible Assets In connection with transactions finalized during the nine months ended June 30, 2017 and fiscal year 2016, the Company recorded intangible assets of $40.0 million ($38.3 of customer relationships and $1.7 million of amortizable trademarks) and $442.6 million ($375.0 million of customer relationships, $4.3 million of amortizable trademarks, and $63.3 million of indefinite-lived trademarks), respectively. Intangible assets consisted of the following (in thousands, except time period amounts): June 30, September 30, June 30, Weighted- 1 Amortizable intangible assets: Non-compete agreements $ 2,824 $ 3,324 $ 2,824 3.53 Customer relationships 605,326 566,964 562,888 17.80 Trademarks 7,650 5,400 5,000 7.53 Beneficial lease arrangements 960 960 610 10.25 Total amortizable intangible assets 616,760 576,648 571,322 Less: Accumulated amortization (246,848 ) (185,674 ) (167,122 ) Total amortizable intangible assets, net $ 369,912 $ 390,974 $ 404,200 Indefinite lived trademarks 73,050 73,050 73,050 Total intangibles, net $ 442,962 $ 464,024 $ 477,250 1 As of June 30, 2017 For the three month periods ended June 30, 2017 and 2016, we recorded $20.7 million and $17.4 million of amortization expense relating to the above-listed intangible assets, respectively. For the nine month periods ended June 30, 2017 and 2016, we recorded $61.1 million and $49.7 million of amortization expense relating to the above-listed intangible assets, respectively. The intangible asset lives range from 1 to 20 years and have a weighted-average remaining life of 17.6 years as of June 30, 2017. The following table presents the estimated annual amortization expense for these intangible assets (in thousands): Year Ending September 30, 2017 (Jul - Sept) $ 23,235 2018 71,731 2019 58,516 2020 47,313 2021 37,662 Thereafter 131,455 $ 369,912 |
Financing Arrangements
Financing Arrangements | 9 Months Ended |
Jun. 30, 2017 | |
Financing Arrangements | 8. Financing Arrangements In connection with the RSG Acquisition on October 1, 2015, the Company entered into various financing arrangements totaling $1.45 billion. A “Senior Secured Credit Facility” was entered into that is comprised of an asset-based revolving line of credit (“ABL”) of $700.0 million ($350.0 million of which was drawn at closing) and a new $450.0 million term loan (“Term Loan”). The Company also raised an additional $300.0 million through the issuance of senior notes (the “Senior Notes”). The proceeds from the Senior Secured Credit Facility and Senior Notes were used to provide working capital and funds for other general corporate purposes, to 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 to pay fees and expenses associated with the RSG acquisition. The Company incurred financing costs totaling approximately $31.3 million. The following table summarizes all financing arrangements the Company has entered into (in thousands): June 30, September 30, June 30, 2017 2016 2016 Senior Secured Credit Facility Revolving Lines of Credit: U.S. Revolver, expires October 1, 2020 1 $ 437,285 $ 355,087 $ 406,917 Canadian Revolver, expires October 1, 2020 2 12,330 4,574 9,290 Term Loan, matures October 1, 2022 3 434,177 436,380 435,507 Total borrowings under Senior Secured Credit Facility 883,792 796,041 851,714 Less: current portion (4,500 ) (4,500 ) (4,500 ) Total long-term borrowings under Senior Secured Credit Facility $ 879,292 $ 791,541 $ 847,214 Senior Notes Senior Notes, matures October 2023 4 292,008 291,049 290,623 Less: current portion — — — Total long-term borrowings under Senior Notes $ 292,008 $ 291,049 $ 290,623 Equipment Financing Facilities and Other Equipment financing facilities, various maturities through September 2021 5 $ 16,701 $ 20,419 $ 21,641 Capital lease obligations, various maturities through November 2021 6 20,973 25,013 26,184 Total obligations under equipment financing facilities and other 37,674 45,432 47,825 Less: current portion (9,262 ) (10,311 ) (8,105 ) Total long-term obligations under equipment financing facilities and other $ 28,412 $ 35,121 $ 39,720 1 - Effective rates on borrowings are 3.28% as of June 30, 2017; 2.90% as of September 30, 2016; and 2.77% as of June 30, 2016 2 - Effective rates on borrowings are 3.20% as of June 30, 2017, September 30, 2016 and June 30, 2016 3 - Interest rate of 3.50% as of June 30, 2017; 3.50% as of September 30, 2016; 4.00% as of June 30, 2016 4 - Interest rate of 6.38% as of June 30, 2017, September 30, 2016 and June 30, 2016 5 - Fixed interest rates ranging from 2.33% to 3.25% as of June 30, 2017 and September 30, 2016; 2.33% to 4.49% as of June 30, 2016 6 - Fixed interest rates ranging from 2.72% to 10.39% as of June 30, 2017, September 30, 2016, and June 30, 2016 Asset-based Line of Credit (“ABL”) On October 1, 2015, the Company entered into a $700 million ABL with Wells Fargo Bank, N.A. and a syndicate of other lenders. This ABL consists of revolving loans in both the United States (“U.S. Revolver”) in the amount of $670.0 million and Canada (“Canada Revolver”) in the amount of $30.0 million. The ABL has a maturity date of October 1, 2020. The U.S. Revolver has various tranches of borrowings, bearing interest at rates ranging from 2.59% to 4.75%. The effective rate of these borrowings is 3.28% and is paid monthly. As of June 30, 2017, the outstanding balance on the U.S. Revolver and Canada Revolvers, net of debt issuance fees, was $449.6 million. The U.S. Revolver also has outstanding standby letters of credit in the amount of $10.9 million as of June 30, 2017. Current unused commitment fees on the revolving credit facilities are 0.25% per annum. There is one financial covenant under the ABL, which is a Consolidated Fixed Charge Ratio. The Consolidated Fixed Charge Ratio is calculated by dividing consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) by Consolidated Fixed Charges (as defined in the agreement). Per the covenant, the Company’s Consolidated Fixed Charge Ratio must be a minimum of 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 $60.0 million. The ABL is guaranteed jointly and severally and fully and unconditionally by the Company’s active United States subsidiary. Term Loan On October 1, 2015, the Company entered into a $450.0 million Term Loan 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. The interest rate paid is based on a LIBOR rate (with a floor) plus a fixed spread. The Company has the option of selecting a LIBOR period that determines the rate at which interest can accrue on the Term Loan as well as the period in which interest payments are made. On September 16, 2016, the Company refinanced its Term Loan, lowering the LIBOR floor by 25 basis points and lowering the spread by 25 basis points. As a result of the refinancing, the Company wrote off $1.6 million of debt issuance costs in interest expense. As of June 30, 2017, the outstanding balance on the Term Loan, net of debt issuance fees, was $434.2 million. The Term Loan is guaranteed jointly and severally and fully and unconditionally by the Company’s active United States subsidiary. Senior Notes On October 1, 2015, the Company raised $300.0 million by issuing senior notes due 2023 (the “Senior Notes”). The Senior Notes have a coupon rate of 6.38% per annum and are payable semi-annually in arrears beginning April 1, 2016. There are early payment provisions in the Senior Note indenture in which the Company would be subject to “make whole” provisions. Management anticipates repaying the notes at the maturity date of October 1, 2023. As of June 30, 2017 the outstanding balance on the Senior Notes, net of debt issuance fees, was $292.0 million. The Senior Notes are guaranteed jointly and severally and fully and unconditionally by the Company’s active United States subsidiary. Other Information The Senior Secured Credit Facility and the previous credit facility it replaced had certain lenders who participated in both arrangements, therefore 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 expensed $2.2 million of direct issuance costs incurred and will amortize the previously capitalized issuance costs over the term of the Senior Secured Credit Facility. The remainder of the settlement of the Company’s previous financing arrangements was accounted for as debt extinguishment, for which the Company recognized a loss of $0.8 million in the first quarter of fiscal year 2016. Equipment Financing Facilities and Other As of June 30, 2017, the Company had a $16.7 million outstanding under equipment financing facilities, with fixed interest rates ranging from 2.33% to 3.25% and payments due through September 2021. As of June 30, 2017 the Company had $21.0 million of capital lease obligations outstanding. These leases have interest rates ranging from 2.72% to 10.39% with payments due through November 2021. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies | 9. Commitments and Contingencies Operating 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. For the three months ended June 30, 2017 and 2016, rent expense was $15.8 million and $14.5 million, respectively. For the nine months ended June 30, 2017 and 2016, rent expense was $44.7 million and $45.1 million, respectively. Sublet income was immaterial for each of these periods. 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’s practice is to request indemnification for any and all known material liabilities of significance 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 Data
Geographic Data | 9 Months Ended |
Jun. 30, 2017 | |
Geographic Data | 10. Geographic Data The following tables summarize certain geographic information for the periods presented (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Net sales U.S. $ 1,167,647 $ 1,097,555 $ 2,977,108 $ 2,832,573 Canada 46,247 55,171 109,694 120,170 Total net sales $ 1,213,894 $ 1,152,726 $ 3,086,802 $ 2,952,743 June 30, September 30, June 30, 2017 2016 2016 Long-lived assets U.S. $ 515,170 $ 527,680 $ 545,070 Canada 13,204 13,374 13,949 Total long-lived assets $ 528,374 $ 541,054 $ 559,019 |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Jun. 30, 2017 | |
Fair Value Measurement | 11. Fair Value Measurement As of June 30, 2017, 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) as of June 30, 2017, the fair value of the Company’s $300.0 million Senior Notes was $323.6 million. As of June 30, 2017, the fair value of the Company’s Senior Secured Credit Facility approximated the amount outstanding. The Company estimates the fair value of its Senior Secured Credit Facility by discounting the future cash flows of each instrument using estimated market rates of debt instruments with similar maturities and credit profiles (Level 3). |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 9 Months Ended |
Jun. 30, 2017 | |
Supplemental Guarantor Information | 12. Supplemental Guarantor Information All of the Senior Notes issued on October 1, 2015 are guaranteed jointly and severally by all of the United States subsidiaries of the Company (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 the SEC’s Regulation S-X. 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 (Unaudited; In thousands) June 30, 2017 Parent Guarantor Subsidiaries Non- Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 34,583 $ 7,314 $ (8,842 ) $ 33,055 Accounts receivable, net 1,327 640,796 29,994 (1,140 ) 670,977 Inventories, net — 608,367 33,058 — 641,425 Prepaid expenses and other current assets 30,158 185,633 5,686 — 221,477 Total current assets 31,485 1,469,379 76,052 (9,982 ) 1,566,934 Intercompany receivable, net — 1,037,846 — (1,037,846 ) — Investments in consolidated subsidiaries 3,070,328 — — (3,070,328 ) — Deferred income taxes, net 58,230 — — (58,230 ) — Property and equipment, net 6,541 140,126 10,284 — 156,951 Goodwill — 1,226,034 29,980 — 1,256,014 Intangibles, net — 440,042 2,920 — 442,962 Other assets, net 1,242 269 — — 1,511 Total Assets $ 3,167,826 $ 4,313,696 $ 119,236 $ (4,176,386 ) $ 3,424,372 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 23,839 $ 354,696 $ 19,026 $ (9,982 ) $ 387,579 Accrued expenses 18,174 257,387 4,754 — 280,315 Current portions of long-term debt 4,500 9,262 — — 13,762 Total current liabilities 46,513 621,345 23,780 (9,982 ) 681,656 Intercompany payable, net 998,740 — 39,106 (1,037,846 ) — Borrowings under revolving lines of credit, net — 437,285 12,330 — 449,615 Long-term debt, net 721,685 — — — 721,685 Deferred income taxes, net — 199,746 600 (58,230 ) 142,116 Long-term obligations under equipment financing and other, net — 28,365 47 — 28,412 Total liabilities 1,766,938 1,286,741 75,863 (1,106,058 ) 2,023,484 Total stockholders’ equity 1,400,888 3,026,955 43,373 (3,070,328 ) 1,400,888 Total Liabilities and Stockholders’ Equity $ 3,167,826 $ 4,313,696 $ 119,236 $ (4,176,386 ) $ 3,424,372 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets (Unaudited; In thousands) September 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 37,447 $ 2,876 $ (8,937 ) $ 31,386 Accounts receivable, net — 593,395 34,710 (1,140 ) 626,965 Inventories, net — 460,516 20,220 — 480,736 Prepaid expenses and other current assets 3,527 153,681 5,895 — 163,103 Total current assets 3,527 1,245,039 63,701 (10,077 ) 1,302,190 Intercompany receivable, net — 878,931 — (878,931 ) — Investments in consolidated subsidiaries 2,891,677 — — (2,891,677 ) — Deferred income taxes, net 59,567 — — (59,567 ) — Property and equipment, net 4,626 133,897 10,046 — 148,569 Goodwill — 1,167,905 29,660 — 1,197,565 Intangibles, net — 460,696 3,328 — 464,024 Other assets, net 1,242 269 — — 1,511 Total Assets $ 2,960,639 $ 3,886,737 $ 106,735 $ (3,840,252 ) $ 3,113,859 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 26,630 $ 329,895 $ 14,467 $ (10,077 ) $ 360,915 Accrued expenses 42,594 114,016 4,503 — 161,113 Current portions of long-term obligations 4,500 10,311 — — 14,811 Total current liabilities 73,724 454,222 18,970 (10,077 ) 536,839 Intercompany payable, net 840,159 — 38,772 (878,931 ) — Borrowings under revolving lines of credit, net — 355,087 4,574 — 359,661 Long-term debt, net 722,929 — — — 722,929 Deferred income taxes, net — 194,556 493 (59,567 ) 135,482 Long-term obligations under equipment financing and other, net — 35,074 47 — 35,121 Total liabilities 1,636,812 1,038,939 62,856 (948,575 ) 1,790,032 Total stockholders’ equity 1,323,827 2,847,798 43,879 (2,891,677 ) 1,323,827 Total Liabilities and Stockholders’ Equity $ 2,960,639 $ 3,886,737 $ 106,735 $ (3,840,252 ) $ 3,113,859 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets (Unaudited; In thousands) June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 39,168 $ 3,461 $ (6,093 ) $ 36,536 Accounts receivable, net — 608,880 32,361 (1,140 ) 640,101 Inventories, net — 589,976 30,932 — 620,908 Prepaid expenses and other current assets 11,697 196,123 5,562 (8,309 ) 205,073 Total current assets 11,697 1,434,147 72,316 (15,542 ) 1,502,618 Intercompany receivable, net 950,364 — (950,364 ) — Investments in consolidated subsidiaries 2,838,385 — — (2,838,385 ) — Deferred income taxes, net 67,484 — — (67,484 ) — Property and equipment, net 4,266 138,725 10,398 — 153,389 Goodwill — 1,170,087 30,119 — 1,200,206 Intangibles, net — 473,699 3,551 — 477,250 Other assets, net 1,233 197 — — 1,430 Total Assets $ 2,923,065 $ 4,167,219 $ 116,384 $ (3,871,775 ) $ 3,334,893 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 15,964 $ 544,311 $ 10,290 $ (7,233 ) $ 563,332 Accrued expenses — 200,014 13,707 (8,309 ) 205,412 Current portions of long-term obligations 4,500 8,105 — — 12,605 Total current liabilities 20,464 752,430 23,997 (15,542 ) 781,349 Intercompany payable, net 911,321 — 39,043 (950,364 ) — Borrowings under revolving lines of credit — 406,916 9,291 — 416,207 Long-term debt, net 721,630 — — — 721,630 Deferred income taxes, net — 173,344 477 (67,484 ) 106,337 Long-term obligations under equipment financing and other, net — 39,672 48 — 39,720 Total liabilities 1,653,415 1,372,362 72,856 (1,033,390 ) 2,065,243 Total stockholders’ equity 1,269,650 2,794,857 43,528 (2,838,385 ) 1,269,650 Total Liabilities and Stockholders’ Equity $ 2,923,065 $ 4,167,219 $ 116,384 $ (3,871,775 ) $ 3,334,893 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations (Unaudited; In thousands, except share and per share amounts) Three Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 1,167,647 $ 46,247 $ — $ 1,213,894 Cost of products sold — 880,325 35,815 — 916,140 Gross profit — 287,322 10,432 — 297,754 Operating expense 407 204,478 7,998 — 212,883 Intercompany charges (income) (12,549 ) 11,987 562 — — Income from operations 12,142 70,857 1,872 — 84,871 Interest expense, financing costs, and other 9,610 3,586 201 — 13,397 Intercompany interest expense (income) (6,724 ) 6,724 — — — Income before provision for income taxes 9,256 60,547 1,671 — 71,474 Provision for income taxes 3,473 22,883 459 — 26,815 Income before equity in net income of subsidiaries 5,783 37,664 1,212 — 44,659 Equity in net income of subsidiaries 38,876 — — (38,876 ) — Net income $ 44,659 $ 37,664 $ 1,212 $ (38,876 ) $ 44,659 Weighted-average common stock outstanding: Basic 60,311,923 Diluted 61,350,843 Net income per share: Basic $ 0.74 Diluted $ 0.73 Three Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 1,097,554 $ 55,172 $ — $ 1,152,726 Cost of products sold — 828,448 42,203 — 870,651 Gross profit — 269,106 12,969 — 282,075 Operating expenses 5,933 189,343 8,420 — 203,696 Intercompany charges (income) (10,598 ) 9,938 660 — — Income from operations 4,665 69,825 3,889 — 78,379 Interest income, financing costs, and other 9,926 2,511 (211 ) — 12,226 Intercompany interest expense (income) (6,325 ) 5,909 416 — — Income before provision for income taxes 1,064 61,405 3,684 — 66,153 Provision for income taxes 3,667 20,384 976 — 25,027 Income (loss) before equity in net income of subsidiaries (2,603 ) 41,021 2,708 — 41,126 Equity in net income of subsidiaries 43,729 — — (43,729 ) — Net income $ 41,126 $ 41,021 $ 2,708 $ (43,729 ) $ 41,126 Weighted-average common stock outstanding: Basic 59,615,121 Diluted 60,619,809 Net income per share: Basic $ 0.69 Diluted $ 0.68 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations (Unaudited; In thousands, except share and per share amounts) Nine Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 2,977,108 $ 109,694 $ — $ 3,086,802 Cost of products sold — 2,248,454 85,050 — 2,333,504 Gross profit — 728,654 24,644 — 753,298 Operating expense 16,063 584,999 23,464 — 624,526 Intercompany charges (income) (37,057 ) 35,379 1,678 — — Income (loss) from operations 20,994 108,276 (498 ) — 128,772 Interest expense, financing costs, and other 28,947 9,044 1,248 — 39,239 Intercompany interest expense (income) (17,406 ) 17,406 — — — Income (loss) before provision for income taxes 9,453 81,826 (1,746 ) — 89,533 Provision for (benefit from) income taxes 3,063 31,217 (480 ) — 33,800 Income (loss) before equity in net income of subsidiaries 6,390 50,609 (1,266 ) — 55,733 Equity in net income of subsidiaries 49,343 — — (49,343 ) — Net income (loss) $ 55,733 $ 50,609 $ (1,266 ) $ (49,343 ) $ 55,733 Weighted-average common stock outstanding: Basic 60,131,546 Diluted 61,163,591 Net income per share: Basic $ 0.93 Diluted $ 0.91 Nine Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 2,832,819 $ 120,171 $ (247 ) $ 2,952,743 Cost of products sold — 2,149,477 92,486 (247 ) 2,241,716 Gross profit — 683,342 27,685 — 711,027 Operating expenses 65,092 513,755 23,074 — 601,921 Intercompany charges (income) (36,038 ) 33,394 2,644 — — Income (loss) from operations (29,054 ) 136,193 1,967 — 109,106 Interest expense, financing costs, and other 24,563 17,016 (71 ) — 41,508 Intercompany interest expense (income) (15,046 ) 13,858 1,188 — — Income (loss) before provision for income taxes (38,571 ) 105,319 850 — 67,598 Provision for (benefit from) income taxes (17,206 ) 42,054 225 — 25,073 Income (loss) before equity in net income of subsidiaries (21,365 ) 63,265 625 — 42,525 Equity in net income of subsidiaries 63,890 — — (63,890 ) — Net income $ 42,525 $ 63,265 $ 625 $ (63,890 ) $ 42,525 Weighted-average common stock outstanding: Basic 59,293,500 Diluted 60,276,695 Net income per share: Basic $ 0.72 Diluted $ 0.71 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Comprehensive Income (Unaudited; In thousands) Three Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income $ 44,659 $ 37,664 $ 1,212 $ (38,876 ) $ 44,659 Other comprehensive income: Foreign currency translation adjustment 1,730 — 1,730 (1,730 ) 1,730 Total other comprehensive income 1,730 — 1,730 (1,730 ) 1,730 Comprehensive income $ 46,389 $ 37,664 $ 2,942 $ (40,606 ) $ 46,389 Three Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income $ 41,126 $ 41,021 $ 2,708 $ (43,729 ) $ 41,126 Other comprehensive income: Foreign currency translation adjustment 365 — 365 (365 ) 365 Total other comprehensive income 365 — 365 (365 ) 365 Comprehensive income $ 41,491 $ 41,021 $ 3,073 $ (44,094 ) $ 41,491 Nine Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income (loss) $ 55,733 $ 50,609 $ (1,266 ) $ (49,343 ) $ 55,733 Other comprehensive income: Foreign currency translation adjustment 891 — 891 (891 ) 891 Total other comprehensive income 891 — 891 (891 ) 891 Comprehensive income (loss) $ 56,624 $ 50,609 $ (375 ) $ (50,234 ) $ 56,624 Nine Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income $ 42,525 $ 63,265 $ 625 $ (63,890 ) $ 42,525 Other comprehensive income: Foreign currency translation adjustment 2,122 — 2,122 (2,122 ) 2,122 Total other comprehensive income 2,122 — 2,122 (2,122 ) 2,122 Comprehensive income $ 44,647 $ 63,265 $ 2,747 $ (66,012 ) $ 44,647 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows (Unaudited; In thousands) Nine Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ (33,267 ) $ 108,628 $ (2,064 ) $ 855 $ 74,152 Investing Activities Purchases of property and equipment (2,972 ) (27,522 ) (1,388 ) — (31,882 ) Acquisition of businesses (128,533 ) — — — (128,533 ) Proceeds from the sale of assets — 1,828 11 — 1,839 Intercompany activity 159,325 — — (159,325 ) — Net cash provided by (used in) investing activities 27,820 (25,694 ) (1,377 ) (159,325 ) (158,576 ) Financing Activities Borrowings under revolving lines of credit — 1,705,434 16,493 — 1,721,927 Repayments under revolving lines of credit — (1,624,574 ) (8,996 ) — (1,633,570 ) Repayments under term loan (3,375 ) — — — (3,375 ) Borrowings under equipment financing facilities and other — 2,111 — — 2,111 Repayments under equipment financing facilities and other — (9,870 ) — — (9,870 ) Proceeds from issuance of common stock 9,994 — — — 9,994 Taxes paid related to net share settelement of equity awards (1,172 ) — — — (1,172 ) Intercompany activity — (158,899 ) 334 158,565 — Net cash provided by (used in) financing activities 5,447 (85,798 ) 7,831 158,565 86,045 Effect of exchange rate changes on cash and cash equivalents — — 48 — 48 Net increase (decrease) in cash and cash equivalents — (2,864 ) 4,438 95 1,669 Cash and cash equivalents, beginning of period — 37,447 2,876 (8,937 ) 31,386 Cash and cash equivalents, end of period $ — $ 34,583 $ 7,314 $ (8,842 ) $ 33,055 Nine Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ (106,764 ) $ 173,900 $ 9,109 $ (1,886 ) $ 74,359 Investing Activities Purchases of property and equipment (2,338 ) (16,791 ) (2,424 ) — (21,553 ) Acquisition of businesses (1,018,658 ) — — — (1,018,658 ) Proceeds from the sale of assets — 969 — — 969 Intercompany activity 561,413 — — (561,413 ) — Net cash used in investing activities (459,583 ) (15,822 ) (2,424 ) (561,413 ) (1,039,242 ) Financing Activities Borrowings under revolving lines of credit — 1,409,128 — — 1,409,128 Repayments under revolving lines of credit — (994,627 ) (11,449 ) — (1,006,076 ) Borrowings under term loan 450,000 — — — 450,000 Repayments under term loan (189,000 ) — — — (189,000 ) Borrowings under Senior Notes 300,000 — — — 300,000 Repayments under equipment financing facilities and other — (3,847 ) — — (3,847 ) Payment of deferred financing costs (18,890 ) (8,923 ) — — (27,813 ) Proceeds from issuance of common stock 20,213 — — — 20,213 Excess tax benefit from stock-based compensation 4,024 — — — 4,024 Intercompany activity — (563,457 ) 2,045 561,412 — Net cash provided by (used in) financing activities 566,347 (161,726 ) (9,404 ) 561,412 956,629 Effect of exchange rate changes on cash and cash equivalents — — (871 ) — (871 ) Net decrease in cash and cash equivalents — (3,648 ) (3,590 ) (1,887 ) (9,125 ) Cash and cash equivalents, beginning of period — 42,816 7,051 (4,206 ) 45,661 Cash and cash equivalents, end of period $ — $ 39,168 $ 3,461 $ (6,093 ) $ 36,536 |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2017 | |
Basis of Presentation | Basis of Presentation Beacon Roofing Supply, Inc. (the “Company”) prepared the condensed consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the requirements of the Securities and Exchange Commission (“SEC”). As permitted under those rules, certain footnotes or other financial information have been condensed or omitted. The balance sheet as of June 30, 2016 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 and nine-month periods ended June 30, 2017 are not necessarily indicative of the results to be expected for the twelve months ending September 30, 2017 (“fiscal year 2017” or “2017”). The three-month periods ended June 30, 2017 and 2016 each had 64 business days and the nine-month periods ended June 30, 2017 and June 30, 2016 had 189 and 190 business days, respectively. 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 2016 (“2016”) Annual Report on Form 10-K for the year ended September 30, 2016. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in these consolidated financial statements and accompanying notes. Significant items subject to such estimates include inventories, purchase price allocations, recoverability of goodwill and intangibles, and income taxes. Actual amounts could differ from those estimates. |
Recent Issued Accounting Pronouncements | Recent Accounting Pronouncements—Adopted In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, “ Simplifying the Presentation of Debt Issuance Costs In September 2015, the FASB issued ASU 2015-16, “ Simplifying the Accounting for Measurement-Period Adjustments In November 2015, the FASB issued ASU 2015-17, “ Balance Sheet Classification of Deferred Taxes Recent Accounting Pronouncements—Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, “ Revenue from Contracts with Customers In August 2014, the FASB issued ASU No. 2014-15, “ Presentation of Financial Statements—Going Concern: Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In July 2015, the FASB issued ASU 2015-11, “ Inventory: Simplifying the Measurement of Inventory. In February 2016, the FASB issued ASU 2016-02, “ Leases In March 2016, the FASB issued ASU 2016-09, “ Compensation—Stock Compensation: Improvements to Employee Share-Based Payment Accounting.” In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments.” In January 2017, the FASB issued ASU 2017-01, “ Business Combinations: Clarifying the Definition of a Business” In January 2017, the FASB issued ASU 2017-04, “ Simplifying the Accounting for Goodwill Impairment.” In May 2017, the FASB issued ASU 2017-09, “Scope of Modification Accounting.” |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | As of September 30, 2016, the Company had finalized the acquisition accounting entries for the RSG acquisition, detailed as follows (in thousands): Cash $ 16,451 Accounts receivable 177,251 Inventory 179,651 Other current assets 50,000 Property, plant, and equipment 55,159 Other intangible assets 382,600 Goodwill 617,477 Current liabilities (252,190 ) Non-current liabilities (56,949 ) Total purchase price $ 1,169,450 |
Net Income per Share (Tables)
Net Income per Share (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Calculation of Weighted-Average Shares Outstanding | The following table presents the basic and diluted weighted-average shares outstanding for each period presented: Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Weighted-average common shares outstanding, basic 60,311,923 59,615,121 60,131,546 59,293,500 Effect of dilutive securities: Stock options 627,243 696,059 631,086 714,125 Restricted stock units 411,677 308,629 400,959 269,070 Weighted-average common shares outstanding, diluted 61,350,843 60,619,809 61,163,591 60,276,695 |
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 conditions were not met. Three Months Ended Nine Months Ended 2017 2016 2017 2016 Stock options 247,102 338,769 359,757 561,348 Restricted stock units — 4,066 82,520 60,293 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Schedule of Stockholders Equity | The following table presents the activity included in stockholders’ equity during the nine months ended June 30, 2017 (in thousands, except share amounts): Additional Accumulated Total Common Stock Retained Shares Amount Balance at September 30, 2016 59,890,885 $ 598 $ 694,564 $ 647,322 $ (18,657 ) $ 1,323,827 Issuance of common stock, net of shares withheld for taxes 470,150 5 8,817 — — 8,822 Stock-based compensation — — 11,227 — — 11,227 Other comprehensive income — — — — 1,279 1,279 Net income — — — 55,733 — 55,733 Balance at June 30, 2017 60,361,035 $ 603 $ 714,608 $ 703,055 $ (17,378 ) $ 1,400,888 |
Reclassification out of Accumulated Other Comprehensive Income | The following table summarizes the components of and changes in accumulated other comprehensive loss (in thousands): Foreign Derivative Accumulated Balance as of September 30, 2016 $ (18,269 ) $ (388 ) $ (18,657 ) Other comprehensive income before reclassifications 891 — 891 Reclassifications out of other comprehensive loss — 388 388 Balance as of June 30, 2017 $ (17,378 ) $ — $ (17,378 ) |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Fair Values of Options, Black-Scholes Option-Pricing Model, Weighted-Average Assumptions | The fair values of the options granted during the nine months ended June 30, 2017 were estimated on the dates of grants using the Black-Scholes option-pricing model with the following weighted-average assumptions: Risk-free interest rate 1.97 % Expected volatility 28.83 % Expected life (in years) 5.30 Dividend yield — |
Stock Options Outstanding and Activity During the Period | The following table summarizes all stock option activity for the period presented (in thousands, except share, per share, and time period amounts): Options Weighted- Weighted-Average Aggregate 1 Balance as of September 30, 2016 2,312,789 $ 25.55 6.3 $ 38,225 Granted 245,818 47.40 Exercised (387,645 ) 21.93 Canceled (29,743 ) 26.81 Balance as of June 30, 2017 2,141,219 $ 28.69 6.3 $ 43,480 Vested and expected to vest after June 30, 2017 2,095,729 $ 28.57 6.2 $ 42,826 Exercisable as of June 30, 2017 1,467,224 $ 24.99 5.2 $ 35,227 1 Aggregate intrinsic value as represents the difference between the closing fair value of the underlying common stock and the exercise price of outstanding, in-the-money options on the date of measurement |
Stock Option Grants, Vesting, and Exercises | The following table summarizes additional information on stock options for the period presented (in thousands, except per share amounts): Nine Months Ended 2017 2016 Weighted-average fair value of stock options granted $ 14.21 $ 12.89 Total fair value of stock options vested 5,529 11,943 Total intrinsic value of stock options exercised 9,617 18,388 |
Restricted Shares and Units Outstanding and Activity During the Period | The following table summarizes all restricted stock unit activity for the period presented: RSUs Weighted-Average Balance at September 30, 2016 705,434 $ 34.55 Granted 273,065 47.31 Released (117,689 ) 34.19 Forfeited (77,576 ) 31.15 Balance at June 30, 2017 783,234 $ 38.78 Vested and expected to vest after June 30, 2017 796,109 $ 38.77 |
Schedule Of Restricted Stock Units Additional Information | The following table summarizes additional information on RSUs for the period presented (in thousands): Nine Months Ended 2017 2016 Total fair value of RSUs released $ 4,552 $ 743 Total intrinsic value of RSUs released 5,620 403 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Summary of Changes in goodwill | The following table sets forth the change in the carrying amount of goodwill for the Company during the nine months ended June 30, 2017 and 2016, respectively (in thousands): Balance at September 30, 2015 $ 496,415 Acquisition of RSG 618,630 Other acquisitions 85,881 Translation and other adjustments (720 ) Balance at June 30, 2016 $ 1,200,206 Balance at September 30, 2016 $ 1,197,565 Acquisitions 58,234 Translation and other adjustments 215 Balance at June 30, 2017 $ 1,256,014 |
Intangibles and Other Assets, Included in Other Long-term Assets | Intangible assets consisted of the following (in thousands, except time period amounts): June 30, September 30, June 30, Weighted- 1 Amortizable intangible assets: Non-compete agreements $ 2,824 $ 3,324 $ 2,824 3.53 Customer relationships 605,326 566,964 562,888 17.80 Trademarks 7,650 5,400 5,000 7.53 Beneficial lease arrangements 960 960 610 10.25 Total amortizable intangible assets 616,760 576,648 571,322 Less: Accumulated amortization (246,848 ) (185,674 ) (167,122 ) Total amortizable intangible assets, net $ 369,912 $ 390,974 $ 404,200 Indefinite lived trademarks 73,050 73,050 73,050 Total intangibles, net $ 442,962 $ 464,024 $ 477,250 |
Estimated Future Annual Amortization | The following table presents the estimated annual amortization expense for these intangible assets (in thousands): Year Ending September 30, 2017 (Jul - Sept) $ 23,235 2018 71,731 2019 58,516 2020 47,313 2021 37,662 Thereafter 131,455 $ 369,912 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Schedule of Long-term Debt Instruments | The following table summarizes all financing arrangements the Company has entered into (in thousands): June 30, September 30, June 30, 2017 2016 2016 Senior Secured Credit Facility Revolving Lines of Credit: U.S. Revolver, expires October 1, 2020 1 $ 437,285 $ 355,087 $ 406,917 Canadian Revolver, expires October 1, 2020 2 12,330 4,574 9,290 Term Loan, matures October 1, 2022 3 434,177 436,380 435,507 Total borrowings under Senior Secured Credit Facility 883,792 796,041 851,714 Less: current portion (4,500 ) (4,500 ) (4,500 ) Total long-term borrowings under Senior Secured Credit Facility $ 879,292 $ 791,541 $ 847,214 Senior Notes Senior Notes, matures October 2023 4 292,008 291,049 290,623 Less: current portion — — — Total long-term borrowings under Senior Notes $ 292,008 $ 291,049 $ 290,623 Equipment Financing Facilities and Other Equipment financing facilities, various maturities through September 2021 5 $ 16,701 $ 20,419 $ 21,641 Capital lease obligations, various maturities through November 2021 6 20,973 25,013 26,184 Total obligations under equipment financing facilities and other 37,674 45,432 47,825 Less: current portion (9,262 ) (10,311 ) (8,105 ) Total long-term obligations under equipment financing facilities and other $ 28,412 $ 35,121 $ 39,720 1 - Effective rates on borrowings are 3.28% as of June 30, 2017; 2.90% as of September 30, 2016; and 2.77% as of June 30, 2016 2 - Effective rates on borrowings are 3.20% as of June 30, 2017, September 30, 2016 and June 30, 2016 3 - Interest rate of 3.50% as of June 30, 2017; 3.50% as of September 30, 2016; 4.00% as of June 30, 2016 4 - Interest rate of 6.38% as of June 30, 2017, September 30, 2016 and June 30, 2016 5 - Fixed interest rates ranging from 2.33% to 3.25% as of June 30, 2017 and September 30, 2016; 2.33% to 4.49% as of June 30, 2016 6 - Fixed interest rates ranging from 2.72% to 10.39% as of June 30, 2017, September 30, 2016, and June 30, 2016 |
Geographic Data (Tables)
Geographic Data (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Schedule of Geographic Information | The following tables summarize certain geographic information for the periods presented (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2017 2016 2017 2016 Net sales U.S. $ 1,167,647 $ 1,097,555 $ 2,977,108 $ 2,832,573 Canada 46,247 55,171 109,694 120,170 Total net sales $ 1,213,894 $ 1,152,726 $ 3,086,802 $ 2,952,743 June 30, September 30, June 30, 2017 2016 2016 Long-lived assets U.S. $ 515,170 $ 527,680 $ 545,070 Canada 13,204 13,374 13,949 Total long-lived assets $ 528,374 $ 541,054 $ 559,019 |
Supplemental Guarantor Inform28
Supplemental Guarantor Information (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Condensed Consolidated Balance Sheets | BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets (Unaudited; In thousands) June 30, 2017 Parent Guarantor Subsidiaries Non- Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 34,583 $ 7,314 $ (8,842 ) $ 33,055 Accounts receivable, net 1,327 640,796 29,994 (1,140 ) 670,977 Inventories, net — 608,367 33,058 — 641,425 Prepaid expenses and other current assets 30,158 185,633 5,686 — 221,477 Total current assets 31,485 1,469,379 76,052 (9,982 ) 1,566,934 Intercompany receivable, net — 1,037,846 — (1,037,846 ) — Investments in consolidated subsidiaries 3,070,328 — — (3,070,328 ) — Deferred income taxes, net 58,230 — — (58,230 ) — Property and equipment, net 6,541 140,126 10,284 — 156,951 Goodwill — 1,226,034 29,980 — 1,256,014 Intangibles, net — 440,042 2,920 — 442,962 Other assets, net 1,242 269 — — 1,511 Total Assets $ 3,167,826 $ 4,313,696 $ 119,236 $ (4,176,386 ) $ 3,424,372 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 23,839 $ 354,696 $ 19,026 $ (9,982 ) $ 387,579 Accrued expenses 18,174 257,387 4,754 — 280,315 Current portions of long-term debt 4,500 9,262 — — 13,762 Total current liabilities 46,513 621,345 23,780 (9,982 ) 681,656 Intercompany payable, net 998,740 — 39,106 (1,037,846 ) — Borrowings under revolving lines of credit, net — 437,285 12,330 — 449,615 Long-term debt, net 721,685 — — — 721,685 Deferred income taxes, net — 199,746 600 (58,230 ) 142,116 Long-term obligations under equipment financing and other, net — 28,365 47 — 28,412 Total liabilities 1,766,938 1,286,741 75,863 (1,106,058 ) 2,023,484 Total stockholders’ equity 1,400,888 3,026,955 43,373 (3,070,328 ) 1,400,888 Total Liabilities and Stockholders’ Equity $ 3,167,826 $ 4,313,696 $ 119,236 $ (4,176,386 ) $ 3,424,372 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets (Unaudited; In thousands) September 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 37,447 $ 2,876 $ (8,937 ) $ 31,386 Accounts receivable, net — 593,395 34,710 (1,140 ) 626,965 Inventories, net — 460,516 20,220 — 480,736 Prepaid expenses and other current assets 3,527 153,681 5,895 — 163,103 Total current assets 3,527 1,245,039 63,701 (10,077 ) 1,302,190 Intercompany receivable, net — 878,931 — (878,931 ) — Investments in consolidated subsidiaries 2,891,677 — — (2,891,677 ) — Deferred income taxes, net 59,567 — — (59,567 ) — Property and equipment, net 4,626 133,897 10,046 — 148,569 Goodwill — 1,167,905 29,660 — 1,197,565 Intangibles, net — 460,696 3,328 — 464,024 Other assets, net 1,242 269 — — 1,511 Total Assets $ 2,960,639 $ 3,886,737 $ 106,735 $ (3,840,252 ) $ 3,113,859 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 26,630 $ 329,895 $ 14,467 $ (10,077 ) $ 360,915 Accrued expenses 42,594 114,016 4,503 — 161,113 Current portions of long-term obligations 4,500 10,311 — — 14,811 Total current liabilities 73,724 454,222 18,970 (10,077 ) 536,839 Intercompany payable, net 840,159 — 38,772 (878,931 ) — Borrowings under revolving lines of credit, net — 355,087 4,574 — 359,661 Long-term debt, net 722,929 — — — 722,929 Deferred income taxes, net — 194,556 493 (59,567 ) 135,482 Long-term obligations under equipment financing and other, net — 35,074 47 — 35,121 Total liabilities 1,636,812 1,038,939 62,856 (948,575 ) 1,790,032 Total stockholders’ equity 1,323,827 2,847,798 43,879 (2,891,677 ) 1,323,827 Total Liabilities and Stockholders’ Equity $ 2,960,639 $ 3,886,737 $ 106,735 $ (3,840,252 ) $ 3,113,859 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Balance Sheets (Unaudited; In thousands) June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ — $ 39,168 $ 3,461 $ (6,093 ) $ 36,536 Accounts receivable, net — 608,880 32,361 (1,140 ) 640,101 Inventories, net — 589,976 30,932 — 620,908 Prepaid expenses and other current assets 11,697 196,123 5,562 (8,309 ) 205,073 Total current assets 11,697 1,434,147 72,316 (15,542 ) 1,502,618 Intercompany receivable, net 950,364 — (950,364 ) — Investments in consolidated subsidiaries 2,838,385 — — (2,838,385 ) — Deferred income taxes, net 67,484 — — (67,484 ) — Property and equipment, net 4,266 138,725 10,398 — 153,389 Goodwill — 1,170,087 30,119 — 1,200,206 Intangibles, net — 473,699 3,551 — 477,250 Other assets, net 1,233 197 — — 1,430 Total Assets $ 2,923,065 $ 4,167,219 $ 116,384 $ (3,871,775 ) $ 3,334,893 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 15,964 $ 544,311 $ 10,290 $ (7,233 ) $ 563,332 Accrued expenses — 200,014 13,707 (8,309 ) 205,412 Current portions of long-term obligations 4,500 8,105 — — 12,605 Total current liabilities 20,464 752,430 23,997 (15,542 ) 781,349 Intercompany payable, net 911,321 — 39,043 (950,364 ) — Borrowings under revolving lines of credit — 406,916 9,291 — 416,207 Long-term debt, net 721,630 — — — 721,630 Deferred income taxes, net — 173,344 477 (67,484 ) 106,337 Long-term obligations under equipment financing and other, net — 39,672 48 — 39,720 Total liabilities 1,653,415 1,372,362 72,856 (1,033,390 ) 2,065,243 Total stockholders’ equity 1,269,650 2,794,857 43,528 (2,838,385 ) 1,269,650 Total Liabilities and Stockholders’ Equity $ 2,923,065 $ 4,167,219 $ 116,384 $ (3,871,775 ) $ 3,334,893 |
Condensed Consolidated Statements of Operations | BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations (Unaudited; In thousands, except share and per share amounts) Three Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 1,167,647 $ 46,247 $ — $ 1,213,894 Cost of products sold — 880,325 35,815 — 916,140 Gross profit — 287,322 10,432 — 297,754 Operating expense 407 204,478 7,998 — 212,883 Intercompany charges (income) (12,549 ) 11,987 562 — — Income from operations 12,142 70,857 1,872 — 84,871 Interest expense, financing costs, and other 9,610 3,586 201 — 13,397 Intercompany interest expense (income) (6,724 ) 6,724 — — — Income before provision for income taxes 9,256 60,547 1,671 — 71,474 Provision for income taxes 3,473 22,883 459 — 26,815 Income before equity in net income of subsidiaries 5,783 37,664 1,212 — 44,659 Equity in net income of subsidiaries 38,876 — — (38,876 ) — Net income $ 44,659 $ 37,664 $ 1,212 $ (38,876 ) $ 44,659 Weighted-average common stock outstanding: Basic 60,311,923 Diluted 61,350,843 Net income per share: Basic $ 0.74 Diluted $ 0.73 Three Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 1,097,554 $ 55,172 $ — $ 1,152,726 Cost of products sold — 828,448 42,203 — 870,651 Gross profit — 269,106 12,969 — 282,075 Operating expenses 5,933 189,343 8,420 — 203,696 Intercompany charges (income) (10,598 ) 9,938 660 — — Income from operations 4,665 69,825 3,889 — 78,379 Interest income, financing costs, and other 9,926 2,511 (211 ) — 12,226 Intercompany interest expense (income) (6,325 ) 5,909 416 — — Income before provision for income taxes 1,064 61,405 3,684 — 66,153 Provision for income taxes 3,667 20,384 976 — 25,027 Income (loss) before equity in net income of subsidiaries (2,603 ) 41,021 2,708 — 41,126 Equity in net income of subsidiaries 43,729 — — (43,729 ) — Net income $ 41,126 $ 41,021 $ 2,708 $ (43,729 ) $ 41,126 Weighted-average common stock outstanding: Basic 59,615,121 Diluted 60,619,809 Net income per share: Basic $ 0.69 Diluted $ 0.68 BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Operations (Unaudited; In thousands, except share and per share amounts) Nine Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 2,977,108 $ 109,694 $ — $ 3,086,802 Cost of products sold — 2,248,454 85,050 — 2,333,504 Gross profit — 728,654 24,644 — 753,298 Operating expense 16,063 584,999 23,464 — 624,526 Intercompany charges (income) (37,057 ) 35,379 1,678 — — Income (loss) from operations 20,994 108,276 (498 ) — 128,772 Interest expense, financing costs, and other 28,947 9,044 1,248 — 39,239 Intercompany interest expense (income) (17,406 ) 17,406 — — — Income (loss) before provision for income taxes 9,453 81,826 (1,746 ) — 89,533 Provision for (benefit from) income taxes 3,063 31,217 (480 ) — 33,800 Income (loss) before equity in net income of subsidiaries 6,390 50,609 (1,266 ) — 55,733 Equity in net income of subsidiaries 49,343 — — (49,343 ) — Net income (loss) $ 55,733 $ 50,609 $ (1,266 ) $ (49,343 ) $ 55,733 Weighted-average common stock outstanding: Basic 60,131,546 Diluted 61,163,591 Net income per share: Basic $ 0.93 Diluted $ 0.91 Nine Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net sales $ — $ 2,832,819 $ 120,171 $ (247 ) $ 2,952,743 Cost of products sold — 2,149,477 92,486 (247 ) 2,241,716 Gross profit — 683,342 27,685 — 711,027 Operating expenses 65,092 513,755 23,074 — 601,921 Intercompany charges (income) (36,038 ) 33,394 2,644 — — Income (loss) from operations (29,054 ) 136,193 1,967 — 109,106 Interest expense, financing costs, and other 24,563 17,016 (71 ) — 41,508 Intercompany interest expense (income) (15,046 ) 13,858 1,188 — — Income (loss) before provision for income taxes (38,571 ) 105,319 850 — 67,598 Provision for (benefit from) income taxes (17,206 ) 42,054 225 — 25,073 Income (loss) before equity in net income of subsidiaries (21,365 ) 63,265 625 — 42,525 Equity in net income of subsidiaries 63,890 — — (63,890 ) — Net income $ 42,525 $ 63,265 $ 625 $ (63,890 ) $ 42,525 Weighted-average common stock outstanding: Basic 59,293,500 Diluted 60,276,695 Net income per share: Basic $ 0.72 Diluted $ 0.71 |
Condensed Consolidated Statements of Comprehensive Income | BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Comprehensive Income (Unaudited; In thousands) Three Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income $ 44,659 $ 37,664 $ 1,212 $ (38,876 ) $ 44,659 Other comprehensive income: Foreign currency translation adjustment 1,730 — 1,730 (1,730 ) 1,730 Total other comprehensive income 1,730 — 1,730 (1,730 ) 1,730 Comprehensive income $ 46,389 $ 37,664 $ 2,942 $ (40,606 ) $ 46,389 Three Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income $ 41,126 $ 41,021 $ 2,708 $ (43,729 ) $ 41,126 Other comprehensive income: Foreign currency translation adjustment 365 — 365 (365 ) 365 Total other comprehensive income 365 — 365 (365 ) 365 Comprehensive income $ 41,491 $ 41,021 $ 3,073 $ (44,094 ) $ 41,491 Nine Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income (loss) $ 55,733 $ 50,609 $ (1,266 ) $ (49,343 ) $ 55,733 Other comprehensive income: Foreign currency translation adjustment 891 — 891 (891 ) 891 Total other comprehensive income 891 — 891 (891 ) 891 Comprehensive income (loss) $ 56,624 $ 50,609 $ (375 ) $ (50,234 ) $ 56,624 Nine Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net income $ 42,525 $ 63,265 $ 625 $ (63,890 ) $ 42,525 Other comprehensive income: Foreign currency translation adjustment 2,122 — 2,122 (2,122 ) 2,122 Total other comprehensive income 2,122 — 2,122 (2,122 ) 2,122 Comprehensive income $ 44,647 $ 63,265 $ 2,747 $ (66,012 ) $ 44,647 |
Condensed Consolidated Statements of Cash Flows | BEACON ROOFING SUPPLY, INC. Condensed Consolidating Statements of Cash Flows (Unaudited; In thousands) Nine Months Ended June 30, 2017 Parent Guarantor Non-Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ (33,267 ) $ 108,628 $ (2,064 ) $ 855 $ 74,152 Investing Activities Purchases of property and equipment (2,972 ) (27,522 ) (1,388 ) — (31,882 ) Acquisition of businesses (128,533 ) — — — (128,533 ) Proceeds from the sale of assets — 1,828 11 — 1,839 Intercompany activity 159,325 — — (159,325 ) — Net cash provided by (used in) investing activities 27,820 (25,694 ) (1,377 ) (159,325 ) (158,576 ) Financing Activities Borrowings under revolving lines of credit — 1,705,434 16,493 — 1,721,927 Repayments under revolving lines of credit — (1,624,574 ) (8,996 ) — (1,633,570 ) Repayments under term loan (3,375 ) — — — (3,375 ) Borrowings under equipment financing facilities and other — 2,111 — — 2,111 Repayments under equipment financing facilities and other — (9,870 ) — — (9,870 ) Proceeds from issuance of common stock 9,994 — — — 9,994 Taxes paid related to net share settelement of equity awards (1,172 ) — — — (1,172 ) Intercompany activity — (158,899 ) 334 158,565 — Net cash provided by (used in) financing activities 5,447 (85,798 ) 7,831 158,565 86,045 Effect of exchange rate changes on cash and cash equivalents — — 48 — 48 Net increase (decrease) in cash and cash equivalents — (2,864 ) 4,438 95 1,669 Cash and cash equivalents, beginning of period — 37,447 2,876 (8,937 ) 31,386 Cash and cash equivalents, end of period $ — $ 34,583 $ 7,314 $ (8,842 ) $ 33,055 Nine Months Ended June 30, 2016 Parent Guarantor Non-Guarantor Eliminations Consolidated Net cash provided by (used in) operating activities $ (106,764 ) $ 173,900 $ 9,109 $ (1,886 ) $ 74,359 Investing Activities Purchases of property and equipment (2,338 ) (16,791 ) (2,424 ) — (21,553 ) Acquisition of businesses (1,018,658 ) — — — (1,018,658 ) Proceeds from the sale of assets — 969 — — 969 Intercompany activity 561,413 — — (561,413 ) — Net cash used in investing activities (459,583 ) (15,822 ) (2,424 ) (561,413 ) (1,039,242 ) Financing Activities Borrowings under revolving lines of credit — 1,409,128 — — 1,409,128 Repayments under revolving lines of credit — (994,627 ) (11,449 ) — (1,006,076 ) Borrowings under term loan 450,000 — — — 450,000 Repayments under term loan (189,000 ) — — — (189,000 ) Borrowings under Senior Notes 300,000 — — — 300,000 Repayments under equipment financing facilities and other — (3,847 ) — — (3,847 ) Payment of deferred financing costs (18,890 ) (8,923 ) — — (27,813 ) Proceeds from issuance of common stock 20,213 — — — 20,213 Excess tax benefit from stock-based compensation 4,024 — — — 4,024 Intercompany activity — (563,457 ) 2,045 561,412 — Net cash provided by (used in) financing activities 566,347 (161,726 ) (9,404 ) 561,412 956,629 Effect of exchange rate changes on cash and cash equivalents — — (871 ) — (871 ) Net decrease in cash and cash equivalents — (3,648 ) (3,590 ) (1,887 ) (9,125 ) Cash and cash equivalents, beginning of period — 42,816 7,051 (4,206 ) 45,661 Cash and cash equivalents, end of period $ — $ 39,168 $ 3,461 $ (6,093 ) $ 36,536 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Significant Accounting Policies [Line Items] | ||||
Debt related commitment fees and debt issuance costs | $ 21,700 | $ 28,100 | $ 25,200 | |
Deferred Tax Assets, Net, Noncurrent | $ 0 | $ 0 | $ 0 | $ 31,900 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | May 01, 2017USD ($)Location | Mar. 01, 2017USD ($)Location | Jan. 09, 2017USD ($)Location | Jan. 03, 2017USD ($)Location | Dec. 16, 2016USD ($)Location | Jun. 01, 2016USD ($)Location | May 02, 2016USD ($)Location | Apr. 01, 2016USD ($)Location | Dec. 29, 2015USD ($)Location | Dec. 18, 2015USD ($)LocationState | Dec. 01, 2015USD ($)Location | Oct. 01, 2015USD ($)Locationshares | Jun. 30, 2017USD ($)BranchBusiness | Sep. 30, 2016USD ($)BranchBusiness | Jun. 30, 2016USD ($) | Sep. 30, 2015USD ($) |
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Branch | 23 | 42 | ||||||||||||||
Business Combination Good will Tax Deductible Portion | $ 86,100 | |||||||||||||||
Business Combination, Acquired Receivables, Fair Value | $ 177,300 | |||||||||||||||
Business Combination, Acquired Receivables, Gross Contractual Amount | $ 185,900 | |||||||||||||||
Number Of Business Locations Acquired | Business | 5 | 7 | ||||||||||||||
Business Acquisitions Purchase Price Allocation Goodwill Amount | $ 1,256,014 | $ 1,197,565 | $ 1,200,206 | $ 496,415 | ||||||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 59,800 | |||||||||||||||
Roofing Supply Groups | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||||
Number Of Business Locations Acquired | Location | 85 | |||||||||||||||
Number Of States Business Location Acquired | Location | 25 | |||||||||||||||
Business Combination, Consideration Transferred, Total | $ 1,170,000 | |||||||||||||||
Payments to Acquire Businesses, Gross | 288,200 | |||||||||||||||
Business Combination, Consideration Transferred, Other | 306,800 | |||||||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 574,400 | |||||||||||||||
Options to purchase common stock | shares | 661,349 | |||||||||||||||
Business Acquisitions Purchase Price Allocation Goodwill Amount | 617,477 | |||||||||||||||
Business Acquisitions Purchase Price Allocation Intangible Assets Other Than Goodwill | 382,600 | |||||||||||||||
BJ Supply Company | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 1 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 4,000 | |||||||||||||||
American Building and Roofing, Inc | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 7 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 36,000 | |||||||||||||||
Eco Insulation Supply [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 1 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 8,000 | |||||||||||||||
Acme Building Materials Inc | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 3 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 13,000 | |||||||||||||||
Lowry's Inc. | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 11 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 76,000 | |||||||||||||||
RCI Roofing Supply [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 5 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 23,000 | |||||||||||||||
Roofing and Insulation Supply | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||||
Number Of Business Locations Acquired | Location | 20 | |||||||||||||||
Number Of States Business Location Acquired | State | 13 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 70,000 | |||||||||||||||
Statewide Wholesale | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 1 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 15,000 | |||||||||||||||
Atlantic Building Product [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 2 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 5,000 | |||||||||||||||
Lyf-Tym Building Product | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 6 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 20,000 | |||||||||||||||
Fox Brothers [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Number Of Business Locations Acquired | Location | 4 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 35,000 | |||||||||||||||
Woodfeathers Inc [Member] | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||||||||
Number Of Business Locations Acquired | Location | 4 | |||||||||||||||
Business Acquisition, sales reported by acquired entity for last annual period | $ 30,000 | |||||||||||||||
Series of Individually Immaterial Business Acquisitions | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Business Acquisitions Purchase Price Allocation Goodwill Amount | 58,200 | 84,800 | ||||||||||||||
Business Acquisitions Purchase Price Allocation Intangible Assets Other Than Goodwill | $ 40,000 | $ 60,800 |
Acquisitions - Schedule of Reco
Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 |
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Goodwill | $ 1,256,014 | $ 1,197,565 | $ 1,200,206 | $ 496,415 |
Roofing Supply Groups | ||||
Business Combination, Separately Recognized Transactions [Line Items] | ||||
Cash | 16,451 | |||
Accounts receivable | 177,251 | |||
Inventory | 179,651 | |||
Other current assets | 50,000 | |||
Property, plant, and equipment | 55,159 | |||
Other intangible assets | 382,600 | |||
Goodwill | 617,477 | |||
Current liabilities | (252,190) | |||
Non-current liabilities | (56,949) | |||
Total purchase price | $ 1,169,450 |
Net Income per Share - Calculat
Net Income per Share - Calculation of Weighted-Average Shares Outstanding (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Weighted Average Number of Shares Outstanding [Line Items] | ||||
Weighted-average common shares outstanding, basic | 60,311,923 | 59,615,121 | 60,131,546 | 59,293,500 |
Effect of dilutive securities: | ||||
Weighted-average common shares outstanding, diluted | 61,350,843 | 60,619,809 | 61,163,591 | 60,276,695 |
Stock Options [Member] | ||||
Effect of dilutive securities: | ||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 627,243 | 696,059 | 631,086 | 714,125 |
Restricted Stock [Member] | ||||
Effect of dilutive securities: | ||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 411,677 | 308,629 | 400,959 | 269,070 |
Net Income per Share - Schedule
Net Income per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 247,102 | 338,769 | 359,757 | 561,348 |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 4,066 | 82,520 | 60,293 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stockholders Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Class of Stock [Line Items] | ||||
Beginning Balance | $ 1,323,827 | |||
Beginning Balance(in shares) | 59,890,885 | |||
Issuance of common stock, net of shares withheld for taxes | $ 8,822 | |||
Stock-based compensation | 11,227 | |||
Other comprehensive income | 1,279 | |||
Net income | $ 44,659 | $ 41,126 | 55,733 | $ 42,525 |
Ending balance | $ 1,400,888 | $ 1,269,650 | $ 1,400,888 | $ 1,269,650 |
Ending Balance(in shares) | 60,361,035 | 59,707,996 | 60,361,035 | 59,707,996 |
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Beginning Balance | $ 598 | |||
Beginning Balance(in shares) | 59,890,885 | |||
Issuance of common stock, net of shares withheld for taxes | $ 5 | |||
Issuance of common stock, net of shares withheld for taxes (in shares) | 470,150 | |||
Ending balance | $ 603 | $ 603 | ||
Ending Balance(in shares) | 60,361,035 | 60,361,035 | ||
Additional Paid-in Capital [Member] | ||||
Class of Stock [Line Items] | ||||
Beginning Balance | $ 694,564 | |||
Issuance of common stock, net of shares withheld for taxes | 8,817 | |||
Stock-based compensation | 11,227 | |||
Ending balance | $ 714,608 | 714,608 | ||
Retained Earnings [Member] | ||||
Class of Stock [Line Items] | ||||
Beginning Balance | 647,322 | |||
Net income | 55,733 | |||
Ending balance | 703,055 | 703,055 | ||
Accumulated Other Comprehensive Loss [Member] | ||||
Class of Stock [Line Items] | ||||
Beginning Balance | (18,657) | |||
Other comprehensive income | 1,279 | |||
Ending balance | $ (17,378) | $ (17,378) |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - shares | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 |
Class of Stock [Line Items] | |||
Common stock (voting), shares authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Undesignated Preferred Stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 |
Common Stock (Voting), issued | 60,361,035 | 59,890,885 | 59,707,996 |
Common Stock, Shares, outstanding | 60,361,035 | 59,890,885 | 59,707,996 |
Undesignated Preferred Stock, outstanding | 0 | 0 | 0 |
Stockholders' Equity - Reclassi
Stockholders' Equity - Reclassification out of Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | $ 1,323,827 | |||
Other comprehensive income before reclassifications | $ 1,730 | $ 365 | 891 | $ 2,122 |
Reclassifications out of other comprehensive loss | 388 | |||
Ending balance | 1,400,888 | $ 1,269,650 | 1,400,888 | $ 1,269,650 |
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (18,269) | |||
Other comprehensive income before reclassifications | 891 | |||
Ending balance | (17,378) | (17,378) | ||
Derivative Financial Instruments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (388) | |||
Reclassifications out of other comprehensive loss | 388 | |||
Accumulated Other Comprehensive Loss [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (18,657) | |||
Ending balance | $ (17,378) | $ (17,378) |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Feb. 09, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation number of shares authorized | 5,000,000 | ||||
Stock-based compensation number of shares available for awards | 4,087,948 | 4,087,948 | |||
Restricted Stock Awards [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of shares that will vest | 100.00% | ||||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Non Qualified Options Expire | 10 years | ||||
Allocated Share-based Compensation Expense | $ 1.1 | $ 1.9 | $ 3.7 | $ 9.6 | |
Total unrecognized compensation cost related to unvested stock | 5.6 | $ 5.6 | |||
Total unrecognized compensation cost related to unvested stock, expected weighted-average period of recognition | 1 year 10 months 25 days | ||||
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated Share-based Compensation Expense | 2.6 | $ 1.5 | $ 7.7 | $ 4.5 | |
Total unrecognized compensation cost related to unvested stock | $ 15.4 | $ 15.4 | |||
Total unrecognized compensation cost related to unvested stock, expected weighted-average period of recognition | 2 years | ||||
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of shares that will vest | 0.00% | ||||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of shares that will vest | 150.00% |
Stock-based Compensation - Fair
Stock-based Compensation - Fair Values of Options, Black-Scholes Option-Pricing Model, Weighted-Average Assumptions (Detail) | 9 Months Ended |
Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free interest rate | 1.97% |
Expected volatility | 28.83% |
Expected life (in years) | 5 years 3 months 19 days |
Dividend yield | 0.00% |
Stock-based compensation - Stoc
Stock-based compensation - Stock Options Outstanding and Activity During the Period (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Sep. 30, 2016 | |
Options Outstanding | ||
Balance as of September 30, 2016 | 2,312,789 | |
Granted | 245,818 | |
Exercised | (387,645) | |
Canceled | (29,743) | |
Balance as of June 30, 2017 | 2,141,219 | 2,312,789 |
Vested and expected to vest after June 30, 2017 | 2,095,729 | |
Exercisable as of June 30, 2017 | 1,467,224 | |
Weighted-Average Exercise Price | ||
Beginning Balance | $ 25.55 | |
Granted | 47.40 | |
Exercised | 21.93 | |
Canceled | 26.81 | |
Ending Balance | 28.69 | $ 25.55 |
Vested and expected to vest after June 30, 2017 | 28.57 | |
Exercisable as of June 30, 2017 | $ 24.99 | |
Weighted-Average Remaining Contractual Life | ||
Balance | 6 years 3 months 19 days | 6 years 3 months 19 days |
Vested and expected to vest after June 30, 2017 | 6 years 2 months 12 days | |
Exercisable as of June 30, 2017 | 5 years 2 months 12 days | |
Aggregate Intrinsic Value | ||
Balance | $ 43,480 | $ 38,225 |
Vested and expected to vest after June 30, 2017 | 42,826 | |
Exercisable as of June 30, 2017 | $ 35,227 |
Stock-based compensation - St40
Stock-based compensation - Stock Option Grants, Vesting, and Exercises (Detail) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average fair value of stock options granted | $ 14.21 | $ 12.89 |
Total fair value of stock options vested | $ 5,529 | $ 11,943 |
Total intrinsic value of stock options exercised | $ 9,617 | $ 18,388 |
Stock-based Compensation - Rest
Stock-based Compensation - Restricted Shares and Units Outstanding and Activity During the Period (Detail) - Restricted Stock Units (RSUs) [Member] | 9 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Outstanding | |
Balance at September 30, 2016 | shares | 705,434 |
Granted | shares | 273,065 |
Released | shares | (117,689) |
Forfeited | shares | (77,576) |
Balance at June 30, 2017 | shares | 783,234 |
Vested and expected to vest after June 30, 2017 | shares | 796,109 |
Weighted - Average Grant Date Fair Value | |
Balance at September 30, 2016 | $ / shares | $ 34.55 |
Granted | $ / shares | 47.31 |
Released | $ / shares | 34.19 |
Forfeited | $ / shares | 31.15 |
Balance at June 30, 2017 | $ / shares | 38.78 |
Vested and expected to vest after June 30, 2017 | $ / shares | $ 38.77 |
Stock-based Compensation - Sche
Stock-based Compensation - Schedule Of Restricted Stock Units Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total fair value of RSUs released | $ 4,552 | $ 743 |
Total intrinsic value of RSUs released | $ 5,620 | $ 403 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets - Summary of Changes in goodwill (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Goodwill [Line Items] | ||
Beginning balance | $ 1,197,565 | $ 496,415 |
Acquisition | 58,234 | |
Translation and other adjustments | 215 | (720) |
Ending balance | 1,256,014 | 1,200,206 |
Roofing Supply Groups | ||
Goodwill [Line Items] | ||
Beginning balance | $ 617,477 | |
Acquisition | 618,630 | |
All Other Acquisitions [Member] | ||
Goodwill [Line Items] | ||
Acquisition | $ 85,881 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Additional Information (Details) (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 | |
Goodwill And Intangible Assets [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 40 | ||||
Intangible Assets Acquired | $ 442.6 | ||||
Amortization of Intangible Assets | $ 20.7 | $ 17.4 | $ 61.1 | $ 49.7 | |
Trademarks [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Indefinite-lived Intangible Assets Acquired | 63.3 | ||||
Minimum [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 1 year | ||||
Maximum [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 20 years | ||||
Weighted Average [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 17 years 7 months 6 days | ||||
Customer Relationships [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 38.3 | 375 | |||
Customer Relationships [Member] | Weighted Average [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 17 years 9 months 18 days | ||||
Trade Names [Member] | |||||
Goodwill And Intangible Assets [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 1.7 | $ 4.3 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets - Intangibles and Other Assets, Included in Other Long-term Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | ||
Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortizable intangible assets: | $ 616,760 | $ 576,648 | $ 571,322 |
Less: Accumulated amortization | (246,848) | (185,674) | (167,122) |
Total amortizable intangible assets, net | 369,912 | 390,974 | 404,200 |
Indefinite lived trademarks | 73,050 | 73,050 | 73,050 |
Total intangibles, net | $ 442,962 | 464,024 | 477,250 |
Weighted Average [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 17 years 7 months 6 days | ||
Noncompete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortizable intangible assets: | $ 2,824 | 3,324 | 2,824 |
Noncompete Agreements [Member] | Weighted Average [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 3 years 6 months 10 days | ||
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortizable intangible assets: | $ 605,326 | 566,964 | 562,888 |
Customer Relationships [Member] | Weighted Average [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 17 years 9 months 18 days | ||
Trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortizable intangible assets: | $ 7,650 | 5,400 | 5,000 |
Trademarks [Member] | Weighted Average [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 7 years 6 months 10 days | ||
Beneficial Lease Arrangements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortizable intangible assets: | $ 960 | $ 960 | $ 610 |
Beneficial Lease Arrangements [Member] | Weighted Average [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Asset, Useful Life | 10 years 2 months 30 days |
Goodwill and Intangible Asset46
Goodwill and Intangible Assets - Estimated Future Annual Amortization (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 |
Finite-Lived Intangible Assets [Line Items] | |||
2017 (Jul - Sept) | $ 23,235 | ||
2,018 | 71,731 | ||
2,019 | 58,516 | ||
2,020 | 47,313 | ||
2,021 | 37,662 | ||
Thereafter | 131,455 | ||
Total amortizable intangible assets, net | $ 369,912 | $ 390,974 | $ 404,200 |
Financing Arrangements - Additi
Financing Arrangements - Additional Information (Detail) - USD ($) | Oct. 01, 2015 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 | Oct. 02, 2015 | |
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,450,000,000 | |||||
Borrowings under Senior Notes | $ 0 | $ 300,000,000 | ||||
Payments of Financing Costs, Total | $ 0 | 27,813,000 | ||||
Maximum percentage of borrowing availability to in effect covenant applicability | 10.00% | |||||
Amortization of Debt Issuance Costs | $ 1,600,000 | |||||
LIBOR floor rate | 0.25% | |||||
LIBOR spread rate | 0.25% | |||||
Debt related commitment fees and debt issuance costs | $ 21,700,000 | $ 28,100,000 | $ 25,200,000 | |||
Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Line of Credit | $ 450,000,000 | |||||
Debt Instrument, Maturity Date | Oct. 1, 2022 | |||||
Debt Instrument, Periodic Payment | $ 1,100,000 | |||||
Debt Instrument, Frequency of Periodic Payment | quarterly | |||||
Debt Instrument, Description Of Change In Interest Rate | lowering the LIBOR floor by 25 basis points and lowering the spread by 25 basis points | |||||
Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Borrowings under Senior Notes | $ 300,000,000 | |||||
Debt Instrument, Maturity Date | Oct. 1, 2023 | Oct. 1, 2023 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 6.38% | 6.38% | 6.38% | 6.38% | ||
Senior Notes, matures October 2023 | [1] | $ 292,008,000 | $ 290,623,000 | $ 291,049,000 | ||
Equipment Financing Facilities | ||||||
Debt Instrument [Line Items] | ||||||
Equipment financing facilities, various maturities through September 2021 | $ 16,701,000 | |||||
Capital Lease Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Maturity Date | Nov. 1, 2021 | |||||
Capital lease obligations, various maturities through November 2021 | [2] | $ 20,973,000 | $ 26,184,000 | $ 25,013,000 | ||
Minimum [Member] | Equipment Financing Facilities and Other [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of Fixed Interest Rate of Equipment Financing Facilities | 2.33% | |||||
Minimum [Member] | Capital Lease Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Capital Leases of Lessor, Contingent Rentals, Basis Spread on Variable Rate | 2.72% | 2.72% | 2.72% | |||
Maximum [Member] | Equipment Financing Facilities and Other [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percentage of Fixed Interest Rate of Equipment Financing Facilities | 3.25% | |||||
Maximum [Member] | Capital Lease Obligations [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Capital Leases of Lessor, Contingent Rentals, Basis Spread on Variable Rate | 10.39% | 10.39% | 10.39% | |||
Senior Secured Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 700,000,000 | |||||
Proceeds from Lines of Credit | $ 350,000,000 | |||||
Long-term Line of Credit | $ 883,792,000 | $ 851,714,000 | $ 796,041,000 | |||
Debt Instrument, Covenant Description | The covenant is only applicable when the borrowing availability is less than 10% of the maximum loan cap or $60.0 million. | |||||
Number of financial covenants | 1 | |||||
Fixed charge coverage ratio | 100.00% | |||||
Maximum borrowing availability for covenant applicability | $ 60,000,000 | |||||
Senior Secured Credit Facility | U.S. [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Line of Credit | [3] | 437,285,000 | 406,917,000 | 355,087,000 | ||
Senior Secured Credit Facility | Canada [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Line of Credit | [4] | 12,330,000 | 9,290,000 | $ 4,574,000 | ||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Line of Credit | $ 449,600,000 | |||||
Debt Instrument, Maturity Date | Oct. 1, 2020 | |||||
Line of Credit Facility, Interest Rate at Period End | 3.28% | |||||
Line of credit facility, unused fees | 0.25% | |||||
Revolving Credit Facility [Member] | U.S. [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Line of Credit | $ 670,000,000 | |||||
Standby letters of credit outstanding | $ 10,900,000 | |||||
Revolving Credit Facility [Member] | Canada [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Line of Credit | $ 30,000,000 | |||||
Revolving Credit Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.59% | |||||
Revolving Credit Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.75% | |||||
Senior Secured Credit Facility | Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Line of Credit | $ 434,177,000 | |||||
New Senior Credit Facilities [Member] | Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt related commitment fees and debt issuance costs | 2,200,000 | |||||
Gains (Losses) on Extinguishment of Debt | $ 800,000 | |||||
Roofing Supply Group [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Payments of Financing Costs, Total | $ 31,300,000 | |||||
[1] | Interest rate of 6.38% as of June 30, 2017, September 30, 2016 and June 30, 2016 | |||||
[2] | Fixed interest rates ranging from 2.72% to 10.39% as of June 30, 2017, September 30, 2016, and June 30, 2016 | |||||
[3] | Effective rates on borrowings are 3.28% as of June 30, 2017; 2.90% as of September 30, 2016; and 2.77% as of June 30, 2016 | |||||
[4] | Effective rates on borrowings are 3.20% as of June 30, 2017, September 30, 2016 and June 30, 2016 |
Financing Arrangements - Long-t
Financing Arrangements - Long-term Debt Instruments (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | |
Debt Instrument [Line Items] | ||||
Total long-term borrowings under Senior Secured Credit Facility | $ 449,615 | $ 359,661 | $ 416,207 | |
Total long-term obligations under equipment financing facilities and other | 28,412 | 35,121 | 39,720 | |
Equipment Financing Facilities | ||||
Debt Instrument [Line Items] | ||||
Equipment financing facilities, various maturities through September 2021 | [1] | 16,701 | 20,419 | 21,641 |
Equipment Financing Facilities and Other [Member] | ||||
Debt Instrument [Line Items] | ||||
Total obligations under equipment financing facilities other | 37,674 | 45,432 | 47,825 | |
Less: current portion | (9,262) | (10,311) | (8,105) | |
Total long-term obligations under equipment financing facilities and other | 28,412 | 35,121 | 39,720 | |
Capital Lease Obligations [Member] | ||||
Debt Instrument [Line Items] | ||||
Capital lease obligations, various maturities through November 2021 | [2] | 20,973 | 25,013 | 26,184 |
Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes, matures October 2023 | [3] | 292,008 | 291,049 | 290,623 |
Less: current portion | 0 | 0 | 0 | |
Total long-term borrowings under Senior Notes | 292,008 | 291,049 | 290,623 | |
Senior Secured Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Total borrowings under Senior Secured Credit Facility | 883,792 | 796,041 | 851,714 | |
Less: current portion | (4,500) | (4,500) | (4,500) | |
Total long-term borrowings under Senior Secured Credit Facility | 879,292 | 791,541 | 847,214 | |
Senior Secured Credit Facility | U.S. [Member] | ||||
Debt Instrument [Line Items] | ||||
Total borrowings under Senior Secured Credit Facility | [4] | 437,285 | 355,087 | 406,917 |
Senior Secured Credit Facility | Canada [Member] | ||||
Debt Instrument [Line Items] | ||||
Total borrowings under Senior Secured Credit Facility | [5] | 12,330 | 4,574 | 9,290 |
Senior Secured Credit Facility | Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Total borrowings under Senior Secured Credit Facility | [6] | $ 434,177 | $ 436,380 | $ 435,507 |
[1] | Fixed interest rates ranging from 2.33% to 3.25% as of June 30, 2017 and September 30, 2016; 2.33% to 4.49% as of June 30, 2016 | |||
[2] | Fixed interest rates ranging from 2.72% to 10.39% as of June 30, 2017, September 30, 2016, and June 30, 2016 | |||
[3] | Interest rate of 6.38% as of June 30, 2017, September 30, 2016 and June 30, 2016 | |||
[4] | Effective rates on borrowings are 3.28% as of June 30, 2017; 2.90% as of September 30, 2016; and 2.77% as of June 30, 2016 | |||
[5] | Effective rates on borrowings are 3.20% as of June 30, 2017, September 30, 2016 and June 30, 2016 | |||
[6] | Interest rate of 3.50% as of June 30, 2017; 3.50% as of September 30, 2016; 4.00% as of June 30, 2016 |
Financing Arrangements - Long49
Financing Arrangements - Long-term Debt Instruments (Parenthetical) (Detail) | Oct. 01, 2015 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 |
Capital Lease Obligations [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Expiration Date | Nov. 1, 2021 | |||
Capital Lease Obligations [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Interest Rate at Period End | 2.72% | 2.72% | 2.72% | |
Capital Lease Obligations [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Interest Rate at Period End | 10.39% | 10.39% | 10.39% | |
Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior Notes, Interest Rate at Period End | 6.38% | 6.38% | 6.38% | 6.38% |
Line of Credit Facility, Expiration Date | Oct. 1, 2023 | Oct. 1, 2023 | ||
Senior Secured Credit Facility | U.S. [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Interest Rate at Period End | 3.28% | 2.77% | 2.90% | |
Line of Credit Facility, Expiration Date | Oct. 1, 2020 | |||
Senior Secured Credit Facility | Canada [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Interest Rate at Period End | 3.20% | 3.20% | 3.20% | |
Line of Credit Facility, Expiration Date | Oct. 1, 2020 | |||
Term Loan [Member] | Senior Secured Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Interest Rate at Period End | 3.50% | 4.00% | 3.50% | |
Line of Credit Facility, Expiration Date | Oct. 1, 2022 | |||
Equipment Financing Facilities | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Expiration Date | Sep. 1, 2021 | |||
Equipment Financing Facilities | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Interest Rate at Period End | 2.33% | 2.33% | 2.33% | |
Equipment Financing Facilities | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Interest Rate at Period End | 3.25% | 4.49% | 3.25% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Operating Leases, Rent Expense, Net, Total | $ 15.8 | $ 14.5 | $ 44.7 | $ 45.1 |
Geographic Data - Schedule Of G
Geographic Data - Schedule Of Geographic Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 1,213,894 | $ 1,152,726 | $ 3,086,802 | $ 2,952,743 | |
Long-lived assets | 528,374 | 559,019 | 528,374 | 559,019 | $ 541,054 |
U.S. [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 1,167,647 | 1,097,555 | 2,977,108 | 2,832,573 | |
Long-lived assets | 515,170 | 545,070 | 515,170 | 545,070 | 527,680 |
Canada [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 46,247 | 55,171 | 109,694 | 120,170 | |
Long-lived assets | $ 13,204 | $ 13,949 | $ 13,204 | $ 13,949 | $ 13,374 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - Senior Notes [Member] - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | |
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | ||||
Senior Notes Payable | [1] | $ 292,008 | $ 291,049 | $ 290,623 |
Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items] | ||||
Senior Notes Payable | 300,000 | |||
Long-term Debt, Fair Value | $ 323,600 | |||
[1] | Interest rate of 6.38% as of June 30, 2017, September 30, 2016 and June 30, 2016 |
Supplemental Guarantor Inform53
Supplemental Guarantor Information - Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 33,055 | $ 31,386 | $ 36,536 | $ 45,661 |
Accounts receivable, net | 670,977 | 626,965 | 640,101 | |
Inventories, net | 641,425 | 480,736 | 620,908 | |
Prepaid expenses and other current assets | 221,477 | 163,103 | 205,073 | |
Total current assets | 1,566,934 | 1,302,190 | 1,502,618 | |
Intercompany receivable, net | 0 | 0 | 0 | |
Investments in consolidated subsidiaries | 0 | 0 | 0 | |
Deferred income taxes, net | 0 | 0 | 0 | 31,900 |
Property and equipment, net | 156,951 | 148,569 | 153,389 | |
Goodwill | 1,256,014 | 1,197,565 | 1,200,206 | 496,415 |
Intangibles, net | 442,962 | 464,024 | 477,250 | |
Other assets, net | 1,511 | 1,511 | 1,430 | |
Total Assets | 3,424,372 | 3,113,859 | 3,334,893 | |
Current liabilities: | ||||
Accounts payable | 387,579 | 360,915 | 563,332 | |
Accrued expenses | 280,315 | 161,113 | 205,412 | |
Current portions of long-term debt | 13,762 | 14,811 | 12,605 | |
Total current liabilities | 681,656 | 536,839 | 781,349 | |
Intercompany payable, net | 0 | 0 | 0 | |
Borrowings under revolving lines of credit, net | 449,615 | 359,661 | 416,207 | |
Long-term debt, net | 721,685 | 722,929 | 721,630 | |
Deferred income taxes, net | 142,116 | 135,482 | 106,337 | |
Long-term obligations under equipment financing and other, net | 28,412 | 35,121 | 39,720 | |
Total liabilities | 2,023,484 | 1,790,032 | 2,065,243 | |
Total stockholders' equity | 1,400,888 | 1,323,827 | 1,269,650 | |
Total Liabilities and Stockholders' Equity | 3,424,372 | 3,113,859 | 3,334,893 | |
Parent Company [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 1,327 | 0 | 0 | |
Inventories, net | 0 | 0 | 0 | |
Prepaid expenses and other current assets | 30,158 | 3,527 | 11,697 | |
Total current assets | 31,485 | 3,527 | 11,697 | |
Intercompany receivable, net | 0 | 0 | ||
Investments in consolidated subsidiaries | 3,070,328 | 2,891,677 | 2,838,385 | |
Deferred income taxes, net | 58,230 | 59,567 | 67,484 | |
Property and equipment, net | 6,541 | 4,626 | 4,266 | |
Goodwill | 0 | 0 | 0 | |
Intangibles, net | 0 | 0 | 0 | |
Other assets, net | 1,242 | 1,242 | 1,233 | |
Total Assets | 3,167,826 | 2,960,639 | 2,923,065 | |
Current liabilities: | ||||
Accounts payable | 23,839 | 26,630 | 15,964 | |
Accrued expenses | 18,174 | 42,594 | 0 | |
Current portions of long-term debt | 4,500 | 4,500 | 4,500 | |
Total current liabilities | 46,513 | 73,724 | 20,464 | |
Intercompany payable, net | 998,740 | 840,159 | 911,321 | |
Borrowings under revolving lines of credit, net | 0 | 0 | 0 | |
Long-term debt, net | 721,685 | 722,929 | 721,630 | |
Deferred income taxes, net | 0 | 0 | 0 | |
Long-term obligations under equipment financing and other, net | 0 | 0 | 0 | |
Total liabilities | 1,766,938 | 1,636,812 | 1,653,415 | |
Total stockholders' equity | 1,400,888 | 1,323,827 | 1,269,650 | |
Total Liabilities and Stockholders' Equity | 3,167,826 | 2,960,639 | 2,923,065 | |
Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 34,583 | 37,447 | 39,168 | 42,816 |
Accounts receivable, net | 640,796 | 593,395 | 608,880 | |
Inventories, net | 608,367 | 460,516 | 589,976 | |
Prepaid expenses and other current assets | 185,633 | 153,681 | 196,123 | |
Total current assets | 1,469,379 | 1,245,039 | 1,434,147 | |
Intercompany receivable, net | 1,037,846 | 878,931 | 950,364 | |
Investments in consolidated subsidiaries | 0 | 0 | 0 | |
Deferred income taxes, net | 0 | 0 | 0 | |
Property and equipment, net | 140,126 | 133,897 | 138,725 | |
Goodwill | 1,226,034 | 1,167,905 | 1,170,087 | |
Intangibles, net | 440,042 | 460,696 | 473,699 | |
Other assets, net | 269 | 269 | 197 | |
Total Assets | 4,313,696 | 3,886,737 | 4,167,219 | |
Current liabilities: | ||||
Accounts payable | 354,696 | 329,895 | 544,311 | |
Accrued expenses | 257,387 | 114,016 | 200,014 | |
Current portions of long-term debt | 9,262 | 10,311 | 8,105 | |
Total current liabilities | 621,345 | 454,222 | 752,430 | |
Intercompany payable, net | 0 | 0 | 0 | |
Borrowings under revolving lines of credit, net | 437,285 | 355,087 | 406,916 | |
Long-term debt, net | 0 | 0 | 0 | |
Deferred income taxes, net | 199,746 | 194,556 | 173,344 | |
Long-term obligations under equipment financing and other, net | 28,365 | 35,074 | 39,672 | |
Total liabilities | 1,286,741 | 1,038,939 | 1,372,362 | |
Total stockholders' equity | 3,026,955 | 2,847,798 | 2,794,857 | |
Total Liabilities and Stockholders' Equity | 4,313,696 | 3,886,737 | 4,167,219 | |
Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 7,314 | 2,876 | 3,461 | 7,051 |
Accounts receivable, net | 29,994 | 34,710 | 32,361 | |
Inventories, net | 33,058 | 20,220 | 30,932 | |
Prepaid expenses and other current assets | 5,686 | 5,895 | 5,562 | |
Total current assets | 76,052 | 63,701 | 72,316 | |
Intercompany receivable, net | 0 | 0 | 0 | |
Investments in consolidated subsidiaries | 0 | 0 | 0 | |
Deferred income taxes, net | 0 | 0 | 0 | |
Property and equipment, net | 10,284 | 10,046 | 10,398 | |
Goodwill | 29,980 | 29,660 | 30,119 | |
Intangibles, net | 2,920 | 3,328 | 3,551 | |
Other assets, net | 0 | 0 | 0 | |
Total Assets | 119,236 | 106,735 | 116,384 | |
Current liabilities: | ||||
Accounts payable | 19,026 | 14,467 | 10,290 | |
Accrued expenses | 4,754 | 4,503 | 13,707 | |
Current portions of long-term debt | 0 | 0 | 0 | |
Total current liabilities | 23,780 | 18,970 | 23,997 | |
Intercompany payable, net | 39,106 | 38,772 | 39,043 | |
Borrowings under revolving lines of credit, net | 12,330 | 4,574 | 9,291 | |
Long-term debt, net | 0 | 0 | 0 | |
Deferred income taxes, net | 600 | 493 | 477 | |
Long-term obligations under equipment financing and other, net | 47 | 47 | 48 | |
Total liabilities | 75,863 | 62,856 | 72,856 | |
Total stockholders' equity | 43,373 | 43,879 | 43,528 | |
Total Liabilities and Stockholders' Equity | 119,236 | 106,735 | 116,384 | |
Eliminations and Other [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | (8,842) | (8,937) | (6,093) | $ (4,206) |
Accounts receivable, net | (1,140) | (1,140) | (1,140) | |
Inventories, net | 0 | 0 | 0 | |
Prepaid expenses and other current assets | 0 | 0 | (8,309) | |
Total current assets | (9,982) | (10,077) | (15,542) | |
Intercompany receivable, net | (1,037,846) | (878,931) | (950,364) | |
Investments in consolidated subsidiaries | (3,070,328) | (2,891,677) | (2,838,385) | |
Deferred income taxes, net | (58,230) | (59,567) | (67,484) | |
Property and equipment, net | 0 | 0 | 0 | |
Goodwill | 0 | 0 | 0 | |
Intangibles, net | 0 | 0 | 0 | |
Other assets, net | 0 | 0 | 0 | |
Total Assets | (4,176,386) | (3,840,252) | (3,871,775) | |
Current liabilities: | ||||
Accounts payable | (9,982) | (10,077) | (7,233) | |
Accrued expenses | 0 | 0 | (8,309) | |
Current portions of long-term debt | 0 | 0 | 0 | |
Total current liabilities | (9,982) | (10,077) | (15,542) | |
Intercompany payable, net | (1,037,846) | (878,931) | (950,364) | |
Borrowings under revolving lines of credit, net | 0 | 0 | 0 | |
Long-term debt, net | 0 | 0 | 0 | |
Deferred income taxes, net | (58,230) | (59,567) | (67,484) | |
Long-term obligations under equipment financing and other, net | 0 | 0 | 0 | |
Total liabilities | (1,106,058) | (948,575) | (1,033,390) | |
Total stockholders' equity | (3,070,328) | (2,891,677) | (2,838,385) | |
Total Liabilities and Stockholders' Equity | $ (4,176,386) | $ (3,840,252) | $ (3,871,775) |
Supplemental Guarantor Inform54
Supplemental Guarantor Information - Condensed Consolidated Statements of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Net sales | $ 1,213,894 | $ 1,152,726 | $ 3,086,802 | $ 2,952,743 |
Cost of products sold | 916,140 | 870,651 | 2,333,504 | 2,241,716 |
Gross profit | 297,754 | 282,075 | 753,298 | 711,027 |
Operating expense | 212,883 | 203,696 | 624,526 | 601,921 |
Intercompany charges (income) | 0 | 0 | 0 | 0 |
Income (loss) from operations | 84,871 | 78,379 | 128,772 | 109,106 |
Interest expense, financing costs, and other | 13,397 | 12,226 | 39,239 | 41,508 |
Intercompany interest expense (income) | 0 | 0 | 0 | 0 |
Income (loss) before provision for income taxes | 71,474 | 66,153 | 89,533 | 67,598 |
Provision for (benefit from) income taxes | 26,815 | 25,027 | 33,800 | 25,073 |
Income (loss) before equity in net income of subsidiaries | 44,659 | 41,126 | 55,733 | 42,525 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Net income | $ 44,659 | $ 41,126 | $ 55,733 | $ 42,525 |
Weighted-average common stock outstanding: | ||||
Basic | 60,311,923 | 59,615,121 | 60,131,546 | 59,293,500 |
Diluted | 61,350,843 | 60,619,809 | 61,163,591 | 60,276,695 |
Net income per share: | ||||
Basic | $ 0.74 | $ 0.69 | $ 0.93 | $ 0.72 |
Diluted | $ 0.73 | $ 0.68 | $ 0.91 | $ 0.71 |
Parent Company [Member] | ||||
Net sales | $ 0 | $ 0 | $ 0 | $ 0 |
Cost of products sold | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Operating expense | 407 | 5,933 | 16,063 | 65,092 |
Intercompany charges (income) | (12,549) | (10,598) | (37,057) | (36,038) |
Income (loss) from operations | 12,142 | 4,665 | 20,994 | (29,054) |
Interest expense, financing costs, and other | 9,610 | 9,926 | 28,947 | 24,563 |
Intercompany interest expense (income) | (6,724) | (6,325) | (17,406) | (15,046) |
Income (loss) before provision for income taxes | 9,256 | 1,064 | 9,453 | (38,571) |
Provision for (benefit from) income taxes | 3,473 | 3,667 | 3,063 | (17,206) |
Income (loss) before equity in net income of subsidiaries | 5,783 | (2,603) | 6,390 | (21,365) |
Equity in net income of subsidiaries | 38,876 | 43,729 | 49,343 | 63,890 |
Net income | 44,659 | 41,126 | 55,733 | 42,525 |
Guarantor Subsidiaries [Member] | ||||
Net sales | 1,167,647 | 1,097,554 | 2,977,108 | 2,832,819 |
Cost of products sold | 880,325 | 828,448 | 2,248,454 | 2,149,477 |
Gross profit | 287,322 | 269,106 | 728,654 | 683,342 |
Operating expense | 204,478 | 189,343 | 584,999 | 513,755 |
Intercompany charges (income) | 11,987 | 9,938 | 35,379 | 33,394 |
Income (loss) from operations | 70,857 | 69,825 | 108,276 | 136,193 |
Interest expense, financing costs, and other | 3,586 | 2,511 | 9,044 | 17,016 |
Intercompany interest expense (income) | 6,724 | 5,909 | 17,406 | 13,858 |
Income (loss) before provision for income taxes | 60,547 | 61,405 | 81,826 | 105,319 |
Provision for (benefit from) income taxes | 22,883 | 20,384 | 31,217 | 42,054 |
Income (loss) before equity in net income of subsidiaries | 37,664 | 41,021 | 50,609 | 63,265 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 37,664 | 41,021 | 50,609 | 63,265 |
Non-Guarantor Subsidiaries [Member] | ||||
Net sales | 46,247 | 55,172 | 109,694 | 120,171 |
Cost of products sold | 35,815 | 42,203 | 85,050 | 92,486 |
Gross profit | 10,432 | 12,969 | 24,644 | 27,685 |
Operating expense | 7,998 | 8,420 | 23,464 | 23,074 |
Intercompany charges (income) | 562 | 660 | 1,678 | 2,644 |
Income (loss) from operations | 1,872 | 3,889 | (498) | 1,967 |
Interest expense, financing costs, and other | 201 | (211) | 1,248 | (71) |
Intercompany interest expense (income) | 0 | 416 | 0 | 1,188 |
Income (loss) before provision for income taxes | 1,671 | 3,684 | (1,746) | 850 |
Provision for (benefit from) income taxes | 459 | 976 | (480) | 225 |
Income (loss) before equity in net income of subsidiaries | 1,212 | 2,708 | (1,266) | 625 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 1,212 | 2,708 | (1,266) | 625 |
Eliminations and Other [Member] | ||||
Net sales | 0 | 0 | 0 | (247) |
Cost of products sold | 0 | 0 | 0 | (247) |
Gross profit | 0 | 0 | 0 | 0 |
Operating expense | 0 | 0 | 0 | 0 |
Intercompany charges (income) | 0 | 0 | 0 | 0 |
Income (loss) from operations | 0 | 0 | 0 | 0 |
Interest expense, financing costs, and other | 0 | 0 | 0 | 0 |
Intercompany interest expense (income) | 0 | 0 | 0 | 0 |
Income (loss) before provision for income taxes | 0 | 0 | 0 | 0 |
Provision for (benefit from) income taxes | 0 | 0 | 0 | 0 |
Income (loss) before equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Equity in net income of subsidiaries | (38,876) | (43,729) | (49,343) | (63,890) |
Net income | $ (38,876) | $ (43,729) | $ (49,343) | $ (63,890) |
Supplemental Guarantor Inform55
Supplemental Guarantor Information - Condensed Consolidated Statements of Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Net income (loss) | $ 44,659 | $ 41,126 | $ 55,733 | $ 42,525 |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 1,730 | 365 | 891 | 2,122 |
Total other comprehensive income | 1,730 | 365 | 891 | 2,122 |
Comprehensive income | 46,389 | 41,491 | 56,624 | 44,647 |
Parent Company [Member] | ||||
Net income (loss) | 44,659 | 41,126 | 55,733 | 42,525 |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 1,730 | 365 | 891 | 2,122 |
Total other comprehensive income | 1,730 | 365 | 891 | 2,122 |
Comprehensive income | 46,389 | 41,491 | 56,624 | 44,647 |
Guarantor Subsidiaries [Member] | ||||
Net income (loss) | 37,664 | 41,021 | 50,609 | 63,265 |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 0 | 0 | 0 | 0 |
Total other comprehensive income | 0 | 0 | 0 | 0 |
Comprehensive income | 37,664 | 41,021 | 50,609 | 63,265 |
Non-Guarantor Subsidiaries [Member] | ||||
Net income (loss) | 1,212 | 2,708 | (1,266) | 625 |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 1,730 | 365 | 891 | 2,122 |
Total other comprehensive income | 1,730 | 365 | 891 | 2,122 |
Comprehensive income | 2,942 | 3,073 | (375) | 2,747 |
Eliminations and Other [Member] | ||||
Net income (loss) | (38,876) | (43,729) | (49,343) | (63,890) |
Other comprehensive income: | ||||
Foreign currency translation adjustment | (1,730) | (365) | (891) | (2,122) |
Total other comprehensive income | (1,730) | (365) | (891) | (2,122) |
Comprehensive income | $ (40,606) | $ (44,094) | $ (50,234) | $ (66,012) |
Supplemental Guarantor Inform56
Supplemental Guarantor Information - Condensed Consolidated Statements of Cash Flows (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Net cash provided by (used in) operating activities | $ 74,152 | $ 74,359 |
Investing Activities | ||
Purchases of property and equipment | (31,882) | (21,553) |
Acquisition of businesses | (128,533) | (1,018,658) |
Proceeds from the sale of assets | 1,839 | 969 |
Intercompany activity | 0 | 0 |
Net cash provided by (used in) investing activities | (158,576) | (1,039,242) |
Financing Activities | ||
Borrowings under revolving lines of credit | 1,721,927 | 1,409,128 |
Repayments under revolving lines of credit | (1,633,570) | (1,006,076) |
Borrowings under term loan | 0 | 450,000 |
Repayments under term loan | (3,375) | (189,000) |
Borrowings under Senior Notes | 0 | 300,000 |
Borrowings under equipment financing facilities and other | 2,111 | 0 |
Repayments under equipment financing facilities and other | (9,870) | (3,847) |
Payment of deferred financing costs | 0 | (27,813) |
Proceeds from issuance of common stock | 9,994 | 20,213 |
Excess tax benefit from stock-based compensation | 0 | 4,024 |
Taxes paid related to net share settlement of equity awards | (1,172) | 0 |
Intercompany activity | 0 | 0 |
Net cash provided by (used in) financing activities | 86,045 | 956,629 |
Effect of exchange rate changes on cash and cash equivalents | 48 | (871) |
Net increase (decrease) in cash and cash equivalents | 1,669 | (9,125) |
Cash and cash equivalents, beginning of period | 31,386 | 45,661 |
Cash and cash equivalents, end of period | 33,055 | 36,536 |
Parent Company [Member] | ||
Net cash provided by (used in) operating activities | (33,267) | (106,764) |
Investing Activities | ||
Purchases of property and equipment | (2,972) | (2,338) |
Acquisition of businesses | (128,533) | (1,018,658) |
Proceeds from the sale of assets | 0 | 0 |
Intercompany activity | 159,325 | 561,413 |
Net cash provided by (used in) investing activities | 27,820 | (459,583) |
Financing Activities | ||
Borrowings under revolving lines of credit | 0 | 0 |
Repayments under revolving lines of credit | 0 | 0 |
Borrowings under term loan | 450,000 | |
Repayments under term loan | (3,375) | (189,000) |
Borrowings under Senior Notes | 300,000 | |
Borrowings under equipment financing facilities and other | 0 | |
Repayments under equipment financing facilities and other | 0 | 0 |
Payment of deferred financing costs | (18,890) | |
Proceeds from issuance of common stock | 9,994 | 20,213 |
Excess tax benefit from stock-based compensation | 4,024 | |
Taxes paid related to net share settlement of equity awards | (1,172) | |
Intercompany activity | 0 | 0 |
Net cash provided by (used in) financing activities | 5,447 | 566,347 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents, beginning of period | 0 | 0 |
Cash and cash equivalents, end of period | 0 | 0 |
Guarantor Subsidiaries [Member] | ||
Net cash provided by (used in) operating activities | 108,628 | 173,900 |
Investing Activities | ||
Purchases of property and equipment | (27,522) | (16,791) |
Acquisition of businesses | 0 | 0 |
Proceeds from the sale of assets | 1,828 | 969 |
Intercompany activity | 0 | 0 |
Net cash provided by (used in) investing activities | (25,694) | (15,822) |
Financing Activities | ||
Borrowings under revolving lines of credit | 1,705,434 | 1,409,128 |
Repayments under revolving lines of credit | (1,624,574) | (994,627) |
Borrowings under term loan | 0 | |
Repayments under term loan | 0 | 0 |
Borrowings under Senior Notes | 0 | |
Borrowings under equipment financing facilities and other | 2,111 | |
Repayments under equipment financing facilities and other | (9,870) | (3,847) |
Payment of deferred financing costs | (8,923) | |
Proceeds from issuance of common stock | 0 | 0 |
Excess tax benefit from stock-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Intercompany activity | (158,899) | (563,457) |
Net cash provided by (used in) financing activities | (85,798) | (161,726) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | (2,864) | (3,648) |
Cash and cash equivalents, beginning of period | 37,447 | 42,816 |
Cash and cash equivalents, end of period | 34,583 | 39,168 |
Non-Guarantor Subsidiaries [Member] | ||
Net cash provided by (used in) operating activities | (2,064) | 9,109 |
Investing Activities | ||
Purchases of property and equipment | (1,388) | (2,424) |
Acquisition of businesses | 0 | 0 |
Proceeds from the sale of assets | 11 | 0 |
Intercompany activity | 0 | 0 |
Net cash provided by (used in) investing activities | (1,377) | (2,424) |
Financing Activities | ||
Borrowings under revolving lines of credit | 16,493 | 0 |
Repayments under revolving lines of credit | (8,996) | (11,449) |
Borrowings under term loan | 0 | |
Repayments under term loan | 0 | 0 |
Borrowings under Senior Notes | 0 | |
Borrowings under equipment financing facilities and other | 0 | |
Repayments under equipment financing facilities and other | 0 | 0 |
Payment of deferred financing costs | 0 | |
Proceeds from issuance of common stock | 0 | 0 |
Excess tax benefit from stock-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Intercompany activity | 334 | 2,045 |
Net cash provided by (used in) financing activities | 7,831 | (9,404) |
Effect of exchange rate changes on cash and cash equivalents | 48 | (871) |
Net increase (decrease) in cash and cash equivalents | 4,438 | (3,590) |
Cash and cash equivalents, beginning of period | 2,876 | 7,051 |
Cash and cash equivalents, end of period | 7,314 | 3,461 |
Eliminations and Other [Member] | ||
Net cash provided by (used in) operating activities | 855 | (1,886) |
Investing Activities | ||
Purchases of property and equipment | 0 | 0 |
Acquisition of businesses | 0 | 0 |
Proceeds from the sale of assets | 0 | 0 |
Intercompany activity | (159,325) | (561,413) |
Net cash provided by (used in) investing activities | (159,325) | (561,413) |
Financing Activities | ||
Borrowings under revolving lines of credit | 0 | 0 |
Repayments under revolving lines of credit | 0 | 0 |
Borrowings under term loan | 0 | |
Repayments under term loan | 0 | 0 |
Borrowings under Senior Notes | 0 | |
Borrowings under equipment financing facilities and other | 0 | |
Repayments under equipment financing facilities and other | 0 | 0 |
Payment of deferred financing costs | 0 | |
Proceeds from issuance of common stock | 0 | 0 |
Excess tax benefit from stock-based compensation | 0 | |
Taxes paid related to net share settlement of equity awards | 0 | |
Intercompany activity | 158,565 | 561,412 |
Net cash provided by (used in) financing activities | 158,565 | 561,412 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 95 | (1,887) |
Cash and cash equivalents, beginning of period | (8,937) | (4,206) |
Cash and cash equivalents, end of period | $ (8,842) | $ (6,093) |