Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 29, 2018 | Nov. 07, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | BlueLinx Holdings Inc. | |
Entity Central Index Key | 1,301,787 | |
Trading Symbol | bxc | |
Current Fiscal Year Date | --12-29 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 9,293,794 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 29, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 859,776 | $ 479,318 | $ 2,190,215 | $ 1,381,927 |
Cost of sales | 768,021 | 418,773 | 1,939,484 | 1,206,402 |
Gross profit | 91,755 | 60,545 | 250,731 | 175,525 |
Operating expenses (income): | ||||
Selling, general, and administrative | 87,692 | 47,088 | 238,655 | 149,290 |
Gains from sales of property | 0 | 0 | 0 | (6,700) |
Depreciation and amortization | 8,068 | 2,249 | 18,177 | 6,865 |
Total operating expenses | 95,760 | 49,337 | 256,832 | 149,455 |
Operating income (loss) | (4,005) | 11,208 | (6,101) | 26,070 |
Non-operating expenses (income): | ||||
Interest expense | 13,273 | 5,670 | 33,947 | 16,279 |
Other income, net | (94) | (271) | (282) | (549) |
Income (loss) before provision for (benefit from) income taxes | (17,184) | 5,809 | (39,766) | 10,340 |
Provision for (benefit from) income taxes | (7,288) | 123 | (7,885) | 832 |
Net income (loss) | $ (9,896) | $ 5,686 | $ (31,881) | $ 9,508 |
Basic earnings (loss) per share (in dollars per share) | $ (1.07) | $ 0.63 | $ (3.46) | $ 1.05 |
Diluted earnings (loss) per share (in dollars per share) | $ (1.07) | $ 0.62 | $ (3.46) | $ 1.04 |
Comprehensive income (loss): | ||||
Net income (loss) | $ (9,896) | $ 5,686 | $ (31,881) | $ 9,508 |
Other comprehensive income (loss): | ||||
Foreign currency translation, net of tax | 0 | 0 | (3) | 14 |
Amortization of unrecognized pension loss, net of tax | 201 | 260 | 605 | 796 |
Pension curtailment, net of tax | 0 | 0 | 0 | (592) |
Other | 0 | 0 | 0 | 0 |
Total other comprehensive income (loss) | 201 | 260 | 602 | 218 |
Comprehensive income (loss) | $ (9,695) | $ 5,946 | $ (31,279) | $ 9,726 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Current assets: | ||
Cash | $ 7,630 | $ 4,696 |
Receivables, less allowances of $4,278 and $2,761, respectively | 285,489 | 134,072 |
Inventories, net | 401,222 | 187,512 |
Other current assets | 44,947 | 17,124 |
Total current assets | 739,288 | 343,404 |
Property and equipment: | ||
Land and land improvements | 22,513 | 30,802 |
Buildings | 178,698 | 84,781 |
Machinery and equipment | 112,770 | 70,596 |
Construction in progress | 1,812 | 570 |
Property and equipment, at cost | 315,793 | 186,749 |
Accumulated depreciation | (102,865) | (102,977) |
Property and equipment, net | 212,928 | 83,772 |
Goodwill and other intangibles, net | 74,172 | 0 |
Deferred tax asset | 45,964 | 53,853 |
Other non-current assets | 19,200 | 13,066 |
Total assets | 1,091,552 | 494,095 |
Current liabilities: | ||
Accounts payable | 153,814 | 70,623 |
Bank overdrafts | 36,264 | 21,593 |
Accrued compensation | 7,611 | 9,229 |
Current maturities of long-term debt, net of discount and debt issuance costs of $64 and $0, respectively | 1,736 | 0 |
Capital leases - short-term | 8,058 | 3,552 |
Real estate deferred gains - short-term | 5,330 | 1,836 |
Other current liabilities | 21,528 | 10,772 |
Total current liabilities | 234,341 | 117,605 |
Non-current liabilities: | ||
Long-term debt, net of discount and debt issuance costs of $13,280 and $3,792, respectively | 579,380 | 276,677 |
Capital leases - long-term | 145,175 | 14,007 |
Real estate deferred gains - long-term | 86,768 | 10,485 |
Pension benefit obligation | 25,616 | 30,360 |
Other non-current liabilities | 18,048 | 9,959 |
Total liabilities | 1,089,328 | 459,093 |
Commitments and Contingencies | ||
STOCKHOLDERS’ EQUITY: | ||
Common Stock, $0.01 par value, Authorized - 20,000,000 shares, Issued and Outstanding - 9,288,673 and 9,100,923, respectively | 92 | 91 |
Additional paid-in capital | 258,088 | 259,588 |
Accumulated other comprehensive loss | (35,905) | (36,507) |
Accumulated stockholders’ deficit | (220,051) | (188,170) |
Total stockholders’ equity | 2,224 | 35,002 |
Total liabilities and stockholders’ equity | $ 1,091,552 | $ 494,095 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 4,278 | $ 2,761 |
Debt discount, current | 64 | 0 |
Debt discount, noncurrent | $ 13,280 | $ 3,792 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock, shares issued (in shares) | 9,288,673 | 9,100,923 |
Common stock, shares outstanding (in shares) | 9,288,673 | 9,100,923 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 29, 2018 | Sep. 30, 2017 | |
Statement of Cash Flows [Abstract] | ||
Net cash used in operating activities | $ (59,293) | $ (38,278) |
Cash flows from investing activities: | ||
Proceeds from sale of assets | 107,972 | 27,461 |
Acquisition of business, net of cash acquired - see Note 2 | (353,094) | 0 |
Property and equipment investments | (1,872) | (241) |
Net cash provided by (used in) investing activities | (246,994) | 27,220 |
Cash flows from financing activities: | ||
Borrowings from revolving credit facilities | 736,254 | 329,936 |
Repayments on revolving credit facilities | (503,577) | (288,841) |
Borrowings from term loan | 180,000 | 0 |
Repayments on term loan | (900) | 0 |
Principal payments on mortgage | (97,847) | (28,976) |
Bank overdrafts | 14,671 | (55) |
Debt issuance costs | (10,470) | 0 |
Payments on capital lease obligations | (5,890) | (2,446) |
Repurchase of shares to satisfy employee tax withholdings | (3,020) | 0 |
Cash released from escrow related to the mortgage | 0 | 1,490 |
Net cash provided by financing activities | 309,221 | 11,108 |
Net change in cash | 2,934 | 50 |
Cash at beginning of period | 4,696 | 5,540 |
Cash at end of period | $ 7,630 | $ 5,590 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 29, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of BlueLinx Holdings Inc. and its wholly owned subsidiaries (the “Company”). These financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by accounting principles generally accepted (“GAAP”) in the United States (“U.S.”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K (the “Annual Report on Form 10-K”) for the year ended December 30, 2017 , as filed with the Securities and Exchange Commission on March 1, 2018. Our financial condition as of, and our operating results for, the three- and nine -month periods ended September 29, 2018 are not necessarily indicative of the financial condition and results that may be expected for the full year ending December 29, 2018 or any other interim period. Certain prior period amounts have been reclassified to conform to the current period's presentation. These reclassifications did not materially impact the Company's operating income (loss) or consolidated net income (loss). Inventory Valuation Inventories are valued at the lower of cost or net realizable value. The Company’s inventory is comprised of finished goods. Cost is determined based on the moving average cost method of inventory valuation. We evaluated our inventory value at the end of each quarter to ensure that inventory, when viewed by category, is carried at lower of cost and net realizable value. In valuing inventory, the Company is required to make assumptions regarding the level of reserves required to value potentially obsolete or over-valued items at the lower of cost or net realizable value. As of September 29, 2018, and December 30, 2017, the Company decreased the value of inventory on hand by $5.2 million and $0 , respectively, as a result of a decline in commodity pricing. Recently Adopted Accounting Standards Revenue from Contracts with Customers. In 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASC 606”) that superseded existing revenue recognition guidance. Under this ASU and subsequently issued amendments, revenue is recognized at the time a good or service is transferred to a customer for the amount of consideration received. The standard was effective for the first interim period within annual periods beginning after December 15, 2017, with early adoption permitted for annual periods beginning after December 15, 2016 . Entities were permitted to adopt the standard using a “full retrospective” approach (retrospectively to each prior reporting period presented) or a “modified retrospective” approach (reporting the cumulative effect as of the date of adoption). On December 31, 2017, the first day of our fiscal 2018 year, we adopted ASC 606 using the modified retrospective method applied to those contracts which were not completed as of that date. Results for reporting periods beginning after the first day of fiscal 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under the previous accounting standard, ASC 605. There was no adjustment due to the cumulative impact of adopting ASC 606 (See Note 4). Accounting Standards Effective in Future Years Leases. In 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” This update will require leases with durations greater than twelve months to be recognized on the balance sheet and is effective for interim and annual reporting periods beginning after December 15, 2018. We will adopt this standard, and all related amendments thereto, effective December 30, 2018, the first day of our fiscal 2019 year. We have not completed our assessment, but the adoption of this standard will have a significant impact on our Condensed Consolidated Balance Sheets. However, we do not expect the adoption to have a significant impact on the recognition, measurement or presentation of lease expense within the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) or the Condensed Consolidated Statements of Cash Flows. Information about our undiscounted future lease payments and the timing of those payments is presented in Note 13, “Lease Commitments,” in our Annual Report on Form 10-K. Goodwill. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350).” This standard is intended to simplify the test for goodwill impairments by removing Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new ASU, a goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The accounting standard will be effective for reporting periods beginning after December 15, 2019, and early adoption is permitted. We have not completed our assessment of the standard but we do not expect the adoption to have a material impact on the Company's consolidated financial position, results of operations and cash flows. Comprehensive Income . In February 2018, the FASB issued ASU No. 2018-02, “Income Statement—Reporting Comprehensive Income (Topic 220).” This standard provides an option to reclassify stranded tax effects within accumulated other comprehensive income (loss) (“AOCI”) to retained earnings due to the U.S. federal corporate income tax rate change in the Tax Cuts and Jobs Act of 2017. This standard is effective for interim and annual reporting periods beginning after December 15, 2018, and early adoption is permitted. We have not completed our assessment, but the adoption of the standard may impact tax amounts stranded in AOCI related to our pension plans. We will adopt this standard effective December 30, 2018, the first day of our fiscal 2019 year. Fair Value Measurement. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value (“FV”) Measurement (Topic 820)”. In addition to making certain modifications, the standard removes the requirements to disclose: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the FV hierarchy; (ii) the policy for timing transfers between levels; and (iii) the valuation process for Level 3 FV measurements. The standard will require public entities to disclose: (i) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 FV measurements held at the end of the reporting period; and (ii) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 FV measurements. The additional disclosure requirements should be applied prospectively for the most recent interim or annual period presented in the fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented. The amendments in this standard are effective for fiscal years ending after December 15, 2019. Early adoption is permitted, and an entity may early adopt the removed or modified disclosures and delay the adoption of new disclosures until the effective date. We have not completed our assessment of the standard but we do not expect the adoption to have a material impact on the Company's consolidated financial position, results of operations and cash flows. Defined Benefit Pension Plan |
Acquisition
Acquisition | 9 Months Ended |
Sep. 29, 2018 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On April 13, 2018, we completed the acquisition of Cedar Creek Holdings, Inc. (“Cedar Creek”) for a preliminary purchase price of approximately $361.8 million . The acquisition was completed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 9, 2018, by and among BlueLinx Corporation, one of our wholly owned subsidiaries, Panther Merger Sub, Inc., a wholly-owned subsidiary of BlueLinx Corporation ("Merger Sub"), Cedar Creek, and CharlesBank Equity Fund VII, Limited Partnership (“CharlesBank”). Upon closing the transactions contemplated by the Merger Agreement, among other things, Merger Sub was merged with and into Cedar Creek, with Cedar Creek surviving the acquisition as one of our indirect wholly-owned subsidiaries. As a result of the acquisition, we increased the number of our distribution facilities to approximately 70 facilities, and increased the number of our full-time employees to over 2,500 . The merger allowed us to expand our product offerings, while maintaining our existing geographical footprint. Cedar Creek was established in 1977 as a wholesale building materials distribution company that distributes wood products across the United States. Its products include specialty lumber, oriented strand board, siding, cedar, spruce, engineered wood products and other building products. The acquisition is being accounted for under the acquisition method of accounting. The assets acquired, liabilities assumed and the results of operations of the acquired business are included in our consolidated results since April 13, 2018. The acquired business contributed net sales and net loss of $706.6 million and $0.2 million , respectively, to the Company for the period from April 13, 2018, to September 29, 2018 . The net loss for the period from April 13, 2018, to September 29, 2018 , included integration-related costs and the negative impact of selling a higher cost Cedar Creek inventory recorded at fair value. The following unaudited consolidated pro forma information presents consolidated information as if the acquisition had occurred on January 1, 2017: Pro forma Three Months Ended Nine Months Ended (In thousands, except per share data) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Net sales $ 859,776 $ 841,330 $ 2,592,597 $ 2,459,713 Net income (loss) (6,219 ) 8,033 (5,455 ) (20,477 ) Earnings (loss) per common share: Basic $ (0.67 ) $ 0.88 $ (0.59 ) $ (2.27 ) Diluted (0.67 ) 0.87 (0.59 ) (2.27 ) The pro forma amounts above have been calculated in accordance with GAAP after applying the Company's accounting policies and adjusting: (i) the three- and nine -months ended September 29, 2018 , to reflect a $0.9 million and $11.8 million , respectively, charge related to an inventory step-up adjustment, and the three and nine months ended September 30, 2017 , for $0 and $11.8 million , respectively; (ii) the three- and nine -months ended September 29, 2018 , for $3.8 million and $37.9 million , respectively, for transaction related costs, and the three- and nine -months ended September 30, 2017 , for $0 and $37.9 million , respectively. Due to the net loss for the three- and nine -month periods ended September 29, 2018 , and for the nine-month period ended September 30, 2017, 0 incremental shares, 0.1 million incremental shares and 0.2 million incremental shares, respectively, from share-based compensation arrangements were excluded from the computation of diluted weighted average shares outstanding, in both periods, because their effect would be anti-dilutive. The pro forma amounts do not include any potential synergies, cost savings or other expected benefits of the acquisition, are presented for illustrative purposes only, and are not necessarily indicative of results that would have been achieved had the acquisition occurred as of January 1, 2017, or of future operating performance. The purchase price of Cedar Creek consisted of the following items: (In thousands) Consideration paid to shareholders and amounts paid to creditors: Payments to Cedar Creek shareholders [1] $ 166,447 Subordinated unsecured note (due to shareholder) [2] 13,743 Seller’s transaction costs paid by Company 7,349 Add: pay off of Cedar Creek debt [3] 174,213 Total preliminary cash purchase price $ 361,752 _____________ [1] Payments to Cedar Creek’s shareholders include the purchase of common stock and certain escrow adjustments. [2] The Cedar Creek note payable to a shareholder of $13.7 million was paid in full upon the acquisition of Cedar Creek and included $10 million in subordinated debt and $3.7 million in accrued interest. [3] To finance the acquisition of Cedar Creek, the Company amended and restated its Revolving Credit Facility to increase the availability thereunder to $600.0 million and also entered into a new $180.0 million senior secured Term Loan Facility (See Note 6). The purchase is subject to a customary post-closing adjustment for, among other things, the final working capital of the acquired business. The excess of total preliminary purchase price, which includes the aggregate cash consideration paid in excess of the fair value of the tangible and intangible assets acquired, was recorded as goodwill. The goodwill recognized is attributable to the expected operating synergies and growth potential that the Company expects to realize from the acquisition. None of the goodwill generated from the acquisition is deductible for tax purposes. When determining the fair values of assets acquired and liabilities assumed, management made significant estimates, judgments and assumptions. As of September 29, 2018, the purchase price allocation for the acquisition was preliminary and subject to completion. Adjustments to the current fair value estimates in the table below may occur as the process conducted for valuation and assessments is finalized, including tax assets, liabilities and other attributes. We expect to complete the purchase price allocation during the 12-month period following the acquisition date, in line with the acquisition method of accounting, during which time the value of the assets and liabilities may be revised as appropriate. The following table summarizes the preliminary values of the assets acquired and liabilities assumed at the date of the acquisition: (In thousands) Preliminary Allocation as of September 29, 2018 Cash and net working capital assets $ 90,768 Inventory 159,227 Property and equipment 71,352 Other, net 6,992 Intangible assets and goodwill: Customer relationships 25,500 Non-compete agreements 8,254 Trade names 6,826 Favorable leasehold interests 800 Goodwill 36,787 Capital leases and other liabilities (44,754 ) Cash purchase price $ 361,752 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 29, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets In connection with the acquisition of Cedar Creek, we acquired certain intangible assets. As of September 29, 2018 , our intangible assets consist of goodwill and other intangible assets including customer relationships, noncompete agreements, trade names, and favorable leasehold interests. Goodwill Goodwill is the excess of the cost of an acquired entity over the fair value of tangible and intangible assets (including customer relationships, noncompete agreements, trade names and favorable lease interests) acquired and liabilities assumed under acquisition accounting for business combinations. During the nine -months ended September 29, 2018 , we preliminarily allocated the fair values of assets acquired and liabilities assumed in the acquisition of Cedar Creek and recognized $36.8 million in goodwill. This amount is subject to change. Goodwill is not subject to amortization but must be tested for impairment at least annually. This test requires us to assign goodwill to a reporting unit and to determine if the implied fair value of the reporting unit’s goodwill is less than its carrying amount. We evaluate goodwill for impairment during the fourth quarter of each fiscal year. In addition, we will evaluate the carrying values of these assets for impairment between annual impairment tests if an event occurs or circumstances change that would indicate the carrying amounts may be impaired. Such events and indicators may include, without limitation, significant declines in the industries in which our products are used, significant changes in capital market conditions and significant changes in our market capitalization. Definite-Lived Intangible Assets. At September 29, 2018 , in connection with the acquisition of Cedar Creek, we had definite-lived intangible assets that related to customer relationships, noncompete agreements, trade names and favorable leasehold interests. At September 29, 2018 , the gross carrying amounts, the accumulated amortization and the net carrying amounts of our definite-lived intangible assets were as follows: (In thousands) Gross carrying amounts Accumulated Amortization [2] Net carrying amounts Customer relationships $ 25,500 $ (1,962 ) $ 23,538 Noncompete agreements 8,254 (952 ) 7,302 Trade names 6,826 (1,050 ) 5,776 Favorable leasehold interests [1] 800 (31 ) 769 Total $ 41,380 $ (3,995 ) $ 37,385 ____________________ [1] Amortized to rent expense [2] Intangible assets except customer relationships are amortized on straight line basis. Customer relationships are amortized on a double declining balance method. Amortization Expense The weighted average estimated useful life remaining for customer relationships, noncompete agreements, trade names and favorable leasehold interest is approximately 12 years , 4 years , 3 years and 12 years respectively. Amortization expense for the definite-lived intangible assets was $2.1 million and $4.0 million for the three- and nine -month periods ended September 29, 2018 , respectively. There were no amortization charges for the comparative periods of the prior year. Estimated annual amortization expense for definite-lived intangible assets over the next five fiscal years is as follows: (In thousands) Estimated Amortization 2019 $ 8,152 2020 7,527 2021 5,035 2022 3,183 2023 1,873 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 29, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition We recognize revenue when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration we expected to be entitled to in exchange for those goods or services. Contracts with our customers are generally in the form of standard terms and conditions of sale. From time to time, we may enter into specific contracts with some of our larger customers, which may affect delivery terms. Performance obligations in our contracts generally consist solely of delivery of goods. For all sales channel types, consisting of warehouse, direct, and reload sales, we typically satisfy our performance obligations upon shipment. Our customer payment terms are typical for our industry, and may vary by the type and location of our customer and the products or services offered. The term between invoicing and when payment is due is not deemed to be significant by us. For certain sales channels and/or products, our standard terms of payment may be as early as ten days. In addition, we provide inventory to certain customers through pre-arranged agreements on a consignment basis. Customer consigned inventory is maintained and stored by certain customers; however, ownership and risk of loss remains with us. When the consigned inventory is sold by the customer, we recognize revenue, net of trade allowances. All revenues recognized are net of trade allowances (i.e., rebates), cash discounts and sales returns. Cash discounts and sales returns are estimated using historical experience. Trade allowances are based on the estimated obligations and historical experience. Adjustments to earnings resulting from revisions to estimates on discounts and returns have been insignificant for each of the reported periods. Certain customers may receive cash-based incentives or credits, which are accounted for as variable consideration. We estimate these amounts based on the expected amount to be provided to customers and reduce revenues recognized. We believe that there will not be significant changes to our estimates of variable consideration. The following table presents our revenues disaggregated by revenue source. Sales and usage-based taxes are excluded from revenues. Three Months Ended Nine Months Ended (In thousands) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Structural products $ 387,347 $ 228,424 $ 1,016,806 $ 633,036 Specialty products 481,946 254,476 1,185,332 758,788 Other [1] (9,517 ) (3,582 ) (11,923 ) (9,897 ) Total net sales $ 859,776 $ 479,318 $ 2,190,215 $ 1,381,927 ____________________________________ [1] “Other” includes unallocated allowances and discounts. Beginning third quarter 2018 allowances and discounts are allocated to product categories where available. Prior year and nine months ended periods have been updated for this presentation. The following table presents our revenues disaggregated by sales channel. Sales and usage-based taxes are excluded from revenues. Three Months Ended Nine Months Ended (In thousands) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Warehouse $ 685,468 $ 361,992 $ 1,723,103 $ 1,034,580 Direct 153,847 89,242 402,420 274,482 Reload and service revenue 32,116 35,915 95,300 95,817 Customer discounts and rebates (11,655 ) (7,831 ) (30,608 ) (22,952 ) Total net sales $ 859,776 $ 479,318 $ 2,190,215 $ 1,381,927 Practical Expedients and Exemptions We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general, and administrative expense. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 29, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt As of September 29, 2018 , and December 30, 2017, long-term debt consisted of the following: September 29, December 30, (In thousands) Maturity Date 2018 2017 Revolving Credit Facility (net of discounts and debt issuance October 10, 2022 $ 409,112 $ 179,569 Mortgage Note Payable (net of discounts and debt issuance NA — 97,108 Term Loan Facility (net of discounts and debt issuance costs October 13, 2023 172,004 — Total debt 581,116 276,677 Less: current portion of long-term debt (1,736 ) — Long-term debt, net $ 579,380 $ 276,677 Revolving Credit Facility On April 13, 2018, in connection with the acquisition Cedar Creek, we entered into an Amended and Restated Credit Agreement, with certain of our subsidiaries as borrowers (together with us, the “Borrowers”) or guarantors thereunder, Wells Fargo Bank, National Association, in its capacity as administrative agent (“Wells Fargo”), and certain other financial institutions party thereto (the “Revolving Credit Agreement”). The Revolving Credit Agreement provides for a senior secured asset-based revolving loan and letter of credit facility (the “Revolving Credit Facility”) of up to $600 million and an uncommitted accordion feature that permits the Borrowers to increase the facility by an aggregate additional principal amount of up to $150 million , which will allow borrowings of up to $750 million under the Revolving Credit Facility. Letters of credit in an aggregate amount of up to $30 million are also available under the Revolving Credit Agreement, which would reduce the amount of the revolving loans available under the Revolving Credit Facility. The maturity date of the Revolving Credit Agreement is October 10, 2022. The Revolving Credit Agreement amended and restated the Borrowers’ existing $335 million secured revolving credit facility, dated October 10, 2017, as amended. The proceeds from the Revolving Credit Facility were used to repay outstanding obligations under the Borrowers’ existing revolving credit facility, to fund a portion of the cash consideration payable in connection with the acquisition of Cedar Creek, to fund transaction costs in connection with the acquisition and the amendment of the Revolving Credit Facility, to provide working capital and for other general corporate purposes. In connection with the execution and delivery of the Revolving Credit Agreement, we also entered into, with certain of our subsidiaries, a Guaranty and Security Agreement with Wells Fargo (the “Revolving Guaranty and Security Agreement”). Pursuant to the Revolving Guaranty and Security Agreement, the Borrowers’ obligations under the Revolving Credit Agreement are secured by a security interest in substantially all of our and our subsidiaries’ assets (other than real property), including inventories, accounts receivable, and proceeds from those items. Borrowings under the Revolving Credit Agreement will be subject to availability under the Borrowing Base (as that term is defined in the Revolving Credit Agreement). The Borrowers will be required to repay revolving loans thereunder to the extent that such revolving loans exceed the Borrowing Base then in effect. The Revolving Credit Facility may be prepaid in whole or in part from time to time without penalty or premium, but including all breakage costs incurred by any lender thereunder. The Revolving Credit Agreement provides for interest on the loans at a rate per annum equal to (i) LIBOR plus a margin ranging from 1.75 percent to 2.25 percent , with the amount of such margin determined based upon the average of the Borrowers’ excess availability for the immediately preceding fiscal quarter as calculated by the administrative agent, for loans based on LIBOR, or (ii) the administrative agent’s base rate plus a margin ranging from 0.75 percent to 1.25 percent , with the amount of such margin determined based upon the average of the Borrowers’ excess availability for the immediately preceding fiscal quarter as calculated by the administrative agent, for loans based on the base rate. In the event excess availability falls below the greater of (i) $50 million and (ii) 10 percent of the lesser of (a) the Borrowing Base and (b) the maximum permitted credit at such time, the Revolving Credit Agreement requires maintenance of a fixed charge coverage ratio of 1.0 to 1.0 until such time as the Borrowers’ excess availability has been at least the greater of (i) $50 million and (ii) 10 percent of the lesser of (a) the Borrowing Base and (b) the maximum permitted credit at such time for a period of 30 consecutive days. The Revolving Credit Agreement also contains representations and warranties and affirmative and negative covenants customary for financings of this type as well as customary events of default. As of September 29, 2018 , we had outstanding borrowings of $415.4 million , excess availability of $122.8 million , and a weighted average interest rate of 4.2 percent under our Revolving Credit Facility. As of December 30, 2017, our principal balance was $182.7 million , excess availability was $63.3 million , and our weighted average interest rate was 4.2 percent under our Revolving Credit Agreement. We were in compliance with all covenants under the Credit Agreement as of September 29, 2018 . Term Loan Facility On April 13, 2018, in connection with the acquisition of Cedar Creek, we entered into the a new credit and guaranty agreement (the “Term Loan Agreement”) with WHOS Investment Partners, LLC, as administrative agent and collateral agent (“HPS”) and certain other financial institutions as party thereto. The Term Loan Agreement provides for a senior secured first lien loan facility in an aggregate principal amount of $180 million (the “Term Loan Facility”). The maturity date of the Term Loan Agreement is October 13, 2023. The proceeds from the Term Loan Facility were used to fund a portion of the cash consideration payable in connection with the acquisition of Cedar Creek and to fund transaction costs in connection with the acquisition and the Term Loan Facility. In connection with the execution and delivery of the Term Loan Agreement, we also entered into a pledge and security agreement with HPS (the “Term Loan Security Agreement”). Pursuant to the Term Loan Security Agreement and other “Collateral Documents” (as such term is defined in the Term Loan Agreement), the obligations under the Term Loan Agreement are secured by a security interest in substantially all of our and our subsidiaries’ assets, including inventories, accounts receivable, real property, and proceeds from those items. The Term Loan Agreement requires monthly interest payments, and quarterly principal payments of $450,000 , in arrears. The Term Loan Agreement also requires certain mandatory prepayments of outstanding loans, subject to certain exceptions, including prepayments commencing with the fiscal year ending December 28, 2019, based on a percentage of excess cash flow (as defined in the Term Loan Agreement for such fiscal year). The remaining balance is due on the loan maturity date of October 13, 2023. The Term Loan Facility may be prepaid in whole or in part from time to time, subject to payment of the “Prepayment Premium” (as such term is defined in the Term Loan Agreement) if such voluntary prepayment does not otherwise constitute an exception to the Prepayment Premium under the Term Loan Agreement and is made prior to the fourth anniversary of the closing date of the Term Loan Agreement, and all breakage costs incurred by any lender thereunder. Borrowings under the Term Loan Agreement may be made as Base Rate Loans or Eurodollar Rate Loans. The Base Rate Loans will bear interest at the rate per annual equal to (i) the greatest of the (a) U.S. prime lending rate published in The Wall Street Journal, (b) the Federal Funds Effective Rate plus 0.50 percent , and (c) the sum of the Adjusted Eurodollar Rate of one month plus 1.00 percent , provided that the Base Rate shall at no time be less than 2.00 percent per annum; and (ii) plus the Applicable Margin, as described below. Eurodollar Rate Loans will bear interest at the rate per annum equal to (i) the ICE Benchmark Administration LIBOR Rate , provided that the Adjusted Eurodollar Rate shall at no time be less than 1.00 percent per annum; plus (ii) the Applicable Margin. The Applicable Margin will be 6.00 percent with respect to Base Rate Loans and 7.00 percent with respect to Eurodollar Rate Loans. The Term Loan Agreement requires maintenance of a total net leverage ratio of 8.25 to 1.00 for the fiscal quarter ending September 29, 2018, and such required covenant level reduces over the term of the Term Loan Facility as set forth in the Term Loan Agreement. As of September 29, 2018, we were in compliance with the total net leverage ratio. The Term Loan Agreement also contains representations, warranties, affirmative and negative covenants customary for financing transactions of this type, and customary events of default. As of September 29, 2018 , we had outstanding borrowings of $179.1 million under our Term Loan Credit Facility and a stated interest rate of 9.2 percent per annum. At December 30, 2017, there were no outstanding borrowings under our Term Loan Credit Facility. We were in compliance with all covenants under the Term Loan Agreement as of September 29, 2018 . Our remaining principal payment schedule for each of the next five years and thereafter is as follows: (In thousands) 2018 $ 450 2019 1,800 2020 1,800 2021 1,800 2022 1,800 Thereafter 171,450 |
Net Periodic Pension Cost
Net Periodic Pension Cost | 9 Months Ended |
Sep. 29, 2018 | |
Retirement Benefits [Abstract] | |
Net Periodic Pension Cost | Net Periodic Pension Cost The following table shows the components of our net periodic pension cost (benefit): Three Months Ended Nine Months Ended (In thousands) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Service cost $ 133 $ 133 $ 399 $ 499 Interest cost on projected benefit obligation 963 1,153 2,889 3,509 Expected return on plan assets (1,327 ) (1,684 ) (3,981 ) (4,852 ) Amortization of unrecognized loss 271 260 813 796 Net periodic pension cost (benefit) $ 40 $ (138 ) $ 120 $ (48 ) |
Stock Compensation
Stock Compensation | 9 Months Ended |
Sep. 29, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Compensation | Stock Compensation Cash-Settled Stock Appreciation Rights (“SARs”) During fiscal 2016, we granted certain executives and employees cash-settled SARs. The cash-settled SARs vested on July 16, 2018. On the vesting date, half of the vested value of the cash-settled SARs became payable within thirty days of the vesting date, and the remainder payable within one year of the vesting date. The exercise price for the cash-settled SARs was amended so that it is based a 20 day trading average of the Company’s common stock through the vesting date, in excess of the $7.00 grant date valuation. As of September 29, 2018 , there were 222,500 cash-settled SARs issued and outstanding. On December 30, 2017, we had accrued a total liability of approximately $1.0 million for the cash-settled SARs. On September 29, 2018 , the total liability was approximately $7.2 million , which reflects the fair value of the remaining SARs valued at the vesting date. The following table summarizes the assumptions used to compute the current fair value of our cash-settled SARs: September 29, 2018 [1] December 30, 2017 [2] Stock price $ 38.17 $ 9.76 Expected volatility Not applicable 33.80 % Risk-free interest rate Not applicable 1.55 % Expected term (in years) 0 0.54 Expected dividend yield Not applicable Not applicable __________________________ [1] Reflects the exercise price based on the 20 day trading average through vesting date (June 18, 2018 - July 16, 2018). [2] Reflects an assumed exercise price based on the closing stock price, as per the original SARs Agreement. The closing stock price used in the analysis was the closing stock price on the last trading day of the fiscal quarter. Stock Compensation Expense During the three months ended September 29, 2018 and September 30, 2017 , we incurred stock compensation expense of $1.7 million and $0.3 million , respectively. During the nine months ended September 29, 2018 and September 30, 2017 , we incurred stock compensation expense of $14.7 million and $1.8 million , respectively. The increase in our stock compensation expense for the three- and nine |
Lease Commitments
Lease Commitments | 9 Months Ended |
Sep. 29, 2018 | |
Leases [Abstract] | |
Leases Commitments | Lease Commitments Capital Leases We have entered into certain long-term, non-cancelable capital leases for real estate, along with certain logistics equipment and vehicles. The real estate leases contain customary extension option periods and annual fixed rent escalations. As of September 29, 2018 , the acquisition value and net book value of all assets under capital leases was $166.5 million and $143.7 million , respectively. At September 29, 2018 , our total commitments under capital leases recorded in the Unaudited Condensed Consolidated Balance Sheets within “capital leases - short term” and “capital leases - long term” were as follows: (In thousands) Principal [1] Interest 2018 $ 2,118 $ 3,523 2019 7,498 13,802 2020 6,749 13,425 2021 4,389 13,127 2022 3,620 12,921 Thereafter 128,859 182,788 Total $ 153,233 $ 239,586 _____________________________ [1] Our principal amounts include negative amortization. Negative amortization occurs for us on some of our real estate leases because of the structure of the lease payments where the cash payment is applied to both interest and principal and wherein a calculated interest rate results in interest exceeding principal. The remaining amount of interest owed is added to the principal, resulting in the principal payment appearing as a negative. In the case of certain of our real estate capital leases, negative amortization may occur because of a required allocation between land and building. Under the capital lease rules of the current lease accounting standard, ASC 840 (Leases), the lease payment is bifurcated between land and building, if certain conditions are met. In these cases, the portion of the payment attributed to the building is capitalized at the lesser of net present value or fair market value, and the interest rate is thus determined as the previously unknown variable; while the portion of the rental payment attributed to land is treated as rental expense. Sale-Leaseback Transactions On January 10, 2018, we completed sale-leaseback transactions on four distribution centers. We sold these properties for gross proceeds of $110.0 million . As a result of the sale-leaseback transactions, we recognized capital lease assets and obligations totaling $95.1 million on these properties, and a total deferred gain of $83.9 million |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 29, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental and Legal Matters From time to time, we are involved in various proceedings incidental to our businesses, and we are subject to a variety of environmental and pollution control laws and regulations in all jurisdictions in which we operate. Although the ultimate outcome of these proceedings cannot be determined with certainty, based on presently available information management believes that adequate reserves have been established for probable losses with respect thereto. Management further believes that the ultimate outcome of these matters could be material to operating results in any given quarter but will not have a materially adverse effect on our long-term financial condition, our results of operations, or our cash flows. Collective Bargaining Agreements As of September 29, 2018 , we had over 2,500 employees on a full-time basis, of which approximately 1,100 were former employees of Cedar Creek. Additionally, as of September 29, 2018 , approximately 20 percent of our employees were represented by various local labor union Collective Bargaining Agreements (“CBAs”). As of September 29, 2018 , approximately 5 percent |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 29, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Comprehensive income (loss) is a measure of income (loss) which includes both net income (loss) and other comprehensive income (loss). Other comprehensive income (loss) results from items deferred from recognition into our Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). Accumulated other comprehensive income (loss) is separately presented on our Condensed Consolidated Balance Sheets as part of common stockholders’ equity. The changes in balances for each component of accumulated other comprehensive loss for the nine months ended September 29, 2018 , were as follows: (In thousands) Foreign currency, net of tax Defined benefit pension plan, net of tax Other, net of tax Total Accumulated Other Comprehensive Loss December 30, 2017, beginning balance $ 674 $ (37,393 ) $ 212 $ (36,507 ) Other comprehensive income (loss), net of tax [1] (3 ) 605 — 602 September 29, 2018, ending balance, net of tax $ 671 $ (36,788 ) $ 212 $ (35,905 ) ____ ____________________________ [1] For the nine months ended September 29, 2018 , the actuarial loss recognized in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) as a component of net periodic pension cost was $0.8 million , net of tax of $0.2 million |
Earnings (Loss) per Share
Earnings (Loss) per Share | 9 Months Ended |
Sep. 29, 2018 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share | Earnings (Loss) per Share We calculate basic earnings (loss) per share by dividing net income (loss) by the weighted average number of common shares outstanding. We calculate diluted earnings per share by dividing net income by the weighted average number of common shares outstanding plus the dilutive effect of outstanding share-based awards, including restricted stock units, performance shares, and performance units. Due to the net loss for the three- and nine -month periods ended September 29, 2018 , 0 and 0.1 million , respectively, of incremental shares from share-based compensation arrangements were excluded from the computation of diluted weighted average shares outstanding, in both periods, because their effect would be anti-dilutive. The reconciliation of basic earnings (loss) and diluted earnings (loss) per common share for the three- and nine -month periods of fiscal 2018 and 2017 were as follows: Three Months Ended Nine Months Ended (in thousands, except per share data) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Net income (loss) $ (9,896 ) $ 5,686 $ (31,881 ) $ 9,508 Basic weighted shares outstanding 9,274 9,079 9,209 9,033 Dilutive effect of share-based awards — 164 — 152 Diluted weighted average shares outstanding $ 9,274 $ 9,243 $ 9,209 $ 9,185 Basic earnings (loss) per share $ (1.07 ) $ 0.63 $ (3.46 ) $ 1.05 Diluted earnings (loss) per share $ (1.07 ) $ 0.62 $ (3.46 ) $ 1.04 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 29, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of BlueLinx Holdings Inc. and its wholly owned subsidiaries (the “Company”). These financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by accounting principles generally accepted (“GAAP”) in the United States (“U.S.”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K (the “Annual Report on Form 10-K”) for the year ended December 30, 2017 |
Inventory Valuation | Inventory ValuationInventories are valued at the lower of cost or net realizable value. The Company’s inventory is comprised of finished goods. Cost is determined based on the moving average cost method of inventory valuation. We evaluated our inventory value at the end of each quarter to ensure that inventory, when viewed by category, is carried at lower of cost and net realizable value. In valuing inventory, the Company is required to make assumptions regarding the level of reserves required to value potentially obsolete or over-valued items at the lower of cost or net realizable value. |
Recently Adopted Accounting Standards and Standards Effective in Future Years | Recently Adopted Accounting Standards Revenue from Contracts with Customers. In 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASC 606”) that superseded existing revenue recognition guidance. Under this ASU and subsequently issued amendments, revenue is recognized at the time a good or service is transferred to a customer for the amount of consideration received. The standard was effective for the first interim period within annual periods beginning after December 15, 2017, with early adoption permitted for annual periods beginning after December 15, 2016 . Entities were permitted to adopt the standard using a “full retrospective” approach (retrospectively to each prior reporting period presented) or a “modified retrospective” approach (reporting the cumulative effect as of the date of adoption). On December 31, 2017, the first day of our fiscal 2018 year, we adopted ASC 606 using the modified retrospective method applied to those contracts which were not completed as of that date. Results for reporting periods beginning after the first day of fiscal 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under the previous accounting standard, ASC 605. There was no adjustment due to the cumulative impact of adopting ASC 606 (See Note 4). Accounting Standards Effective in Future Years Leases. In 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842).” This update will require leases with durations greater than twelve months to be recognized on the balance sheet and is effective for interim and annual reporting periods beginning after December 15, 2018. We will adopt this standard, and all related amendments thereto, effective December 30, 2018, the first day of our fiscal 2019 year. We have not completed our assessment, but the adoption of this standard will have a significant impact on our Condensed Consolidated Balance Sheets. However, we do not expect the adoption to have a significant impact on the recognition, measurement or presentation of lease expense within the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) or the Condensed Consolidated Statements of Cash Flows. Information about our undiscounted future lease payments and the timing of those payments is presented in Note 13, “Lease Commitments,” in our Annual Report on Form 10-K. Goodwill. In January 2017, the FASB issued ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350).” This standard is intended to simplify the test for goodwill impairments by removing Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new ASU, a goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The accounting standard will be effective for reporting periods beginning after December 15, 2019, and early adoption is permitted. We have not completed our assessment of the standard but we do not expect the adoption to have a material impact on the Company's consolidated financial position, results of operations and cash flows. Comprehensive Income . In February 2018, the FASB issued ASU No. 2018-02, “Income Statement—Reporting Comprehensive Income (Topic 220).” This standard provides an option to reclassify stranded tax effects within accumulated other comprehensive income (loss) (“AOCI”) to retained earnings due to the U.S. federal corporate income tax rate change in the Tax Cuts and Jobs Act of 2017. This standard is effective for interim and annual reporting periods beginning after December 15, 2018, and early adoption is permitted. We have not completed our assessment, but the adoption of the standard may impact tax amounts stranded in AOCI related to our pension plans. We will adopt this standard effective December 30, 2018, the first day of our fiscal 2019 year. Fair Value Measurement. In August 2018, the FASB issued ASU No. 2018-13, “Fair Value (“FV”) Measurement (Topic 820)”. In addition to making certain modifications, the standard removes the requirements to disclose: (i) the amount of and reasons for transfers between Level 1 and Level 2 of the FV hierarchy; (ii) the policy for timing transfers between levels; and (iii) the valuation process for Level 3 FV measurements. The standard will require public entities to disclose: (i) the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 FV measurements held at the end of the reporting period; and (ii) the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 FV measurements. The additional disclosure requirements should be applied prospectively for the most recent interim or annual period presented in the fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented. The amendments in this standard are effective for fiscal years ending after December 15, 2019. Early adoption is permitted, and an entity may early adopt the removed or modified disclosures and delay the adoption of new disclosures until the effective date. We have not completed our assessment of the standard but we do not expect the adoption to have a material impact on the Company's consolidated financial position, results of operations and cash flows. Defined Benefit Pension Plan |
Revenue Recognition | We recognize revenue when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration we expected to be entitled to in exchange for those goods or services. Contracts with our customers are generally in the form of standard terms and conditions of sale. From time to time, we may enter into specific contracts with some of our larger customers, which may affect delivery terms. Performance obligations in our contracts generally consist solely of delivery of goods. For all sales channel types, consisting of warehouse, direct, and reload sales, we typically satisfy our performance obligations upon shipment. Our customer payment terms are typical for our industry, and may vary by the type and location of our customer and the products or services offered. The term between invoicing and when payment is due is not deemed to be significant by us. For certain sales channels and/or products, our standard terms of payment may be as early as ten days. In addition, we provide inventory to certain customers through pre-arranged agreements on a consignment basis. Customer consigned inventory is maintained and stored by certain customers; however, ownership and risk of loss remains with us. When the consigned inventory is sold by the customer, we recognize revenue, net of trade allowances. We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within selling, general, and administrative expense. We have made an accounting policy election to treat any common carrier shipping and handling activities as a fulfillment cost, rather than as a separate obligation or separate promised service. |
Earnings per Share | We calculate basic earnings (loss) per share by dividing net income (loss) by the weighted average number of common shares outstanding. We calculate diluted earnings per share by dividing net income by the weighted average number of common shares outstanding plus the dilutive effect of outstanding share-based awards, including restricted stock units, performance shares, and performance units. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions | The purchase price of Cedar Creek consisted of the following items: (In thousands) Consideration paid to shareholders and amounts paid to creditors: Payments to Cedar Creek shareholders [1] $ 166,447 Subordinated unsecured note (due to shareholder) [2] 13,743 Seller’s transaction costs paid by Company 7,349 Add: pay off of Cedar Creek debt [3] 174,213 Total preliminary cash purchase price $ 361,752 _____________ [1] Payments to Cedar Creek’s shareholders include the purchase of common stock and certain escrow adjustments. [2] The Cedar Creek note payable to a shareholder of $13.7 million was paid in full upon the acquisition of Cedar Creek and included $10 million in subordinated debt and $3.7 million in accrued interest. [3] To finance the acquisition of Cedar Creek, the Company amended and restated its Revolving Credit Facility to increase the availability thereunder to $600.0 million and also entered into a new $180.0 million senior secured Term Loan Facility (See Note 6). (In thousands) Preliminary Allocation as of September 29, 2018 Cash and net working capital assets $ 90,768 Inventory 159,227 Property and equipment 71,352 Other, net 6,992 Intangible assets and goodwill: Customer relationships 25,500 Non-compete agreements 8,254 Trade names 6,826 Favorable leasehold interests 800 Goodwill 36,787 Capital leases and other liabilities (44,754 ) Cash purchase price $ 361,752 Pro forma Three Months Ended Nine Months Ended (In thousands, except per share data) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Net sales $ 859,776 $ 841,330 $ 2,592,597 $ 2,459,713 Net income (loss) (6,219 ) 8,033 (5,455 ) (20,477 ) Earnings (loss) per common share: Basic $ (0.67 ) $ 0.88 $ (0.59 ) $ (2.27 ) Diluted (0.67 ) 0.87 (0.59 ) (2.27 ) |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Definite-Lived Intangible Assets | At September 29, 2018 , the gross carrying amounts, the accumulated amortization and the net carrying amounts of our definite-lived intangible assets were as follows: (In thousands) Gross carrying amounts Accumulated Amortization [2] Net carrying amounts Customer relationships $ 25,500 $ (1,962 ) $ 23,538 Noncompete agreements 8,254 (952 ) 7,302 Trade names 6,826 (1,050 ) 5,776 Favorable leasehold interests [1] 800 (31 ) 769 Total $ 41,380 $ (3,995 ) $ 37,385 ____________________ [1] Amortized to rent expense [2] |
Schedule of Definite-Lived Intangible Asset Amortization | Estimated annual amortization expense for definite-lived intangible assets over the next five fiscal years is as follows: (In thousands) Estimated Amortization 2019 $ 8,152 2020 7,527 2021 5,035 2022 3,183 2023 1,873 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenues Disaggregated by Revenue Source and Sales Channel | The following table presents our revenues disaggregated by revenue source. Sales and usage-based taxes are excluded from revenues. Three Months Ended Nine Months Ended (In thousands) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Structural products $ 387,347 $ 228,424 $ 1,016,806 $ 633,036 Specialty products 481,946 254,476 1,185,332 758,788 Other [1] (9,517 ) (3,582 ) (11,923 ) (9,897 ) Total net sales $ 859,776 $ 479,318 $ 2,190,215 $ 1,381,927 ____________________________________ [1] “Other” includes unallocated allowances and discounts. Beginning third quarter 2018 allowances and discounts are allocated to product categories where available. Prior year and nine months ended periods have been updated for this presentation. The following table presents our revenues disaggregated by sales channel. Sales and usage-based taxes are excluded from revenues. Three Months Ended Nine Months Ended (In thousands) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Warehouse $ 685,468 $ 361,992 $ 1,723,103 $ 1,034,580 Direct 153,847 89,242 402,420 274,482 Reload and service revenue 32,116 35,915 95,300 95,817 Customer discounts and rebates (11,655 ) (7,831 ) (30,608 ) (22,952 ) Total net sales $ 859,776 $ 479,318 $ 2,190,215 $ 1,381,927 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt | As of September 29, 2018 , and December 30, 2017, long-term debt consisted of the following: September 29, December 30, (In thousands) Maturity Date 2018 2017 Revolving Credit Facility (net of discounts and debt issuance October 10, 2022 $ 409,112 $ 179,569 Mortgage Note Payable (net of discounts and debt issuance NA — 97,108 Term Loan Facility (net of discounts and debt issuance costs October 13, 2023 172,004 — Total debt 581,116 276,677 Less: current portion of long-term debt (1,736 ) — Long-term debt, net $ 579,380 $ 276,677 |
Schedule of Principal Payment Schedule | Our remaining principal payment schedule for each of the next five years and thereafter is as follows: (In thousands) 2018 $ 450 2019 1,800 2020 1,800 2021 1,800 2022 1,800 Thereafter 171,450 |
Net Periodic Pension Cost (Tabl
Net Periodic Pension Cost (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of net periodic pension cost for pension plans | The following table shows the components of our net periodic pension cost (benefit): Three Months Ended Nine Months Ended (In thousands) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Service cost $ 133 $ 133 $ 399 $ 499 Interest cost on projected benefit obligation 963 1,153 2,889 3,509 Expected return on plan assets (1,327 ) (1,684 ) (3,981 ) (4,852 ) Amortization of unrecognized loss 271 260 813 796 Net periodic pension cost (benefit) $ 40 $ (138 ) $ 120 $ (48 ) |
Stock Compensation (Tables)
Stock Compensation (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Assumptions used to compute the current fair value of cash settled-SARs | The following table summarizes the assumptions used to compute the current fair value of our cash-settled SARs: September 29, 2018 [1] December 30, 2017 [2] Stock price $ 38.17 $ 9.76 Expected volatility Not applicable 33.80 % Risk-free interest rate Not applicable 1.55 % Expected term (in years) 0 0.54 Expected dividend yield Not applicable Not applicable __________________________ [1] Reflects the exercise price based on the 20 day trading average through vesting date (June 18, 2018 - July 16, 2018). [2] |
Lease Commitments (Tables)
Lease Commitments (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Leases [Abstract] | |
Schedule of total commitments under capital leases | At September 29, 2018 , our total commitments under capital leases recorded in the Unaudited Condensed Consolidated Balance Sheets within “capital leases - short term” and “capital leases - long term” were as follows: (In thousands) Principal [1] Interest 2018 $ 2,118 $ 3,523 2019 7,498 13,802 2020 6,749 13,425 2021 4,389 13,127 2022 3,620 12,921 Thereafter 128,859 182,788 Total $ 153,233 $ 239,586 _____________________________ [1] |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Equity [Abstract] | |
Schedule of changes in accumulated balances for each component of other comprehensive income (loss) | The changes in balances for each component of accumulated other comprehensive loss for the nine months ended September 29, 2018 , were as follows: (In thousands) Foreign currency, net of tax Defined benefit pension plan, net of tax Other, net of tax Total Accumulated Other Comprehensive Loss December 30, 2017, beginning balance $ 674 $ (37,393 ) $ 212 $ (36,507 ) Other comprehensive income (loss), net of tax [1] (3 ) 605 — 602 September 29, 2018, ending balance, net of tax $ 671 $ (36,788 ) $ 212 $ (35,905 ) ____ ____________________________ [1] For the nine months ended September 29, 2018 , the actuarial loss recognized in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) as a component of net periodic pension cost was $0.8 million , net of tax of $0.2 million |
Earnings (Loss) per Share (Tabl
Earnings (Loss) per Share (Tables) | 9 Months Ended |
Sep. 29, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings (Loss) per Share | The reconciliation of basic earnings (loss) and diluted earnings (loss) per common share for the three- and nine -month periods of fiscal 2018 and 2017 were as follows: Three Months Ended Nine Months Ended (in thousands, except per share data) September 29, 2018 September 30, 2017 September 29, 2018 September 30, 2017 Net income (loss) $ (9,896 ) $ 5,686 $ (31,881 ) $ 9,508 Basic weighted shares outstanding 9,274 9,079 9,209 9,033 Dilutive effect of share-based awards — 164 — 152 Diluted weighted average shares outstanding $ 9,274 $ 9,243 $ 9,209 $ 9,185 Basic earnings (loss) per share $ (1.07 ) $ 0.63 $ (3.46 ) $ 1.05 Diluted earnings (loss) per share $ (1.07 ) $ 0.62 $ (3.46 ) $ 1.04 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | Sep. 29, 2018 | Dec. 30, 2017 |
Accounting Policies [Abstract] | ||
Inventory | $ 5,200,000 | $ 0 |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) | Apr. 13, 2018USD ($)employee | Sep. 29, 2018USD ($)employeeFacilityshares | Jun. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 29, 2018USD ($)employeeFacilityshares | Sep. 30, 2017USD ($)shares | Mar. 31, 2018USD ($) | Dec. 30, 2017USD ($) |
Business Acquisition [Line Items] | ||||||||
Entity number of facilities | Facility | 70 | 70 | ||||||
Entity number of employees | employee | 2,500 | 2,500 | ||||||
Antidilutive securities excluded from diluted shares calculation (in shares) | shares | 0 | 100,000 | 200,000 | |||||
Cedar Creek | ||||||||
Business Acquisition [Line Items] | ||||||||
Aggregate purchase price | $ 361,752,000 | |||||||
Entity number of employees | employee | 1,100 | |||||||
Net sales | $ 706,600,000 | |||||||
Net income (loss) | $ 200,000 | |||||||
Inventory set-up adjustment | $ 900,000 | $ 0 | $ 11,800,000 | $ 11,800,000 | ||||
Business acquisition, transaction costs | 3,800,000 | $ 0 | 37,900,000 | $ 37,900,000 | ||||
Note payable to shareholder | $ 13,700,000 | |||||||
Subordinated debt | 10,000,000 | |||||||
Interest payable | 3,700,000 | |||||||
Revolving Credit Facility | Line of Credit | ||||||||
Business Acquisition [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | 750,000,000 | 750,000,000 | $ 335,000,000 | |||||
Long-term line of credit facility | 415,400,000 | 415,400,000 | $ 182,700,000 | |||||
Revolving Credit Facility | Line of Credit | Cedar Creek | ||||||||
Business Acquisition [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | |||||||
Term Loan | Secured Debt | ||||||||
Business Acquisition [Line Items] | ||||||||
Long-term line of credit facility | $ 180,000,000 | $ 180,000,000 |
Acquisition - Proforma Income S
Acquisition - Proforma Income Statement (Details) - Cedar Creek - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Business Acquisition [Line Items] | ||||
Net sales | $ 859,776 | $ 841,330 | $ 2,592,597 | $ 2,459,713 |
Net income (loss) | $ (6,219) | $ 8,033 | $ (5,455) | $ (20,477) |
Earnings (loss) per common share: | ||||
Basic (in dollars per share) | $ (0.67) | $ 0.88 | $ (0.59) | $ (2.27) |
Diluted (in dollars per share) | $ (0.67) | $ 0.87 | $ (0.59) | $ (2.27) |
Acquisition - Preliminary Cash
Acquisition - Preliminary Cash Purchase Price (Details) - Cedar Creek $ in Thousands | Apr. 13, 2018USD ($) |
Business Acquisition [Line Items] | |
Payments to Cedar Creek shareholders | $ 166,447 |
Subordinated unsecured note (due to shareholder) | 13,743 |
Seller’s transaction costs paid by Company | 7,349 |
Add: pay off of Cedar Creek debt | 174,213 |
Total preliminary cash purchase price | $ 361,752 |
Acquisition - Cash Purchase Pri
Acquisition - Cash Purchase Price (Details) - Cedar Creek $ in Thousands | Sep. 29, 2018USD ($) |
Business Acquisition [Line Items] | |
Cash and net working capital assets (excluding inventory) | $ 90,768 |
Inventory | 159,227 |
Property and equipment | 71,352 |
Other, net | 6,992 |
Goodwill | 36,787 |
Capital leases and other liabilities | (44,754) |
Cash purchase price | 361,752 |
Customer relationships | |
Business Acquisition [Line Items] | |
Intangible assets | 25,500 |
Noncompete agreements | |
Business Acquisition [Line Items] | |
Intangible assets | 8,254 |
Trade names | |
Business Acquisition [Line Items] | |
Intangible assets | 6,826 |
Favorable leasehold interests | |
Business Acquisition [Line Items] | |
Intangible assets | $ 800 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 2,100,000 | $ 0 | $ 4,000,000 | $ 0 |
Customer relationships | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Useful lives | 12 years | |||
Noncompete agreements | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Useful lives | 4 years | |||
Trade names | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Useful lives | 3 years | |||
Favorable leasehold interest | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Useful lives | 12 years | |||
Cedar Creek | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 36,787,000 | $ 36,787,000 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Definite Lived Intangible Assets (Details) $ in Thousands | Sep. 29, 2018USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Gross carrying amounts | $ 41,380 |
Accumulated Amortization | (3,995) |
Net carrying amounts | 37,385 |
Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Gross carrying amounts | 25,500 |
Accumulated Amortization | (1,962) |
Net carrying amounts | 23,538 |
Noncompete agreements | |
Finite-Lived Intangible Assets [Line Items] | |
Gross carrying amounts | 8,254 |
Accumulated Amortization | (952) |
Net carrying amounts | 7,302 |
Trade names | |
Finite-Lived Intangible Assets [Line Items] | |
Gross carrying amounts | 6,826 |
Accumulated Amortization | (1,050) |
Net carrying amounts | 5,776 |
Favorable leasehold interest | |
Finite-Lived Intangible Assets [Line Items] | |
Gross carrying amounts | 800 |
Accumulated Amortization | (31) |
Net carrying amounts | $ 769 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Amortization Expense (Details) $ in Thousands | Sep. 29, 2018USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Expected amortization expense, year 1 | $ 8,152 |
Expected amortization expense, year 2 | 7,527 |
Expected amortization expense, year 3 | 5,035 |
Expected amortization expense, year 4 | 3,183 |
Expected amortization expense, year 5 | $ 1,873 |
Revenue Recognition (Details)
Revenue Recognition (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018USD ($)day | Sep. 30, 2017USD ($) | Sep. 29, 2018USD ($)day | Sep. 30, 2017USD ($) | |
Disaggregation of Revenue [Line Items] | ||||
Standard terms of payment, number of days | day | 10 | 10 | ||
Net sales | $ 859,776 | $ 479,318 | $ 2,190,215 | $ 1,381,927 |
Warehouse | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 685,468 | 361,992 | 1,723,103 | 1,034,580 |
Direct | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 153,847 | 89,242 | 402,420 | 274,482 |
Reload and service revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 32,116 | 35,915 | 95,300 | 95,817 |
Customer discounts and rebates | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | (11,655) | (7,831) | (30,608) | (22,952) |
Structural products | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 387,347 | 228,424 | 1,016,806 | 633,036 |
Specialty products | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 481,946 | 254,476 | 1,185,332 | 758,788 |
Other | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ (9,517) | $ (3,582) | $ (11,923) | $ (9,897) |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 29, 2018 | Dec. 30, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 581,116 | $ 276,677 |
Less: current portion of long-term debt | (1,736) | 0 |
Long-term debt, net | 579,380 | 276,677 |
Revolving Credit Facility | Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt | 409,112 | 179,569 |
Deferred financing fees | 6,200 | 3,100 |
Mortgage Note Payable | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 97,108 |
Deferred financing fees | 0 | 800 |
Term Loan Facility | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt | 172,004 | 0 |
Deferred financing fees | $ 7,100 | $ 0 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 9 Months Ended | |||
Sep. 29, 2018 | Apr. 13, 2018 | Mar. 31, 2018 | Dec. 30, 2017 | |
Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 750,000,000 | $ 335,000,000 | ||
Letters of credit | 30,000,000 | |||
Minimum remaining borrowing capacity before fixed covered ratio is applicable | $ 50,000,000 | |||
Minimum percentage of borrowing base and maximum borrowing capacity to apply fixed charge coverage ratio | 10.00% | |||
Interest coverage ratio, minimum | 1 | |||
Long-term line of credit facility | $ 415,400,000 | $ 182,700,000 | ||
Line of credit facility, remaining borrowing capacity | $ 122,800,000 | $ 63,300,000 | ||
Line of credit facility, interest rate at period end | 4.20% | 4.20% | ||
Cedar Creek | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 600,000,000 | |||
Line of credit facility, additional borrowing capacity under uncommitted accordion feature | 150,000,000 | |||
LIBOR | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Variable rate basis | LIBOR | |||
LIBOR | Minimum | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.75% | |||
LIBOR | Maximum | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.25% | |||
Base Rate | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Variable rate basis | agent?s base rate | |||
Base Rate | Minimum | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 0.75% | |||
Base Rate | Maximum | Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.25% | |||
Term Loan Facility | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Long-term line of credit facility | $ 180,000,000 | |||
Face amount | $ 180,000,000 | |||
Quarterly term loan principal payments | 450,000 | |||
Long-term debt, gross | $ 179,100,000 | |||
Stated interest rate | 9.20% | |||
Term Loan Facility | Maximum | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Net leverage ratio | 8.25 | |||
Term Loan Facility | Base Rate | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Variable rate basis | Base Rate | |||
Basis spread | 6.00% | |||
Term Loan Facility | Base Rate | Minimum | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 2.00% | |||
Term Loan Facility | ICE Benchmark Administration LIBOR Rate | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Variable rate basis | ICE Benchmark Administration LIBOR Rate | |||
Term Loan Facility | Prime Rate | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Variable rate basis | U.S. prime lending rate | |||
Term Loan Facility | Federal Funds Effective Swap Rate | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Variable rate basis | Federal Funds Effective Rate | |||
Basis spread | 0.50% | |||
Term Loan Facility | Eurodollar | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Variable rate basis | Eurodollar Rate | |||
Basis spread | 7.00% | |||
Term Loan Facility | Eurodollar | Minimum | Secured Debt | ||||
Debt Instrument [Line Items] | ||||
Basis spread | 1.00% |
Long-Term Debt - Maturities of
Long-Term Debt - Maturities of Long-Term Debt (Details) - Term Loan - Secured Debt $ in Thousands | Sep. 29, 2018USD ($) |
Debt Instrument [Line Items] | |
2,018 | $ 450 |
2,019 | 1,800 |
2,020 | 1,800 |
2,021 | 1,800 |
2,022 | 1,800 |
Thereafter | $ 171,450 |
Net Periodic Pension Cost (Deta
Net Periodic Pension Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Retirement Benefits [Abstract] | ||||
Service cost | $ 133 | $ 133 | $ 399 | $ 499 |
Interest cost on projected benefit obligation | 963 | 1,153 | 2,889 | 3,509 |
Expected return on plan assets | (1,327) | (1,684) | (3,981) | (4,852) |
Amortization of unrecognized loss | 271 | 260 | 813 | 796 |
Net periodic pension cost (benefit) | $ 40 | $ (138) | $ 120 | $ (48) |
Stock Compensation (Details)
Stock Compensation (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 29, 2018USD ($)trading_day$ / sharesshares | Sep. 30, 2017USD ($) | Sep. 29, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($) | Dec. 30, 2017USD ($)$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock based compensation expense | $ | $ 1.7 | $ 0.3 | $ 14.7 | $ 1.8 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Stock price (in dollars per share) | $ / shares | $ 38.17 | $ 38.17 | $ 9.76 | ||
Expected volatility | 33.80% | ||||
Risk-free interest rate | 1.55% | ||||
Expected term (in years) | 0 years | 16 days | |||
Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average exercise price, trading day average | trading_day | 20 | ||||
Weighted average exercise price (in dollars per share) | $ / shares | $ 7 | ||||
Options outstanding (in shares) | shares | 222,500 | 222,500 | |||
Deferred compensation liability | $ | $ 7.2 | $ 7.2 | $ 1 | ||
Payable within thirty days of the vesting date | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 30 days | ||||
Payable within one year of vesting date | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year |
Lease Commitments - Narrative (
Lease Commitments - Narrative (Details) $ in Thousands | Sep. 29, 2018USD ($) |
Leases [Abstract] | |
Carrying amount of capital leases | $ 166,500 |
Net book value of capital leases | 143,700 |
Principal | |
2,018 | 2,118 |
2,019 | 7,498 |
2,020 | 6,749 |
2,021 | 4,389 |
2,022 | 3,620 |
Thereafter | 128,859 |
Total | 153,233 |
Interest | |
2,018 | 3,523 |
2,019 | 13,802 |
2,020 | 13,425 |
2,021 | 13,127 |
2,022 | 12,921 |
Thereafter | 182,788 |
Total | $ 239,586 |
Lease Commitments - Sale-Leaseb
Lease Commitments - Sale-Leaseback Transactions (Details) - Sale-leaseback of four distribution centers $ in Millions | Jan. 10, 2018USD ($)property |
Capital Leased Assets [Line Items] | |
Number of properties in sale-leaseback arrangement | property | 4 |
Sale-leaseback gross proceeds | $ 110 |
Capital lease obligations | 95.1 |
Sale leaseback transaction, deferred gain, gross | $ 83.9 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - employee | Sep. 29, 2018 | Apr. 13, 2018 |
Subsequent Event [Line Items] | ||
Entity number of employees | 2,500 | |
Percentage of employees represented by various labor unions | 20.00% | |
Percentage Of Employees Covered By CBAs, Or Expired And Under Negotiation | 5.00% | |
Cedar Creek | ||
Subsequent Event [Line Items] | ||
Entity number of employees | 1,100 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Beginning balance | $ 35,002 | |||
Other comprehensive income (loss), net of tax | $ 201 | $ 260 | 602 | $ 218 |
Ending balance, net of tax | 2,224 | 2,224 | ||
Total Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Beginning balance | (36,507) | |||
Ending balance, net of tax | (35,905) | (35,905) | ||
Foreign currency, net of tax | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Beginning balance | 674 | |||
Other comprehensive income (loss), net of tax | (3) | |||
Ending balance, net of tax | 671 | 671 | ||
Defined benefit pension plan, net of tax | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Beginning balance | (37,393) | |||
Other comprehensive income (loss), net of tax | 605 | |||
Ending balance, net of tax | (36,788) | (36,788) | ||
Other, net of tax | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Beginning balance | 212 | |||
Other comprehensive income (loss), net of tax | 0 | |||
Ending balance, net of tax | $ 212 | 212 | ||
Accumulated defined benefit plan adjustment, net gain (loss) attributable to parent | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Reclassification of actuarial loss | 800 | |||
Reclassification of actuarial loss, tax | $ 200 |
Earnings (Loss) per Share (Deta
Earnings (Loss) per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 29, 2018 | Sep. 30, 2017 | Sep. 29, 2018 | Sep. 30, 2017 | |
Earnings Per Share [Abstract] | ||||
Antidilutive securities excluded from diluted shares calculation (in shares) | 0 | 100,000 | 200,000 | |
Net income (loss) | $ (9,896) | $ 5,686 | $ (31,881) | $ 9,508 |
Basic weighted shares outstanding (in shares) | 9,274,000 | 9,079,000 | 9,209,000 | 9,033,000 |
Dilutive effect of share-based awards (in shares) | 0 | 164,000 | 0 | 152,000 |
Diluted weighted average shares outstanding (in shares) | 9,274,000 | 9,243,000 | 9,209,000 | 9,185,000 |
Basic earnings (loss) per share (in dollars per share) | $ (1.07) | $ 0.63 | $ (3.46) | $ 1.05 |
Diluted earnings (loss) per share (in dollars per share) | $ (1.07) | $ 0.62 | $ (3.46) | $ 1.04 |