Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Dec. 31, 2014 | Jan. 31, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | 31-Dec-14 | |
AmendmentFlag | FALSE | |
DocumentFiscalPeriodFocus | Q1 | |
Document Fiscal Year Focus | 2015 | |
Current Fiscal Year End Date | -21 | |
EntityCentralIndexKey | 1323974 | |
Trading Symbol | mwiv | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Registrant Name | MWI Veterinary Supply, Inc. | |
Entity Voluntary Filers | No | |
Entity Well Known Seasoned Issuer | Yes | |
Entity Common Stock Shares Outstanding | 12,913,187 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Revenues: | ||
Product sales | $772,931 | $662,741 |
Product sales to related party | 21,256 | 20,700 |
Commissions | 4,353 | 3,818 |
Total revenues | 798,540 | 687,259 |
Cost of product sales | 698,832 | 598,171 |
Gross profit | 99,708 | 89,088 |
Selling, general and administrative expenses | 63,888 | 56,073 |
Depreciation and amortization | 3,108 | 2,809 |
Operating income | 32,712 | 30,206 |
Other income (expense): | ||
Interest expense | -253 | -239 |
Earnings of equity method investees | 108 | 104 |
Other | 33 | 197 |
Total other income (expense), net | -112 | 62 |
Income before taxes | 32,600 | 30,268 |
Income tax expense | -12,545 | -11,829 |
Net income | $20,055 | $18,439 |
Earnings Per Share, Basic and Diluted [Abstract] | ||
Basic | $1.57 | $1.45 |
Diluted | $1.57 | $1.45 |
Earnings Per Share, Basic and Diluted, Other Disclosures [Abstract] | ||
Weighted Average Number of Shares Outstanding, Basic | 12,750 | 12,707 |
Weighted Average Number of Shares Outstanding, Diluted | 12,774 | 12,743 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Comprehensive Income [Abstract] | ||
Net income | $20,055 | $18,439 |
Other comprehensive income (loss) | ||
Foreign currency translation | -4,236 | 1,386 |
Total comprehensive income | $15,819 | $19,825 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Current Assets: | ||
Cash and cash equivalents | $2,361 | $2,433 |
Receivables, net | 375,687 | 398,990 |
Inventories | 419,461 | 430,499 |
Prepaid expenses and other current assets | 4,558 | 8,436 |
Deferred income taxes | 4,281 | 2,812 |
Total current assets | 806,348 | 843,170 |
Property and equipment, net | 53,147 | 50,150 |
Goodwill | 85,894 | 86,881 |
Intangibles, net | 48,685 | 50,093 |
Other assets, net | 11,998 | 11,622 |
Total assets | 1,006,072 | 1,041,916 |
Current Liabilities: | ||
Credit facilities | 69,278 | 78,200 |
Accounts payable | 365,778 | 417,388 |
Accrued expenses and other current liabilities | 36,148 | 28,792 |
Current portion of capital lease obligations | 1 | |
Total current liabilities | 471,204 | 524,381 |
Deferred income taxes | 12,921 | 12,602 |
Other long-term liabilities | 2,058 | 2,562 |
Commitments and contingencies | ||
Stockholders Equity | ||
Common stock $0.01 par value, 40,000 authorized; 12,859 and 12,848 shares issued and outstanding, respectively | 129 | 129 |
Additional paid in capital | 154,858 | 153,159 |
Retained earnings | 367,831 | 347,776 |
Accumulated other comprehensive income | -2,929 | 1,307 |
Total stockholders’ equity | 519,889 | 502,371 |
Total liabilities and stockholders’ equity | $1,006,072 | $1,041,916 |
Statement_of_Financial_Positio
Statement of Financial Position (Parentheticals) (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
Statement Of Financial Position [Abstract] | ||
Common Stock Par Value | $0.01 | $0.01 |
Common Stock shares authorized | 40,000,000 | 40,000,000 |
Common Stock, Shares Issued | 12,913,000 | 12,912,000 |
Common Stock Shares Outstanding | 12,913,000 | 12,912,000 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Cash Flows From Operating Activities: | ||
Net income | $20,055 | $18,439 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 3,112 | 2,814 |
Amortization of debt issuance costs | 15 | 10 |
Stock-based compensation | 1,442 | 1,105 |
Deferred income taxes | -1,179 | -496 |
Earnings of equity method investees | -108 | -104 |
Excess tax benefit of exercise of common stock options and restricted stock vesting | -39 | -65 |
(Gain)/loss on disposal of property and equipment | -68 | -41 |
Other | -15 | |
Changes in operating assets and liabilities (net of effects of business acquisitions): | ||
Receivables | 20,776 | 30,530 |
Inventories | 13,086 | -12,137 |
Prepaid expenses and other assets | 2,339 | 1,306 |
Accounts payable | -52,191 | -61,112 |
Accrued expenses | 7,405 | 9,093 |
Net cash provided by operating activities | 14,645 | -10,673 |
Cash Flows From Investing Activities: | ||
Business acquisitions, net of cash acquired in fiscal year 2014 of $1,387 | -77,360 | |
Purchases of property and equipment | -5,682 | -3,468 |
Proceeds from sales of property and equipment | 507 | 82 |
Other | -406 | -60 |
Net cash used in investing activities | -5,581 | -80,806 |
Cash Flows From Financing Activities: | ||
Borrowings on credit facilities | 226,296 | 255,934 |
Payments on credit facilities | -235,165 | -165,228 |
Proceeds from issuance of common stock | 235 | 190 |
Proceeds from exercise of stock options | 4 | 9 |
Excess tax benefit of exercise of common stock options and restricted stock vesting | 39 | 65 |
Tax withholdings on net settlements of share-based awards | -74 | -54 |
Payment on long-term debt and capital lease obligations | -41 | |
Net cash (used in)/provided by financing activities | -8,665 | 90,875 |
Effect of Exchange Rate on Cash and Cash Equivalents | -471 | 154 |
Net Increase (Decrease) in Cash and Cash Equivalents | -72 | -450 |
Cash and Cash Equivalents at Beginning of Period | 2,433 | |
Cash and Cash Equivalents at End of Period | $2,361 | $503 |
General
General | 3 Months Ended |
Dec. 31, 2014 | |
Business Description and Basis of Presentation [Abstract] | |
General | NOTE 1 — GENERAL |
Basis of Presentation | |
The accompanying unaudited condensed consolidated financial statements include the results of operations, financial position and cash flows of MWI Veterinary Supply, Inc. and its wholly-owned subsidiaries (collectively referred to as “we,” “us,” and “our” throughout this Form 10-Q). All intercompany balances have been eliminated. | |
In the opinion of our management, the accompanying unaudited condensed consolidated financial statements include all adjustments necessary to present fairly, in all material respects, our results for the periods presented. These condensed consolidated financial statements have been prepared by us pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in our 2014 Annual Report on Form 10-K filed with the SEC on November 26, 2014. The results of operations for the three months ended December 31, 2014 are not necessarily indicative of results to be expected for the entire fiscal year. | |
Our unaudited condensed consolidated balance sheet as of September 30, 2014 has been derived from the audited consolidated balance sheet as of that date. | |
Use of Estimates | |
The accompanying unaudited condensed consolidated financial statements have been prepared on the accrual basis of accounting using accounting principles generally accepted in the United States. In preparing financial information, we use certain estimates and assumptions that may affect the reported amounts and disclosures. Some of these estimates require difficult, subjective and complex judgments about matters that are inherently uncertain. As a result, actual results could differ materially from these estimates. Estimates are used when accounting for, among other items, allowance for doubtful accounts, customer incentives, vendor rebates, inventories, goodwill and intangible assets, income taxes, and contingencies. The estimates of fair value of assets and liabilities and the disclosure of contingent assets and liabilities as of the balance sheet date and reported amounts of revenue and expenses for the periods are based on assumptions that we believe to be reasonable. | |
Revenue Recognition | |
We sell products we source from vendors to our customers through either a “buy/sell” transaction or an agency relationship with our vendors. In a “buy/sell” transaction, we purchase or take inventory of products from the vendor. When a customer places an order with us, we pick, pack, ship and invoice the customer for the order. We recognize revenue from “buy/sell” transactions as product sales when the product is delivered to the customer. We accept product returns from our customers. We estimate returns based on historical experience and recognize these estimated returns as a reduction of product sales. Product returns have historically not been significant to our financial statements. We record revenues net of sales tax. In an agency relationship, we generally do not purchase and take inventory of products from vendors. We receive an order from a customer, then transmit the order to the vendor, who picks, packs and ships the order to the customer. In some cases, the vendor invoices and collects payment from the customer, while in other cases we invoice and collect payment from the customer on behalf of the vendor. We receive a commission payment for soliciting the order from the customer and for providing other customer service activities. Commissions are recognized when the services upon which the commissions are based are complete. Gross billings from agency contracts were $73,050 and $67,514 for the three months ended December 31, 2014 and 2013, respectively, and generated commission revenue of $4,353 and $3,818, respectively. | |
Customer incentives are accrued based on the terms of the contracts with each customer. These incentive programs provide that the customer receive an incentive based on their product purchases or attainment of performance goals. Incentives are estimated based on the specific terms in each agreement, historical experience and product growth rates. Incentives are recognized as a reduction to product sales. | |
Cost of Product Sales and Vendor Rebates | |
Cost of product sales consist of our inventory product cost, including shipping and delivery costs to and from our distribution centers. Vendor rebates are recorded based on the terms of the contracts or programs with each vendor. Many of our vendors’ rebate programs are based on a calendar year. We may receive quarterly, semi-annual or annual performance-based rebates from third-party vendors based upon attainment of certain sales and/or purchase goals. Sales rebates are classified in the accompanying condensed consolidated statements of income as a reduction to cost of product sales at the time the sales performance measures are achieved. Purchase rebates are measured against inventory purchases from the vendors and are classified as a reduction of inventory until the product is sold. When the inventory is sold and purchase measures are achieved, purchase rebates are recognized as a reduction to cost of product sales. | |
Historically, actual results have not significantly deviated from those determined using the estimates described above. We expect that our estimates in the future will continue to be reasonable as our rebates are based on specific vendor program goals and are principally recorded upon achievement of sales or purchase performance measures. Vendors may change or eliminate rebate programs from year to year. | |
Concentrations of Risk | |
Our financial instruments that are exposed to concentrations of credit risk consist primarily of our receivables. Our customers are geographically dispersed throughout the United States and United Kingdom. In the United Kingdom, we rely on a smaller number of relatively larger customers than does our business in the United States. Our customers in the United Kingdom accounted for an aggregate of 11.7% and 12.3% of our consolidated accounts receivable balance as of December 31, 2014 and September 30, 2014, respectively. We routinely assess the financial strength of our customers and review their credit history before extending credit. In addition, we establish an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. | |
Effect_Of_Recently_Issued_Acco
Effect Of Recently Issued Accounting Standards | 3 Months Ended |
Dec. 31, 2014 | |
Effect Of Recently Issued Accounting Standards [Abstract] | |
Effect Of Recently Issued Accounting Standards | NOTE 2 — EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS |
In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. This guidance is effective for our fiscal year and interim periods beginning October 1, 2017. We are currently evaluating the effect that adopting this new accounting guidance will have on our consolidated financial statements. | |
Business_Acquisition
Business Acquisition | 3 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Business Acquisitions [Abstract] | |||||||
Business Acquisitions | NOTE 3 — BUSINESS ACQUISITIONS | ||||||
On November 1, 2013, MWI Co. purchased substantially all of the assets of IVESCO Holdings, LLC (“IVESCO”) for a net purchase price of $79,633, after giving effect to post-closing adjustments. The cash purchase price was funded with borrowings by the Company under its existing Credit Agreement (as defined herein). IVESCO engaged in the distribution and sale of animal health and related products and service, logistics and technical support relating to such distribution and sale of animal health and related products. The intangible assets acquired in the acquisition include trade name and customer relationships. The intangible asset representing customer relationships acquired in the acquisition has an estimated useful life of 9 years. The amount recorded in goodwill is expected to be deductible for tax purposes over 15 years. The fair values assigned to the tangible and intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques | |||||||
On September 2, 2014, MWI Co. purchased all of the outstanding share capital of VetSpace Limited and certain of its affiliates (collectively, VetSpace) for a net purchase price of $25,013. This transaction is subject to a final post-closing working capital adjustment. The cash purchase price was funded with borrowings by the Company under its Credit Agreement. VetSpace is a provider of practice management software to veterinary practices, principally in the United Kingdom. The intangible assets acquired in the acquisition include trade name and customer relationships, which have useful lives ranging from 10 to 20 years. The amount recorded in goodwill will not be deductible for tax purposes. The fair values assigned to the tangible and intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques. | |||||||
The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of each acquisition. The fair values for VetSpace may be adjusted during the measurement period as defined in Accounting Standards Codification (“ASC”) 805. These purchase price allocations are based on a combination of valuations and analyses. | |||||||
VetSpace | IVESCO | ||||||
Cash | $ | 1,162 | $ | 1,387 | |||
Receivables | 1,721 | 77,245 | |||||
Inventories | 66 | 65,033 | |||||
Other current assets | 126 | 335 | |||||
Property and equipment | 2,983 | 4,813 | |||||
Other assets | 31 | 1,102 | |||||
Goodwill | 14,790 | 1,322 | |||||
Intangibles | 9,005 | 3,850 | |||||
Total assets acquired | 29,884 | 155,087 | |||||
Accounts payable | 989 | 73,875 | |||||
Accrued expenses | 3,882 | 1,579 | |||||
Total liabilities assumed | 4,871 | 75,454 | |||||
Net assets acquired | $ | 25,013 | $ | 79,633 | |||
Revenues and earnings of VetSpace that are included in our condensed consolidated statements of income during the quarter ended December 31, 2014 are not presented separately as they are not material. | |||||||
The following table presents information for IVESCO that is included in our condensed consolidated statements of income from the acquisition date of November 1, 2013 through the end of the quarter ended December 31, 2013. Due to the commencement of the integration of IVESCO, it is impracticable to separately present the revenues and earnings of IVESCO that are included in our consolidated statements of income for the quarter ended December 31, 2014. | |||||||
IVESCO’s operations included in MWI’s results | |||||||
Three months ended December 31, 2013 | |||||||
Revenues | $ | 75,101 | |||||
Net Income | $ | 430 | |||||
The following table presents supplemental pro forma information as if the acquisition of substantially all of the assets of IVESCO had occurred on October 1, 2013 for the three months ended December 31, 2013 (pro forma information is not presented for VetSpace as it is not material): | |||||||
Unaudited Pro Forma Consolidated Results | |||||||
Three Months Ended December 31, | |||||||
2013 | |||||||
Revenues | $ | 737,251 | |||||
Net Income | $ | 18,440 | |||||
Earnings per common share - diluted | $ | 1.45 | |||||
The unaudited pro forma consolidated results are not necessarily indicative of what our consolidated results of operations would have been had we completed the acquisition on October 1, 2013. Additionally, the unaudited pro forma consolidated results do not purport to project the future results of operations of the combined company. | |||||||
Receivables
Receivables | 3 Months Ended | |||||
Dec. 31, 2014 | ||||||
Receivables [Abstract] | ||||||
Receivables | NOTE 4 — RECEIVABLES | |||||
December 31, | September 30, | |||||
2014 | 2014 | |||||
Trade | $ | 333,434 | $ | 358,757 | ||
Vendor rebates and programs | 45,144 | 43,179 | ||||
378,578 | 401,936 | |||||
Allowance for doubtful accounts | -2,891 | -2,946 | ||||
$ | 375,687 | $ | 398,990 | |||
Property_and_Equipment
Property and Equipment | 3 Months Ended | |||||
Dec. 31, 2014 | ||||||
Property And Equipment [Abstract] | ||||||
Property And Equipment | NOTE 5 — PROPERTY AND EQUIPMENT | |||||
December 31, | September 30, | |||||
2014 | 2014 | |||||
Land | $ | 1,971 | $ | 2,023 | ||
Building and leasehold improvements | 16,866 | 17,351 | ||||
Machinery, furniture and equipment | 46,021 | 44,877 | ||||
Computer equipment | 17,562 | 17,374 | ||||
Construction in progress | 8,709 | 5,641 | ||||
91,129 | 87,266 | |||||
Accumulated depreciation | -37,982 | -37,116 | ||||
$ | 53,147 | $ | 50,150 | |||
Depreciation expense was $2,206 and $1,974 for the three months ended December 31, 2014 and 2013, respectively. | ||||||
Goodwill_and_Intangibles
Goodwill and Intangibles | 3 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Goodwill and Intangibles [Abstract] | ||||||||||||
Goodwill and Intangibles | NOTE 6 — GOODWILL AND INTANGIBLES | |||||||||||
The changes in the carrying value of goodwill are as follows: | ||||||||||||
Goodwill as of September 30, 2014 | $ | 86,881 | ||||||||||
Acquisition activity | - | |||||||||||
Foreign currency translation | -987 | |||||||||||
Goodwill as of December 31, 2014 | $ | 85,894 | ||||||||||
Balances of intangibles are as follows: | ||||||||||||
Estimated | ||||||||||||
Useful Lives | 31-Dec-14 | |||||||||||
Amortizing: | Cost | Accumulated Amortization | Net | |||||||||
Customer relationships | 9 - 20 years | $ | 44,605 | $ | -11,435 | $ | 33,170 | |||||
Covenants not to compete | 1 - 5 years | 372 | -177 | 195 | ||||||||
Technology | 11 years | 6,480 | -1,695 | 4,785 | ||||||||
Other | 2 - 10 years | 1,615 | -1,100 | 515 | ||||||||
53,072 | -14,407 | 38,665 | ||||||||||
Non-Amortizing: | ||||||||||||
Trade names and patents | 10,020 | - | 10,020 | |||||||||
$ | 63,092 | $ | -14,407 | $ | 48,685 | |||||||
Estimated | ||||||||||||
Useful Lives | 30-Sep-14 | |||||||||||
Amortizing: | Cost | Accumulated Amortization | Net | |||||||||
Customer relationships | 9 - 20 years | $ | 45,860 | $ | -10,899 | $ | 34,961 | |||||
Covenants not to compete | 1 - 5 years | 372 | -163 | 209 | ||||||||
Technology | 11 years | 5,830 | -1,546 | 4,284 | ||||||||
Other | 2 - 10 years | 1,627 | -1,072 | 555 | ||||||||
53,689 | -13,680 | 40,009 | ||||||||||
Non-Amortizing: | ||||||||||||
Trade names and patents | 10,084 | - | 10,084 | |||||||||
$ | 63,773 | $ | -13,680 | $ | 50,093 | |||||||
Amortization expense was $906 and $840 for the three months ended December 31, 2014 and 2013, respectively. | ||||||||||||
Estimated future annual amortization expense related to intangible assets as of December 31, 2014 is as follows: | ||||||||||||
Amount | ||||||||||||
Remainder of 2015 | $ | 2,534 | ||||||||||
2016 | 3,316 | |||||||||||
2017 | 3,239 | |||||||||||
2018 | 3,214 | |||||||||||
2019 | 3,043 | |||||||||||
Thereafter | 23,319 | |||||||||||
$ | 38,665 | |||||||||||
Debt
Debt | 3 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Debt [Abstract] | |||||||
Debt | NOTE 7 — DEBT | ||||||
The following table presents the outstanding debt and capital lease obligations as of December 31, 2014 and September 30, 2014: | |||||||
December 31, | September 30, | ||||||
2014 | 2014 | ||||||
Revolving credit facility, 1.50% interest as of December 31, 2014 | $ | 68,500 | $ | 78,200 | |||
Sterling revolving credit facility, 1.40% interest as of December 31, 2014 | 778 | - | |||||
Capital lease obligations | - | 1 | |||||
Total debt and capital lease obligations | 69,278 | 78,201 | |||||
Total debt and capital lease obligations included in current liabilities | $ | 69,278 | $ | 78,201 | |||
Revolving Credit Facility — MWI Co. as borrower, is party to an Amended and Restated Credit Agreement dated October 2, 2014 (the “Credit Agreement”), by and among MWI Co., MWI, and Memorial Pet Care, Inc. (“Memorial”) and Bank of America, N.A. and Wells Fargo Bank, N.A. as lenders (collectively, the “Lenders”). The Credit Agreement allows for an aggregate revolving commitment of the Lenders of $230,000 and includes a $45,000 sublimit for borrowings in alternative currencies. The Credit Agreement has a maturity date of October 2, 2019. Under the Credit Agreement, the margin on variable interest rate borrowings ranges from 0.95% to 1.50%. The commitment fee under the Credit Agreement ranges from 0.15% to 0.25% depending on the funded debt to EBITDA ratio. The variable interest rate on borrowings in dollars, euros or British pounds is equal to the Daily LIBOR Floating Rate or the LIBOR 1-month, 2-month, 3-month or 6-month fixed rate (at MWI Co.’s option) plus the margin. The Credit Agreement contains financial covenants, including an interest charge coverage ratio and a funded debt to EBITDA ratio. We were in compliance with all of the financial covenants as of December 31, 2014 and September 30, 2014. | |||||||
Sterling Revolving Credit Facility— On March 15, 2013, Centaur Services Limited (“Centaur”) entered into a First Amendment (the “Amendment”) to the unsecured revolving line of credit facility (the “Sterling Revolving Credit Facility”) dated November 5, 2010 with Wells Fargo Bank, N.A. London Branch. The Amendment increases the maximum loan amount of the Sterling Revolving Credit Facility to £20,000, an increase of £7,500, and extends the term of the facility to November 1, 2016. Interest is based on LIBOR for the applicable interest period plus an applicable margin of 0.95% to 1.50%, and the commitment fee ranges from 0.15% to 0.25%, depending on our funded debt to EBITDA ratio. The facility contains a financial covenant requiring Centaur to maintain a minimum tangible net worth of £5,000. As of December 31, 2014 and September 30, 2014, Centaur was in compliance with the covenant. | |||||||
Also on March 15, 2013, Centaur entered into an uncommitted overdraft facility (the “Overdraft Facility”) with Wells Fargo. The Overdraft Facility allows Centaur to borrow an additional £10,000 to fund short term normal trading cycle fluctuations. The Overdraft Facility will expire on November 1, 2016. Interest on the borrowing under the Overdraft Facility is the same as the terms under the Amendment. | |||||||
MWI Co. guarantees the obligations of Centaur under the Sterling Revolving Credit Facility and the Overdraft Facility. | |||||||
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 3 Months Ended | |||
Dec. 31, 2014 | ||||
Fair Value of Financial Instruments [Abstract] | ||||
Fair Value of Financial Instruments | NOTE 8 — FAIR VALUE OF FINANCIAL INSTRUMENTS | |||
Current fair value accounting guidance includes a hierarchy that is intended to increase consistency and comparability in fair value measurements and disclosures. This hierarchy prioritizes inputs to valuation techniques based on observable and unobservable data. The guidance categorizes these inputs used in measuring fair value into three levels which include the following: | ||||
· | Level 1 – observable inputs such as quoted prices in active markets; | |||
· | Level 2 – inputs, other than quoted prices, that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and | |||
· | Level 3 – unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | |||
As of December 31, 2014 and September 30, 2014, financial instruments include cash and cash equivalents, receivables and accounts payable, and the fair values approximate book values due to their short maturities. | ||||
Our revolving credit facilities in the United States and in the United Kingdom were amended in the recent past and are based on market conditions such as LIBOR. Because these credit facilities include interest rates based on current market conditions (Level 1 inputs), we believe that the estimated fair value of our debt approximated carrying value. | ||||
Common_Stock_and_StockBased_Aw
Common Stock and Stock-Based Awards | 3 Months Ended |
Dec. 31, 2014 | |
Common Stock and Stock-Based Awards [Abstract] | |
Common Stock and Stock-Based Awards | NOTE 9 — COMMON STOCK AND STOCK-BASED AWARDS |
We have a 2005 Stock-Based Award and Incentive Compensation Plan (the “2005 Plan”), under which we may offer shares of our common stock and grant options to purchase shares of our common stock to selected employees and non-employee directors. The purpose of the 2005 Plan is to promote our long-term financial success by attracting, retaining and rewarding eligible participants. As of December 31, 2014 and September 30, 2014, we had 758,104 and 757,588 shares, respectively, of our common stock available for issuance under the 2005 Plan. As of December 31, 2014, 11,727 options to purchase common stock were outstanding with a weighted average exercise price of $17.50 per share and expiring through September 2015. | |
The 2005 Plan permits us to grant stock options (both incentive stock options and non‑qualified stock options), restricted and unrestricted stock and deferred stock. The compensation committee will determine the number and type of stock-based awards to each participant, the exercise price of each award, the duration of the award (not to exceed ten years), vesting provisions and all other terms and conditions of such award in individual award agreements. The 2005 Plan provides for the cancellation of all unvested awards upon termination of employment with us, unless determined otherwise by the compensation committee at the time awards are granted. | |
We did not grant common stock options during each of the three months ended December 31, 2014 and 2013. During the three months ended December 31, 2014 and 2013, we issued 450 and 3,750 shares, respectively, of restricted stock under the 2005 Plan. During the three months ended December 31, 2014 and 2013, we recognized $1,442 and $1,105 of compensation expense related to stock grants, respectively. | |
We also have an employee stock purchase plan (“ESPP”) that allows substantially all employees to purchase shares of our common stock at 95% of the fair market value on the date of purchase. The purchase date is the last trading date of the purchase periods, which begin in March, June, September and December. Employees accumulate amounts through payroll deductions during the purchase period of between 1% and 10% but no more than $20 annually. An employee is allowed to purchase a maximum of 200 shares per purchase period. During the three months ended December 31, 2014 and 2013, we issued 1,511 and 1,097 shares, respectively, of our common stock under the ESPP. | |
Income_Taxes
Income Taxes | 3 Months Ended |
Dec. 31, 2014 | |
Income Taxes [Abstract] | |
Income Taxes | NOTE 10 — INCOME TAXES |
Our effective tax rate for the three months ended December 31, 2014 and 2013 was 38.5% and 39.1%, respectively. The decrease was primarily attributable to a reduction in nondeductible expenses as well as an increase in pre-tax income both in the US and internationally. | |
With few exceptions, we are no longer subject to income tax examination for years before 2010 in the U.S. and significant state and local jurisdictions. We are no longer subject to income tax examination for years before 2012 in significant foreign jurisdictions. | |
Computation_of_Earnings_per_Sh
Computation of Earnings per Share | 3 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Computation Of Earnings Per Share [Abstract] | ||||||||||||
Computation Of Earnings Per Share | NOTE 11 — COMPUTATION OF EARNINGS PER SHARE (In thousands, except per share data) | |||||||||||
Three Months Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Basic | Diluted | Basic | Diluted | |||||||||
Net income | $ | 20,055 | $ | 20,055 | $ | 18,439 | $ | 18,439 | ||||
Weighted average common shares outstanding | 12,750 | 12,750 | 12,707 | 12,707 | ||||||||
Effect of dilutive securities | ||||||||||||
Stock options and restricted stock | 24 | 36 | ||||||||||
Weighted average diluted shares outstanding | 12,774 | 12,743 | ||||||||||
Earnings per share | $ | 1.57 | $ | 1.57 | $ | 1.45 | $ | 1.45 | ||||
Anti-dilutive shares excluded from calculation | - | - | ||||||||||
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 3 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Accumulated Other Comprehensive Income [Abstract] | |||||||
Comprehensive Income (Loss) Note [Text Block] | NOTE 12 — ACCUMULATED OTHER COMPREHENSIVE INCOME | ||||||
Changes in accumulated other comprehensive income, comprised entirely of foreign currency translation adjustments, consisted of the following: | |||||||
Three Months Ended December 31, | |||||||
2014 | 2013 | ||||||
Balance, beginning of period | $ | 1,307 | $ | 1,918 | |||
Foreign currency translation (loss) gain in | |||||||
other comprehensive income | -4,236 | 1,386 | |||||
Balance, end of period | $ | -2,929 | $ | 3,304 | |||
Related_Parties
Related Parties | 3 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 13 — RELATED PARTIES |
MWI Co. holds a 50.0% membership interest in Feeders’ Advantage LLC (“Feeders’ Advantage”). MWI Co. charged Feeders’ Advantage for certain operating and administrative services in the amounts of $342 and $326 for the three months ended December 31, 2014 and 2013, respectively. Sales of products to Feeders’ Advantage were $21,256 and $20,700 for the three months ended December 31, 2014 and 2013, respectively, which represented 3% of total product sales for each of the three-month periods. | |
MWI Co. allows Feeders’ Advantage to use its cash management system to finance its day-to-day operations. At any given time, the outstanding position used in the cash management system may be a receivable or payable depending on the cash activity. A receivable balance bears interest at the prime rate. The interest due on the outstanding receivable is calculated and charged to Feeders’ Advantage on the last day of each month. Conversely, to the extent MWI Co. has a payable balance due to Feeders’ Advantage, the payable balance accrues interest in favor of Feeders’ Advantage at the average federal funds rates in effect for that month. MWI Co. had a payable balance to Feeders’ Advantage of $2,368 and $1,495 as of December 31, 2014 and September 30, 2014, respectively. | |
Statements_of_Cash_flows_Suppl
Statements of Cash flows - Supplemental and Non-Cash Disclosures | 3 Months Ended | |||||
Dec. 31, 2014 | ||||||
Statements of Cash Flows — Supplemental and Noncash Disclosures [Abstract] | ||||||
Statements of Cash Flows — Supplemental and Noncash Disclosures | NOTE 14 — STATEMENTS OF CASH FLOWS – SUPPLEMENTAL AND NON-CASH DISCLOSURES | |||||
Three Months Ended December 31, | ||||||
2014 | 2013 | |||||
Supplemental Disclosures | ||||||
Cash paid for interest | $ | 224 | $ | 212 | ||
Cash paid for income taxes | 558 | 704 | ||||
Non-cash Activities | ||||||
Property and equipment acquisitions financed with accounts payable | 672 | 459 | ||||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | NOTE 15 — COMMITMENTS AND CONTINGENCIES |
From time to time, in the normal course of business, we may become a party to legal proceedings that may have an adverse effect on our financial position, results of operations and cash flow. Except as set forth below, at December 31, 2014, we were not a party to any material pending legal proceedings and were not aware of any claims that individually or in the aggregate could have a material adverse effect on our financial position, results of operations or cash flows. | |
On July 30, 2014, Ealena Callender, a purported stockholder of the Company, brought a derivative lawsuit in the Court of Chancery of the State of Delaware against the Company as nominal defendant and against each of the Company’s directors, as well as a former director, as defendants, alleging breach of fiduciary duty and unjust enrichment relating to the Company’s non-employee director stock grants made between 2012 and 2014. The complaint alleges that the directors breached their fiduciary duties by issuing stock grants that were inconsistent with the terms of the Company’s Amended and Restated 2005 Stock-Based Incentive Compensation Plan. The complaint seeks rescission of a total of 16,505 shares of common stock issued to the directors as well as damages plus pre-judgment and post-judgment interest. The Company believes that the allegations in the complaint are without merit. | |
Subsequent_Event
Subsequent Event | 3 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Event | NOTE 16 — SUBSEQUENT EVENT |
On January 11, 2015, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with AmerisourceBergen Corporation, a Delaware corporation (“AmerisourceBergen”), and Roscoe Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of AmerisourceBergen (“Merger Sub” or “Purchaser”). | |
Pursuant to the Merger Agreement, and upon the terms and subject to the conditions described therein, Merger Sub commenced a cash tender offer (the “Offer”), on January 26, 2015, for all of the Company’s outstanding shares of common stock, par value $0.01 per share (the “Shares”), at a purchase price of $190.00 per Share, net to the seller in cash, without interest, less any applicable withholding taxes. The Offer is initially scheduled to expire at 11:59 p.m., New York City time, on February 23, 2015, subject to extension in certain circumstances as required or permitted by the Merger Agreement, the SEC or applicable law. | |
The obligation of Merger Sub to consummate the Offer is subject to the condition that there be validly tendered into the Offer, and not validly withdrawn prior to the expiration of the Offer, a number of Shares (excluding Shares tendered pursuant to guaranteed delivery procedures that have not yet been delivered in settlement or satisfaction of such guarantee) that, together with the Shares owned by AmerisourceBergen and Purchaser (if any), represents at least a majority of the total number of then outstanding Shares determined on a fully-diluted basis as of the expiration of the Offer. The consummation of the Offer is also subject to the satisfaction of other customary closing conditions, including the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The consummation of the Offer is not subject to any financing condition. | |
As soon as practicable following the completion of the Offer and subject to the satisfaction or waiver of the remaining conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”), with the Company continuing as the surviving corporation and a wholly-owned subsidiary of AmerisourceBergen, pursuant to Section 251(h) of the Delaware General Corporation Law (the “DGCL”), with no stockholder vote required to consummate the Merger. | |
On February 3, 2015, Winners Circle Investment Club filed a purported stockholder class action against the Company, AmerisourceBergen, Purchaser and the Company’s Board in the Court of Chancery of the State of Delaware. The case is captioned Winners Circle Investment Club v. MWI Veterinary Supply, Inc. et al., No. 10608. Winners Circle Investment Club’s lawsuit alleges that the Company’s Board breached its fiduciary duties in evaluating, negotiating, and approving the transactions contemplated by the Merger Agreement and by causing the dissemination of purportedly materially misleading information about such transactions. Winners Circle Investment Club also alleges that the Company, AmerisourceBergen and Purchaser aided and abetted those breaches of fiduciary duties. Winners Circle Investment Club seeks to enjoin or rescind such transactions and requests attorneys’ fees and damages in an unspecified amount. The defendants believe these claims are without merit. | |
Business_Acquisitions_Tables
Business Acquisitions (Tables) | 3 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Business Acquisitions [Abstract] | |||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | |||||||
VetSpace | IVESCO | ||||||
Cash | $ | 1,162 | $ | 1,387 | |||
Receivables | 1,721 | 77,245 | |||||
Inventories | 66 | 65,033 | |||||
Other current assets | 126 | 335 | |||||
Property and equipment | 2,983 | 4,813 | |||||
Other assets | 31 | 1,102 | |||||
Goodwill | 14,790 | 1,322 | |||||
Intangibles | 9,005 | 3,850 | |||||
Total assets acquired | 29,884 | 155,087 | |||||
Accounts payable | 989 | 73,875 | |||||
Accrued expenses | 3,882 | 1,579 | |||||
Total liabilities assumed | 4,871 | 75,454 | |||||
Net assets acquired | $ | 25,013 | $ | 79,633 | |||
Information Included in Statements of Income | |||||||
IVESCO’s operations included in MWI’s results | |||||||
Three months ended December 31, 2013 | |||||||
Revenues | $ | 75,101 | |||||
Net Income | $ | 430 | |||||
Business Acquisition Pro Forma Information | |||||||
Unaudited Pro Forma Consolidated Results | |||||||
Three Months Ended December 31, | |||||||
2013 | |||||||
Revenues | $ | 737,251 | |||||
Net Income | $ | 18,440 | |||||
Earnings per common share - diluted | $ | 1.45 | |||||
Receivables_Table
Receivables (Table) | 3 Months Ended | |||||
Dec. 31, 2014 | ||||||
Receivables [Abstract] | ||||||
Schedule Of Accounts Receivable | ||||||
December 31, | September 30, | |||||
2014 | 2014 | |||||
Trade | $ | 333,434 | $ | 358,757 | ||
Vendor rebates and programs | 45,144 | 43,179 | ||||
378,578 | 401,936 | |||||
Allowance for doubtful accounts | -2,891 | -2,946 | ||||
$ | 375,687 | $ | 398,990 | |||
Property_and_Equipment_Table
Property and Equipment (Table) | 3 Months Ended | |||||
Dec. 31, 2014 | ||||||
Property And Equipment [Abstract] | ||||||
Property And Equipment | ||||||
December 31, | September 30, | |||||
2014 | 2014 | |||||
Land | $ | 1,971 | $ | 2,023 | ||
Building and leasehold improvements | 16,866 | 17,351 | ||||
Machinery, furniture and equipment | 46,021 | 44,877 | ||||
Computer equipment | 17,562 | 17,374 | ||||
Construction in progress | 8,709 | 5,641 | ||||
91,129 | 87,266 | |||||
Accumulated depreciation | -37,982 | -37,116 | ||||
$ | 53,147 | $ | 50,150 | |||
Goodwill_and_Intangibles_Table
Goodwill and Intangibles (Tables) | 3 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Goodwill and Intangibles [Abstract] | ||||||||||||
Changes in the Carrying Value of Goodwill | ||||||||||||
Goodwill as of September 30, 2014 | $ | 86,881 | ||||||||||
Acquisition activity | - | |||||||||||
Foreign currency translation | -987 | |||||||||||
Goodwill as of December 31, 2014 | $ | 85,894 | ||||||||||
Schedule of Intangible Assets | ||||||||||||
Estimated | ||||||||||||
Useful Lives | 31-Dec-14 | |||||||||||
Amortizing: | Cost | Accumulated Amortization | Net | |||||||||
Customer relationships | 9 - 20 years | $ | 44,605 | $ | -11,435 | $ | 33,170 | |||||
Covenants not to compete | 1 - 5 years | 372 | -177 | 195 | ||||||||
Technology | 11 years | 6,480 | -1,695 | 4,785 | ||||||||
Other | 2 - 10 years | 1,615 | -1,100 | 515 | ||||||||
53,072 | -14,407 | 38,665 | ||||||||||
Non-Amortizing: | ||||||||||||
Trade names and patents | 10,020 | - | 10,020 | |||||||||
$ | 63,092 | $ | -14,407 | $ | 48,685 | |||||||
Estimated | ||||||||||||
Useful Lives | 30-Sep-14 | |||||||||||
Amortizing: | Cost | Accumulated Amortization | Net | |||||||||
Customer relationships | 9 - 20 years | $ | 45,860 | $ | -10,899 | $ | 34,961 | |||||
Covenants not to compete | 1 - 5 years | 372 | -163 | 209 | ||||||||
Technology | 11 years | 5,830 | -1,546 | 4,284 | ||||||||
Other | 2 - 10 years | 1,627 | -1,072 | 555 | ||||||||
53,689 | -13,680 | 40,009 | ||||||||||
Non-Amortizing: | ||||||||||||
Trade names and patents | 10,084 | - | 10,084 | |||||||||
$ | 63,773 | $ | -13,680 | $ | 50,093 | |||||||
Schedule of Expected Amortization Expense | ||||||||||||
Amount | ||||||||||||
Remainder of 2015 | $ | 2,534 | ||||||||||
2016 | 3,316 | |||||||||||
2017 | 3,239 | |||||||||||
2018 | 3,214 | |||||||||||
2019 | 3,043 | |||||||||||
Thereafter | 23,319 | |||||||||||
$ | 38,665 | |||||||||||
Debt_Table
Debt (Table) | 3 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Debt [Abstract] | |||||||
Schedule of Debt | |||||||
December 31, | September 30, | ||||||
2014 | 2014 | ||||||
Revolving credit facility, 1.50% interest as of December 31, 2014 | $ | 68,500 | $ | 78,200 | |||
Sterling revolving credit facility, 1.40% interest as of December 31, 2014 | 778 | - | |||||
Capital lease obligations | - | 1 | |||||
Total debt and capital lease obligations | 69,278 | 78,201 | |||||
Total debt and capital lease obligations included in current liabilities | $ | 69,278 | $ | 78,201 | |||
Recovered_Sheet1
Computation Of Earnings Per Share (Table) | 3 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Computation Of Earnings Per Share [Abstract] | ||||||||||||
Computation Of Earnings Per Common Share | ||||||||||||
Three Months Ended December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Basic | Diluted | Basic | Diluted | |||||||||
Net income | $ | 20,055 | $ | 20,055 | $ | 18,439 | $ | 18,439 | ||||
Weighted average common shares outstanding | 12,750 | 12,750 | 12,707 | 12,707 | ||||||||
Effect of dilutive securities | ||||||||||||
Stock options and restricted stock | 24 | 36 | ||||||||||
Weighted average diluted shares outstanding | 12,774 | 12,743 | ||||||||||
Earnings per share | $ | 1.57 | $ | 1.57 | $ | 1.45 | $ | 1.45 | ||||
Anti-dilutive shares excluded from calculation | - | - | ||||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Table) | 3 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Accumulated Other Comprehensive Income [Abstract] | |||||||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | |||||||
Three Months Ended December 31, | |||||||
2014 | 2013 | ||||||
Balance, beginning of period | $ | 1,307 | $ | 1,918 | |||
Foreign currency translation (loss) gain in | |||||||
other comprehensive income | -4,236 | 1,386 | |||||
Balance, end of period | $ | -2,929 | $ | 3,304 | |||
Recovered_Sheet2
Statements of Cash Flows - Supplemental and Noncash Disclosures (Table) | 3 Months Ended | |||||
Dec. 31, 2014 | ||||||
Statements of Cash Flows — Supplemental and Noncash Disclosures [Abstract] | ||||||
Schedule Of Supplemental and Noncash Disclosures | ||||||
Three Months Ended December 31, | ||||||
2014 | 2013 | |||||
Supplemental Disclosures | ||||||
Cash paid for interest | $ | 224 | $ | 212 | ||
Cash paid for income taxes | 558 | 704 | ||||
Non-cash Activities | ||||||
Property and equipment acquisitions financed with accounts payable | 672 | 459 | ||||
General_Revenue_Recognition_De
General (Revenue Recognition) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Summary of Significant Accounting Policies [Abstract] | ||
Gross Billings From Agency Contracts | $73,050 | $67,514 |
Commission Revenue | 4,353 | 3,818 |
Commission Revenue | $4,353 | $3,818 |
General_Concentrations_of_Risk
General (Concentrations of Risk) (Details) (Accounts Receivable [Member], Geographic Concentration Risk [Member]) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2014 | Sep. 30, 2014 | |
Accounts Receivable [Member] | Geographic Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Customer Concentration Risk | 11.70% | 12.30% |
Acquisitions_Narrative_Details
Acquisitions (Narrative) (Details) (USD $) | 3 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 02, 2014 |
IVESCO Holdings, L.L.C. [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Date of Acquisition Agreement | 1-Nov-13 | ||
Business Acquisition, Cost of Acquired Entity, Purchase Price | $79,633 | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 years | ||
Business Acquisition, Goodwill, Expected Tax Deductible, Period | 15 years | ||
VetSpace Limited [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Date of Acquisition Agreement | 2-Sep-14 | ||
Business Acquisition, Cost of Acquired Entity, Purchase Price | $25,013 | ||
Minimum [Member] | VetSpace Limited [Member] | |||
Business Acquisition [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | ||
Maximum [Member] | VetSpace Limited [Member] | |||
Business Acquisition [Line Items] | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years |
Acquisitions_Schedule_of_Recog
Acquisitions (Schedule of Recognized Identified Assets Acquired and Liabilities Assumed) (Details) (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Business Acquisition [Line Items] | ||
Goodwill | $85,894 | $86,881 |
Prescription Containers, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Cash | 1,387 | |
Receivables | 77,245 | |
Inventories | 65,033 | |
Other current assets | 335 | |
Property and equipment | 4,813 | |
Investments | 1,102 | |
Goodwill | 1,322 | |
Intangibles | 3,850 | |
Total assets acquired | 155,087 | |
Accounts payable | 73,875 | |
Accrued expenses | 1,579 | |
Total liabilities assumed | 75,454 | |
Net assets acquired | 79,633 | |
IVESCO Holdings, L.L.C. [Member] | ||
Business Acquisition [Line Items] | ||
Cash | 1,162 | |
Receivables | 1,721 | |
Inventories | 66 | |
Other current assets | 126 | |
Property and equipment | 2,983 | |
Investments | 31 | |
Goodwill | 14,790 | |
Intangibles | 9,005 | |
Total assets acquired | 29,884 | |
Accounts payable | 989 | |
Accrued expenses | 3,882 | |
Total liabilities assumed | 4,871 | |
Net assets acquired | $25,013 |
Acquisitions_Information_Inclu
Acquisitions (Information Included in Statements of Income) (Details) (USD $) | 2 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Business Acquisitions [Abstract] | |
Business Acquisition, Revenue | $75,101 |
Business Acquisition, Net Income (Loss) | $430 |
Acquisitions_Business_Acquisit
Acquisitions (Business Acquisition Pro Forma Information) (Details) (USD $) | 3 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 |
Business Acquisitions [Abstract] | |
Business Acquisition, Pro Forma Revenue | $737,251 |
Business Acquisition, Pro Forma Net Income (Loss) | $18,440 |
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $1.45 |
Receivables_Details
Receivables (Details) (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Receivables, gross | $378,578 | $401,936 |
Allowance for doubtful accounts | -2,891 | -2,946 |
Receivables, net | 375,687 | 398,990 |
Trade Accounts Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Receivables, gross | 333,434 | 358,757 |
Vendor Rebates and Programs [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Receivables, gross | $45,144 | $43,179 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $91,129 | $87,266 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | -37,982 | -37,116 |
Property, Plant and Equipment, Net | 53,147 | 50,150 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,971 | 2,023 |
Building and Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 16,866 | 17,351 |
Machinery, Furniture, and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 46,021 | 44,877 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 17,562 | 17,374 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $8,709 | $5,641 |
Property_and_Equipment_Narrati
Property and Equipment (Narrative) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Property And Equipment [Abstract] | ||
Depreciation | $2,206 | $1,974 |
Intangibles_Changes_in_the_Car
Intangibles (Changes in the Carrying Value of Goodwill) (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Goodwill and Intangibles [Abstract] | |
Goodwill, Beginning Balance | $86,881 |
Foreign exchange | -987 |
Goodwill, Ending Balance | $85,894 |
Intangibles_Schedule_Of_Intang
Intangibles (Schedule Of Intangible Assets) (Details) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 |
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $53,072 | $53,689 |
Accumulated Amortization | -14,407 | -13,680 |
Finite-Lived Intangible Assets, Net, Total | 38,665 | 40,009 |
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 10,020 | 10,084 |
Intangible Assets, Net | 48,685 | 50,093 |
Intangible Assets, Gross (Excluding Goodwill) | 63,092 | 63,773 |
Customer Relationships [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 44,605 | 45,860 |
Accumulated Amortization | -11,435 | -10,899 |
Finite-Lived Intangible Assets, Net, Total | 33,170 | 34,961 |
Noncompete Agreements [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 372 | 372 |
Accumulated Amortization | -177 | -163 |
Finite-Lived Intangible Assets, Net, Total | 195 | 209 |
Technology [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 6,480 | 5,830 |
Accumulated Amortization | -1,695 | -1,546 |
Finite-Lived Intangible Assets, Net, Total | 4,785 | 4,284 |
Finite-Lived Intangible Assets, Useful Life | 11 years | 11 years |
Other Intangible Assets [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 1,615 | 1,627 |
Accumulated Amortization | -1,100 | -1,072 |
Finite-Lived Intangible Assets, Net, Total | $515 | $555 |
Minimum [Member] | Customer Relationships [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 9 years | 9 years |
Minimum [Member] | Noncompete Agreements [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 1 year | 1 year |
Minimum [Member] | Other Intangible Assets [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 2 years | 2 years |
Maximum [Member] | Customer Relationships [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 20 years | 20 years |
Maximum [Member] | Noncompete Agreements [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 5 years | 5 years |
Maximum [Member] | Other Intangible Assets [Member] | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 10 years | 10 years |
Intangibles_Schedule_of_Expect
Intangibles (Schedule of Expected Amortization Expense) (Details) (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangibles [Abstract] | ||
Remainder of 2014 | $2,534 | |
Year Two (2016) | 3,316 | |
Year Three (2017) | 3,239 | |
Year Four (2018) | 3,214 | |
Year Five (2019) | 3,043 | |
Thereafter | 23,319 | |
Finite-Lived Intangible Assets, Net, Total | $38,665 | $40,009 |
Intangibles_Schedule_of_Expect1
Intangibles (Schedule of Expected Amortization Expense) (Narrative) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill and Intangibles [Abstract] | ||
Amortization of Intangible Assets | $906 | $840 |
Debt_Narrative_Details
Debt (Narrative) (Details) | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 |
GBP (£) | Bank Of America And Wells Fargo Facilities [Member] | Wells Fargo Facility [Member] | Wells Fargo Facility [Member] | Overdraft Facility [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |
USD ($) | GBP (£) | GBP (£) | GBP (£) | Bank Of America And Wells Fargo Facilities [Member] | Wells Fargo Facility [Member] | Bank Of America And Wells Fargo Facilities [Member] | Wells Fargo Facility [Member] | ||
Line of Credit Facility [Line Items] | |||||||||
Maximum Borrowing Capacity | £ 20,000,000 | $230,000,000 | £ 10,000,000 | ||||||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | 45,000,000 | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.95% | 0.95% | 1.50% | 1.50% | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.15% | 0.15% | 0.25% | 0.25% | |||||
Termination Date | 1-Nov-16 | ||||||||
Line of Credit Facility, Increase (Decrease) in Borrowing Capacity | 7,500,000 | ||||||||
Line of Credit Facility, Covenant Terms, Minimum Tangible Net Worth | £ 5,000,000 |
Debt_Schedule_of_Longterm_Debt
Debt (Schedule of Long-term Debt Instruments) (Details) (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Total debt and capital lease obligations | $69,278 | $78,201 |
Total debt and capital lease obligations included in current liabilities | 69,278 | 78,201 |
Domestic Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Total debt and capital lease obligations | 68,500 | 78,200 |
Foreign Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Total debt and capital lease obligations | 778 | |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Total debt and capital lease obligations | $1 |
Common_Stock_and_StockBased_Aw1
Common Stock and Stock-Based Awards (Narrative) (Details) (USD $) | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
Share-Based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of common stock available for issuance | 758,104 | 757,588 | |
Number Of Outstanding Options | 11,727 | ||
Weighted average exercise price, Outstanding at end of year | $17.50 | ||
Award expiration period | 10 years | ||
Stock option grants | 0 | 0 | |
Compensation Expense | $1,442 | $1,105 | |
Employee Stock Purchase Plan Discount Rate | 95.00% | ||
Employee Stock Purchase Plan Payroll Deduction Rate Minimum | 1.00% | ||
Employee Stock Purchase Plan Payroll Deduction Rate Maximum | 10.00% | ||
Employee Stock Purchase Plan Annual Limit | $20 | ||
Maximum shares per purchase period | 200 | ||
Restricted Stock [Member] | |||
Share-Based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued during the period | 450 | 3,750 | |
ESPP [Member] | |||
Share-Based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued during the period | 1,511 | 1,097 |
Common_Stock_and_StockBased_Aw2
Common Stock and Stock-Based Awards (Stock Options Activity) (Details) (USD $) | Dec. 31, 2014 |
Common Stock and Stock-Based Awards [Abstract] | |
Outstanding at beginning of year | 11,727 |
Outstanding at end of year | 11,727 |
Weighted average exercise price, Outstanding at beginning of year | $17.50 |
Weighted average exercise price, Outstanding at end of year | $17.50 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) | 3 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Contingency [Line Items] | ||
Effective Income Tax Rate, Continuing Operations | 38.50% | 39.10% |
Domestic Tax Authority [Member] | ||
Income Tax Contingency [Line Items] | ||
Open Tax Year | 2010 | |
Foreign Tax Authority [Member] | ||
Income Tax Contingency [Line Items] | ||
Open Tax Year | 2012 |
Computation_Of_Earnings_Per_Sh1
Computation Of Earnings Per Share (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Computation Of Earnings Per Share [Abstract] | ||
Net income | $20,055 | $18,439 |
Weighted Average Number of Shares Outstanding, Basic | 12,750 | 12,707 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 24 | 36 |
Weighted Average Number of Shares Outstanding, Diluted, Total | 12,774 | 12,743 |
Basic EPS | $1.57 | $1.45 |
Diluted EPS | $1.57 | $1.45 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Accumulated Other Comprehensive Income [Abstract] | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance | $1,307 | $1,918 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | -4,236 | 1,386 |
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance | ($2,929) | $3,304 |
Related_Parties_Details
Related Parties (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
Related Party Transaction [Line Items] | |||
Product sales to related party | $21,256 | $20,700 | |
Feeders Advantage [Member] | |||
Related Party Transaction [Line Items] | |||
Equity Method Investment Ownership Percentage | 50.00% | ||
Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | 342 | 326 | |
Product sales to related party | 21,256 | 20,700 | |
Due to Related Parties, Current | $2,368 | $1,495 | |
Sales Revenue, Net [Member] | Feeders Advantage [Member] | |||
Related Party Transaction [Line Items] | |||
Customer Concentration Risk | 3.00% | 3.00% |
Statements_of_Cash_Flows_Suppl1
Statements of Cash Flows - Supplemental and Noncash Disclosures (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Statements of Cash Flows — Supplemental and Noncash Disclosures [Abstract] | ||
Cash Paid For Interest | $224 | $212 |
Cash paid for income taxes | 558 | 704 |
Property and equipment acquisitions financed with accounts payable | $672 | $459 |
Subsequent_Event_Details
Subsequent Event (Details) (USD $) | 3 Months Ended | ||
Dec. 31, 2014 | Sep. 30, 2014 | Jan. 11, 2015 | |
Subsequent Event [Line Items] | |||
Common Stock Par Value | 0.01 | $0.01 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Subsequent Event, Date | 11-Jan-15 | ||
AmerisourceBergen Corporation [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Business Acquisition, Share Price | $190 |