Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Jun. 30, 2017 | Feb. 24, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Compass Diversified Holdings | ||
Entity Central Index Key | 1,345,126 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 59,900,000 | ||
Entity Public Float | $ 880,939 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 39,885 | $ 39,772 |
Accounts receivable, net | 215,108 | 181,191 |
Inventories | 246,928 | 212,984 |
Prepaid expenses and other current assets | 24,897 | 18,872 |
Total current assets | 526,818 | 452,819 |
Property, plant and equipment, net | 173,081 | 142,370 |
Equity Method Investments | 0 | 141,767 |
Goodwill | 531,689 | 491,637 |
Intangible assets, net | 580,517 | 539,211 |
Other non-current assets | 8,198 | 9,351 |
Total assets | 1,820,303 | 1,777,155 |
Current liabilities: | ||
Accounts payable | 84,538 | 61,512 |
Accrued expenses | 106,873 | 91,041 |
Due to related parties (refer to Note R) | 7,796 | 20,848 |
Current portion, long-term debt | 5,685 | 5,685 |
Other current liabilities | 7,301 | 23,435 |
Total current liabilities | 212,193 | 202,521 |
Deferred income taxes | 81,049 | 110,838 |
Long-term debt | 584,347 | 551,652 |
Other non-current liabilities | 16,715 | 17,600 |
Total liabilities | 894,304 | 882,611 |
Preferred Stock, Value, Issued | 96,417 | |
Stockholders’ equity | ||
Trust common shares, no par value, 500,000 authorized; 59,900 shares issued and outstanding at December 31, 2017 and December 31, 2016 | 924,680 | 924,680 |
Accumulated other comprehensive loss | (2,573) | (9,515) |
Accumulated earnings (deficit) | (145,316) | (58,760) |
Total stockholders’ equity attributable to Holdings | 873,208 | 856,405 |
Noncontrolling interest | 52,791 | 38,139 |
Total stockholders’ equity | 925,999 | 894,544 |
Total liabilities and stockholders’ equity | $ 1,820,303 | $ 1,777,155 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 3,608 | $ 3,608 |
Deferred debt issuance costs, accumulated amortization | $ 2,362 | $ 2,362 |
Trust shares, par value (in dollars per share) | ||
Trust shares, authorized (in shares) | 500,000,000 | 500,000,000 |
Trust shares, issued (in shares) | 59,900,000 | 54,300,000 |
Trust shares, outstanding (in shares) | 59,900,000 | 54,300,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Net revenues | $ 1,269,729 | $ 978,309 | $ 727,978 |
Cost of revenues | 822,020 | 651,739 | 487,242 |
Gross profit | 447,709 | 326,570 | 240,736 |
Operating expenses: | |||
Selling, general and administrative expense | 318,484 | 217,830 | 136,399 |
Management fees | 32,693 | 29,406 | 25,658 |
Amortization expense | 52,003 | 35,069 | 28,761 |
Loss on disposal of assets | 17,325 | 16,000 | 0 |
Loss on disposal of assets | 0 | 9,204 | 0 |
Operating income | 27,204 | 19,061 | 49,918 |
Other income (expense): | |||
Interest expense, net | (27,623) | (24,651) | (25,924) |
Gain on equity method investment | (5,620) | 74,490 | 4,533 |
Amortization of debt issuance costs | (4,002) | (2,763) | (2,212) |
Other expense, net | 2,634 | (2,919) | (2,323) |
Income from continuing operations before income taxes | (7,407) | 63,218 | 23,992 |
Provision for income taxes | (40,679) | 9,469 | 15,001 |
Income from continuing operations | 33,272 | 53,749 | 8,991 |
Income from discontinued operations, net of income tax | 0 | 473 | 6,981 |
Gain on sale of discontinued operations, net of income tax | 340 | 2,308 | 149,798 |
Net income | 33,612 | 56,530 | 165,770 |
Less: Income from continuing operations attributable to noncontrolling interest | 5,621 | 1,961 | 5,133 |
Less: Income (loss) from discontinued operations attributable to noncontrolling interest | 0 | (116) | (1,201) |
Net income (loss) attributable to Holdings | 27,991 | 54,685 | 161,838 |
Less: Distributions paid - Allocation Interests | 39,188 | 23,779 | 17,731 |
Less: Distributions paid - Preferred Shares | 2,457 | 0 | 0 |
Net income (loss) attributable to common shares of Holdings | (13,654) | 30,906 | 144,107 |
Amounts attributable to Holdings: | |||
Income from continuing operations | (13,994) | 28,009 | (13,873) |
Income from discontinued operations, net of income tax | 0 | 589 | 8,182 |
Gain on sale of discontinued operations, net of income tax | $ 340 | $ 2,308 | $ 149,798 |
Basic and fully diluted income (loss) per share attributable to Holdings (refer to Note N) | |||
Continuing operations (in dollars per share) | $ (0.45) | $ 0.46 | $ (0.30) |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | 0.01 | 0.05 | 2.91 |
Weighted average number of shares outstanding - basic and fully diluted | $ (0.44) | $ 0.51 | $ 2.61 |
Weighted average number of shares outstanding - basic and fully diluted | 59,900 | 54,591 | 54,300 |
Cash distribution declared per share (in dollars per share) | $ 1.44 | $ 1.44 | $ 1.44 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 33,612 | $ 56,530 | $ 165,770 |
Other comprehensive income (loss) | |||
Foreign currency translation adjustments | 6,533 | 615 | (7,733) |
Pension benefit liability, net | 409 | (326) | 471 |
Total comprehensive income, net of tax | 40,554 | 56,819 | 158,508 |
Less: Net income attributable to noncontrolling interests | 5,621 | 1,845 | 3,932 |
Less: Other comprehensive income (loss) attributable to noncontrolling interests | 1,223 | 516 | (1,624) |
Total comprehensive income attributable to Holdings, net of tax | $ 33,710 | $ 54,458 | $ 156,200 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Accumulated Deficit | Accumulated Other Comprehensive Loss | Stockholders’ Equity Attributable to Holdings | Non- Controlling Interest | Non-Controlling Interest of Disc. Ops. | CamelBak | CamelBakNon-Controlling Interest of Disc. Ops. | Manitoba Harvest | Manitoba HarvestNon- Controlling Interest | Liberty | LibertyAccumulated Deficit | LibertyStockholders’ Equity Attributable to Holdings | LibertyNon- Controlling Interest | Ergobaby | ErgobabyAccumulated Deficit | ErgobabyStockholders’ Equity Attributable to Holdings | ErgobabyNon- Controlling Interest | Tridien | TridienNon-Controlling Interest of Disc. Ops. | Crosman | CrosmanNon- Controlling Interest | Preferred StockAccumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2014 | 0 | |||||||||||||||||||||||
Beginning balance at Dec. 31, 2014 | $ 808,334 | $ 825,321 | $ (55,348) | $ (2,542) | $ 767,431 | $ 22,967 | $ 17,936 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||
Net income | 165,770 | 161,838 | 161,838 | 5,133 | (1,201) | |||||||||||||||||||
Total comprehensive income (loss), net | (7,262) | (7,262) | (7,262) | |||||||||||||||||||||
Effect of subsidiary stock option exercise | 500 | 500 | ||||||||||||||||||||||
Effect of deconsolidation of subsidiary (refer to Note F) | $ (16,385) | $ (16,385) | ||||||||||||||||||||||
Proceeds from noncontrolling interest holders | $ 14,449 | $ 14,449 | ||||||||||||||||||||||
Distribution to Allocation Interest holders (refer to Note N) | (17,731) | (17,731) | (17,731) | |||||||||||||||||||||
Option activity attributable to noncontrolling shareholders | 3,736 | 3,170 | 566 | |||||||||||||||||||||
Distributions paid | (78,192) | (78,192) | (78,192) | |||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2015 | 0 | |||||||||||||||||||||||
Ending balance at Dec. 31, 2015 | 873,219 | $ 825,321 | 10,567 | (9,804) | 826,084 | 46,219 | 916 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||
Net income | 56,530 | 54,685 | 54,685 | 1,961 | (116) | |||||||||||||||||||
Total comprehensive income (loss), net | 289 | 289 | 289 | |||||||||||||||||||||
Option activity attributable to noncontrolling shareholders | 4,382 | 4,381 | 1 | |||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | 99,359 | $ 99,359 | 99,359 | |||||||||||||||||||||
Issuance of Trust shares, net of offering costs (in shares) | 0 | |||||||||||||||||||||||
Effect of subsidiary stock option exercise | 4,918 | (578) | (578) | 5,496 | ||||||||||||||||||||
Effect of deconsolidation of subsidiary (refer to Note F) | $ (801) | $ (801) | ||||||||||||||||||||||
Proceeds from noncontrolling interest holders | 5,718 | 5,718 | $ 3,392 | |||||||||||||||||||||
Distribution to Allocation Interest holders (refer to Note N) | (23,779) | (23,779) | (23,779) | |||||||||||||||||||||
Distributions payable to Allocation Interest Holders (refer to Note N) | (13,354) | (13,354) | ||||||||||||||||||||||
Distributions paid | (78,192) | (78,192) | (78,192) | |||||||||||||||||||||
Distribution to noncontrolling interest holders | 8,201 | $ 4,809 | $ 4,809 | |||||||||||||||||||||
Repurchase of subsidiary shares - Ergo | $ (16,840) | $ (11,911) | $ (11,911) | (4,929) | ||||||||||||||||||||
Purchase of noncontrolling interest | $ (1,476) | $ (1,007) | $ (1,007) | $ (469) | ||||||||||||||||||||
Distributions to noncontrolling shareholders | $ (23,630) | $ (23,630) | ||||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2016 | 0 | |||||||||||||||||||||||
Ending balance at Dec. 31, 2016 | 894,544 | $ 924,680 | (58,760) | (9,515) | 856,405 | 38,139 | 0 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||
Net income | 33,612 | 27,991 | 27,991 | 5,621 | ||||||||||||||||||||
Total comprehensive income (loss), net | 6,942 | 6,942 | 6,942 | |||||||||||||||||||||
Option activity attributable to noncontrolling shareholders | 7,028 | 7,028 | ||||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | 96,417 | 96,417 | ||||||||||||||||||||||
Issuance of Trust shares, net of offering costs (in shares) | 96,417 | |||||||||||||||||||||||
Effect of subsidiary stock option exercise | 1,222 | 1,222 | ||||||||||||||||||||||
Proceeds from noncontrolling interest holders | (40) | (40) | $ 40 | $ 781 | $ 781 | |||||||||||||||||||
Distributions payable to Allocation Interest Holders (refer to Note N) | (25,834) | |||||||||||||||||||||||
Distributions paid | (86,256) | $ (2,457) | ||||||||||||||||||||||
Distribution to noncontrolling interest holders | $ 40 | |||||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2017 | 96,417 | |||||||||||||||||||||||
Ending balance at Dec. 31, 2017 | $ 925,999 | $ 924,680 | $ (145,316) | $ (2,573) | $ 873,208 | $ 52,791 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Cash flows from operating activities: | |||
Net income | $ 33,612 | $ 56,530 | $ 165,770 |
Income from discontinued operations | 0 | 473 | 6,981 |
Gain on sale of discontinued operations | (340) | (2,308) | (149,798) |
Net income from continuing operations | 33,272 | 53,749 | 8,991 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation expense | 33,041 | 26,853 | 21,231 |
Amortization expense | 77,010 | 58,752 | 31,844 |
Loss on disposal of assets | 17,325 | 16,000 | 0 |
Loss on disposal of assets | 0 | 9,204 | 0 |
Amortization of debt issuance costs and original issue discount | 5,007 | 3,565 | 2,883 |
Unrealized loss on interest rate swap | (648) | 1,539 | 5,662 |
Noncontrolling stockholder stock based compensation | 7,028 | 4,382 | 3,171 |
Gain on equity method investment | 5,620 | (74,490) | (4,533) |
Provision for Loan and Lease Losses | 3,964 | 448 | (69) |
Excess tax benefit from subsidiary stock options exercised | (417) | (1,163) | 0 |
Deferred taxes | (59,429) | (9,868) | (4,333) |
Other | 392 | 1,420 | 25 |
Changes in operating assets and liabilities, net of acquisitions: | |||
(Increase) decrease in accounts receivable | (17,581) | (15,596) | 13,243 |
(Increase) decrease in inventories | (28,247) | 2,893 | (1,810) |
Decrease in prepaid expenses and other current assets | (3,312) | 4,850 | 805 |
Increase (decrease) in accounts payable and accrued expenses | 8,746 | 25,148 | (8,108) |
Net cash provided by operating activities - continuing operations | 81,771 | 107,686 | 69,002 |
Net cash provided by operating activities - discontinued operations | 0 | 3,686 | 15,546 |
Net cash provided by operations | 81,771 | 111,372 | 84,548 |
Net cash provided by operating activities - discontinued operations | |||
Acquisitions, net of cash acquired | (164,950) | (536,175) | (130,292) |
Purchases of property and equipment | (44,767) | (23,969) | (15,661) |
Proceeds from the FOX stock offering | 136,147 | 182,470 | 0 |
Proceeds from sale of businesses | 340 | 11,249 | 385,510 |
Purchase of noncontrolling interest | 0 | (1,475) | 0 |
Payment of interest rate swap | (3,964) | (4,303) | (2,007) |
Other investing activities | (84) | (10) | (104) |
Net cash (used in) provided by investing activities - continuing operations | (77,278) | (372,213) | 237,446 |
Net cash provided by (used in) investing activities - discontinued operations | 0 | 9,192 | (3,566) |
Net cash (used in) provided by investing activities | (77,278) | (363,021) | 233,880 |
Cash flows from financing activities: | |||
Proceeds from the issuance of Trust common shares, net | 0 | 99,359 | 0 |
Proceeds from the issuance of Trust preferred shares, net | 96,417 | 0 | 0 |
Borrowings under credit facility | 260,500 | 671,298 | 197,000 |
Repayments under credit facility | (228,585) | (423,240) | (369,975) |
Distributions paid - common shares | (86,256) | (78,192) | (78,192) |
Less: Distributions paid - Preferred Shares | (2,457) | 0 | 0 |
Net proceeds provided by noncontrolling shareholders | 822 | 8,887 | 14,949 |
Distributions paid to noncontrolling shareholders - Allocation Interests | 0 | (23,630) | 0 |
Distributions paid to noncontrolling shareholders - Allocation Interests | 39,188 | 23,779 | 17,731 |
Repurchase of subsidiary stock | 0 | 15,407 | 0 |
Debt issuance costs | (2,899) | (5,986) | (440) |
Excess tax benefit on stock-based compensation | 417 | 1,163 | 0 |
Other | (1,359) | (1,747) | 32 |
Net cash provided by (used in) financing activities | (2,588) | 208,726 | (254,357) |
Foreign currency impact on cash | (1,792) | (3,174) | (1,905) |
Net increase (decrease) in cash and cash equivalents | 113 | (46,097) | 62,166 |
Cash and cash equivalents — beginning of period (1) | 39,772 | 85,869 | 23,703 |
Cash and cash equivalents — end of period | 39,885 | 39,772 | $ 85,869 |
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | 39,772 | 39,772 | |
Net Cash Provided by (Used in) Discontinued Operations | $ 600 | $ 1,800 |
Organization and Business Opera
Organization and Business Operations | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Operations | Organization and Business Operations Compass Diversified Holdings, a Delaware statutory trust (“the Trust”), was incorporated in Delaware on November 18, 2005. Compass Group Diversified Holdings, LLC, a Delaware limited liability Company (the “Company”), was also formed on November 18, 2005 with equity interests which were subsequently reclassified as the “Allocation Interests”. The Trust and the Company were formed to acquire and manage a group of small and middle-market businesses headquartered in North America. In accordance with the amended and restated Trust Agreement, dated as of April 25, 2006 (the “Trust Agreement”), the Trust is sole owner of 100% of the Trust Interests (as defined in the Company’s amended and restated operating agreement, dated as of April 25, 2006 (as amended and restated, the “LLC Agreement”)) of the Company and, pursuant to the LLC Agreement, the Company has, outstanding, the identical number of Trust Interests as the number of outstanding common shares of the Trust. Compass Group Diversified Holdings, LLC, a Delaware limited liability company is the operating entity with a board of directors and other corporate governance responsibilities, similar to that of a Delaware corporation. The Company is a controlling owner of nine businesses, or operating segments at December 31, 2017 . The segments are as follows: 5.11 Acquisition Corp. ("5.11" or "5.11 Tactical"), Crosman Corp. ("Crosman"), The Ergo Baby Carrier, Inc. (“Ergobaby”), Liberty Safe and Security Products, Inc. (“Liberty Safe” or “Liberty”), Fresh Hemp Foods Ltd. ("Manitoba Harvest" or "Manitoba"), Compass AC Holdings, Inc. (“ACI” or “Advanced Circuits”), AMT Acquisition Corporation (“Arnold”), Clean Earth Holdings, Inc. ("Clean Earth"), and Sterno Products, LLC (“Sterno”). The segments are referred to interchangeably as “businesses”, “operating segments” or “subsidiaries” throughout the financial statements. Refer to Note E - "Operating Segment Data" for further discussion of the operating segments. Compass Group Management LLC, a Delaware limited liability Company (“CGM” or the “Manager”), manages the day to day operations of the Company and oversees the management and operations of our businesses pursuant to a management services agreement (“MSA”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Accounting principles The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP). Basis of presentation The results of operations for the years ended December 31, 2017, 2016 and 2015 represent the results of operations of the Company’s acquired businesses from the date of their acquisition by the Company, and therefore are not indicative of the results to be expected for the full year. Principles of consolidation The consolidated financial statements include the accounts of the Trust and the Company, as well as the businesses acquired as of their respective acquisition date. All significant intercompany accounts and transactions have been eliminated in consolidation. Discontinued operating entities are reflected as discontinued operations in the Company’s results of operations and statements of financial position. The acquisition of businesses that the Company owns or controls more than a 50% share of the voting interest are accounted for under the acquisition method of accounting. The amount assigned to the identifiable assets acquired and the liabilities assumed is based on the estimated fair values as of the date of acquisition, with the remainder, if any, recorded as goodwill. Discontinued Operations The Company completed the sale of its majority owned subsidiary, Tridien Medical, Inc. ("Tridien") during the third quarter of 2016, the sale of its majority owned subsidiary CamelBak Products, LLC ("CamelBak") in the third quarter of 2015 and the sale of its majority owned subsidiary, American Furniture Manufacturing, Inc. ("AFM" or "American Furniture"), during the fourth quarter of 2015. The results of operations of Tridien are presented as discontinued operations in the consolidated statements of operations for the years ended December 31, 2016 and 2015. The results of operations of CamelBak and American Furniture are presented as discontinued operations in the consolidated statements of operations for the year ended December 31, 2015. Refer to " Note D - Discontinued Operations " for additional information. Unless otherwise indicated, the disclosures accompanying the consolidated financial statements reflect the Company's continuing operations. Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future. It is possible that in 2018 actual conditions could be better or worse than anticipated when the Company developed the estimates and assumptions, which could materially affect the results of operations and financial position in the future. Such changes could result in future impairment of goodwill, intangibles and long-lived assets, inventory obsolescence, establishment of valuation allowances on deferred tax assets and increased tax liabilities, among other things. Actual results could differ from those estimates. Profit Allocation Interests At the time of the Company's Initial Public Offering, the Company issued Allocation Interests governed by the LLC agreement that entitle the holders (the "Holders") to receive distributions pursuant to a profit allocation formula upon the occurrence of certain events. The Holders are entitled to receive and as such can elect to receive the positive contribution based profit allocation payment for each of the business acquisitions during the 30-day period following the fifth anniversary of the date upon which the Company acquired a controlling interest in that business (Holding Event) and upon the sale of that business (Sale Event). Payments of profit allocation to the Holders are accounted for as dividends declared on Allocation Interests and recorded in stockholders' equity once they are approved by our Board of Directors. Revenue recognition The Company records revenue for goods and services when persuasive evidence of an arrangement exists, delivery of the product or performance of services has occurred, and collectability of the fixed or determinable sales price is reasonably assured. Revenue is recognized upon shipment of product to the customer or performance of services for a customer, net of sales returns and allowances. Appropriate reserves are established for anticipated returns and allowances based on historical experience. Shipping and handling costs are charged to operations when incurred and are generally classified as a component of cost of sales. Taxes collected from customers and remitted to governmental authorities are presented on a net basis in the accompanying Consolidated Statements of Operations. Revenue is typically recorded at F.O.B. shipping point for our businesses. Revenue from the Company's Clean Earth business is recognized as services are rendered, generally when material is received at Clean Earth's facilities. Cash equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. At December 31, 2017 and 2016, the amount of cash and cash equivalents held by our subsidiaries in foreign bank accounts was $16.0 million and $16.7 million , respectively. Allowance for doubtful accounts The Company uses estimates to determine the amount of the allowance for doubtful accounts in order to reduce accounts receivable to their estimated net realizable value. The Company estimates the amount of the required allowance by reviewing the status of past-due receivables and analyzing historical bad debt trends. The Company’s estimate also includes analyzing existing economic conditions. When the Company becomes aware of circumstances that may impair a specific customer’s ability to meet its financial obligations subsequent to the original sale, the Company will record an allowance against amounts due, and thereby reduce the net receivable to the amount it reasonably believes will be collectible. Balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable. Inventories Inventories consist of raw materials, work-in-process, manufactured goods and purchased goods acquired for resale. Inventories are stated at the lower of cost or market, determined on the first-in, first-out method. Cost includes raw materials, direct labor, manufacturing overhead and indirect overhead. Market value is based on current replacement cost for raw materials and supplies and on net realizable value for finished goods. Property, plant and equipment Property, plant and equipment is recorded at cost. The cost of major additions or betterments is capitalized, while maintenance and repairs that do not improve or extend the useful lives of the related assets are expensed as incurred. Depreciation is provided principally on the straight-line method over estimated useful lives. Leasehold improvements are amortized over the life of the lease or the life of the improvement, whichever is shorter. The ranges of useful lives are as follows: Buildings and improvements 6 to 25 years Machinery and equipment 2 to 20 years Office furniture, computers and software 2 to 8 years Leasehold improvements Shorter of useful life or lease term Property, plant and equipment and other long-lived assets that have definitive lives are evaluated for impairment when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable (‘triggering event’). Upon the occurrence of a triggering event, the asset is reviewed to assess whether the estimated undiscounted cash flows expected from the use of the asset plus residual value from the ultimate disposal exceeds the carrying value of the asset. If the carrying value exceeds the estimated recoverable amounts, the asset is written down to its fair value. Fair value of financial instruments The carrying value of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short term nature. Term Debt with a carrying value of $556.5 million , net of original issue discount, at December 31, 2017 approximated fair value. The fair value is based on interest rates that are currently available to the Company for issuance of debt with similar terms and remaining maturities. If measured at fair value in the financial statements, the Term Debt would be classified as Level 2 in the fair value hierarchy. Business combinations The Company allocates the amount it pays for each acquisition to the assets acquired and liabilities assumed based on their fair values at the date of acquisition, including identifiable intangible assets which arise from a contractual or legal right or are separable from goodwill. The Company bases the fair value of identifiable intangible assets acquired in a business combination on detailed valuations that use information and assumptions provided by management, which consider management’s best estimates of inputs and assumptions that a market participant would use. The Company allocates any excess purchase price that exceeds the fair value of the net tangible and identifiable intangible assets acquired to goodwill. The use of alternative valuation assumptions, including estimated growth rates, cash flows, discount rates and estimated useful lives could result in different purchase price allocations and amortization expense in current and future periods. Transaction costs associated with these acquisitions are expensed as incurred through selling, general and administrative expense on the consolidated statement of operations. In those circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the contingent payments expected to be made as of the acquisition date. The Company re-measures this liability each reporting period and records changes in the fair value through operating income within the consolidated statements of operations. Goodwill Goodwill represents the excess of the purchase price over the fair value of the assets acquired and liabilities assumed. The Company is required to perform impairment reviews at each of its reporting units annually and more frequently in certain circumstances. In accordance with accounting guidelines, the Company is able to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the quantitative goodwill impairment test. In January 2017, the FASB issued new accounting guidance to simplify the accounting for goodwill impairment. The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, 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 Company adopted this guidance early, effective January 1, 2017, on a prospective basis, and applied the guidance as necessary to annual and interim goodwill testing performed subsequent to January 1, 2017. The first step of the process after the qualitative assessment fails is estimating the fair value of each of its reporting units based on a discounted cash flow (“DCF”) model using revenue and profit forecast and a market approach which compares peer data and earnings multiples. The Company then compares those estimated fair values with the carrying values, which include allocated goodwill. If the estimated fair value is less than the carrying value, then a goodwill impairment is recorded. The Company cannot predict the occurrence of certain future events that might adversely affect the implied value of goodwill and/or the fair value of intangible assets. Such events include, but are not limited to, strategic decisions made in response to economic and competitive conditions, the impact of the economic environment on its customer base, and material adverse effects in relationships with significant customers. The impact of over-estimating or under-estimating the implied fair value of goodwill at any of the reporting units could have a material effect on the results of operations and financial position. In addition, the value of the implied goodwill is subject to the volatility of the Company’s operations which may result in significant fluctuation in the value assigned at any point in time. Refer to " Note H - Goodwill and Intangible Assets " for the results of the annual impairment tests. Deferred debt issuance costs Deferred debt issuance costs represent the costs associated with the issuance of debt instruments and are amortized over the life of the related debt instrument. The Company adopted new guidance effective January 1, 2016 that requires debt issuance costs to be presented in the balance sheet as a deduction from the carrying value of the associated debt liability rather than as an asset. Product Warranty Costs The Company recognizes warranty costs based on an estimate of the amounts required to meet future warranty obligations. The Company accrues an estimated liability for exposure to warranty claims at the time of a product sale based on both current and historical claim trends and warranty costs incurred. Warranty reserves are included within "Accrued expenses" in the Company's consolidated balance sheets. Foreign currency Certain of the Company’s segments have operations outside the United States, and the local currency is typically the functional currency. The financial statements are translated into U.S. dollars using exchange rates in effect at year-end for assets and liabilities and average exchange rates during the year for results of operations. The resulting translation gain or loss is included in stockholders' equity as other comprehensive income or loss. In 2015, the Company acquired a Canadian subsidiary, Manitoba Harvest, and is exposed to transactional foreign currency gains and losses related to the issuance of intercompany loans in the Canadian dollar, the functional currency of Manitoba Harvest. Foreign currency transactional gains and losses are included in the results of operations and are generally classified as Other Income (Expense). Derivatives and hedging The Company utilizes interest rate swaps to manage risks related to interest rates on the term loan portion of their Credit Facility. The Company has not elected hedge accounting treatment for the existing interest rate derivatives entered into as part of the Credit Facility. Refer to " Note J - Debt " for more information on the Company’s Credit Facility. Noncontrolling interest Noncontrolling interest represents the portion of a majority-owned subsidiary’s net income that is owned by noncontrolling shareholders. Noncontrolling interest on the balance sheet represents the portion of equity in a consolidated subsidiary owned by noncontrolling shareholders. Income taxes On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the "Tax Act"). The Tax Act makes broad and complex changes to the U.S. tax code which may impact, positively or negatively, the Company and our portfolio companies for taxable years ended December 31, 2017 and thereafter. The impact of many provisions of the Tax Act are unclear and subject to interpretation pending further guidance from the Internal Revenue Service. The ultimate impact of the Tax Act on the Company and its portfolio companies is dependent on ongoing review and analysis. Among other important changes in the Tax Act, the tax rate on corporations was reduced from 35% to 21%; a limitation on the deduction of interest expense was enacted; certain tangible property acquired after September 27, 2017 will qualify for 100% expensing; gain from the sale of a partnership interest by a foreign person will be subject to U.S. tax to the extent that the partnership is engaged in a trade or business; a special deduction for qualified business income from pass-through entities was added; U.S. federal income taxes on foreign earnings was eliminated (subject to several important exceptions), and new provisions designed to tax currently global intangible low taxed income and a new base erosion anti-abuse tax were added. For taxable years beginning after December 31, 2017, a deduction for interest will generally be allowed for any entity only up to 30% of adjusted taxable income (determined without regard to interest income or expense) plus the amount of interest income. Only interest income and expense incurred in a trade or business is taken into account, i.e., investment interest income and deductions are ignored. For partnerships, the limitation is applied at the partnership level and then adjustments are made at the partner level to avoid double counting and to allow an owner to use any excess income in calculating the interest deduction at his or her level. It is not expected that the provision will limit the deduction of interest by the Company for 2018 but it may impact the deduction for certain of the portfolio companies. Although the Trust and the Company are treated as partnerships for U.S. federal income tax purposes, and therefore not subject to net income tax, for U.S. GAAP purposes, we consolidate the results of our businesses in which we own or control more than a 50% share of the voting interest. The Company has made a reasonable estimate of the effects of the Tax Act on its existing deferred tax balances and the one-time transition tax. The Company has substantially completed its accounting for the revaluation of its net U.S. federal deferred tax liabilities and recorded a tax benefit of approximately $34.7 million in the fourth quarter of 2017. The one-time transition tax under the Tax Act is based on earnings and profits ("E&P) that were previously deferred from U.S. income taxes. For the year ended December 31, 2017, the provision for income taxes includes provisional tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. The Company has not completed the calculation of the total E&P for these foreign subsidiaries and expects to refine its calculations as additional analysis is completed. In addition, the Company's estimates may be affected as additional regulatory guidance is issued with respect to the Tax Act. Any adjustments to the provisional amounts will be recognized as a component of the provision for income taxes in the period in which such adjustments are determined within the annual period following the enactment of the Tax Act. Deferred income taxes are calculated under the asset and liability method. Deferred income taxes are provided for the differences between the basis of assets and liabilities for financial reporting and income tax purposes at the enacted tax rates. A valuation allowance is established when necessary to reduce deferred tax assets to the amount that is expected to more likely than not be realized. Several of the Company’s majority owned subsidiaries have deferred tax assets recorded at December 31, 2017 which in total amount to approximately $38.9 million . This deferred tax asset is net of $5.9 million of valuation allowance primarily associated with net operating losses and foreign tax credits at Arnold and 5.11. These deferred tax assets are comprised primarily of reserves not currently deductible for tax purposes. The temporary differences that have resulted in the recording of these tax assets may be used to offset taxable income in future periods, reducing the amount of taxes required to be paid. Realization of the deferred tax assets is dependent on generating sufficient future taxable income at those subsidiaries with deferred tax assets. Based upon the expected future results of operations, the Company believes it is more likely than not that those subsidiaries with deferred tax assets will generate sufficient future taxable income to realize the benefit of existing temporary differences, although there can be no assurance of this. The impact of not realizing these deferred tax assets would result in an increase in income tax expense for such period when the determination was made that the assets are not realizable. Earnings per common share Basic and fully diluted earnings per Trust common share is computed using the two-class method which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share. The Company has granted Allocation Interests that contain participating rights to receive profit allocations upon the occurrence of a Holding Event or a Sale Event, and has issued preferred shares that have rights to distributions when, and if, declared by the Company's board of directors. The calculation of basic and fully diluted earnings per common share is computed by dividing income available to common share holders by the weighted average number of Trust common shares outstanding during the period. Earnings per common share reflects the effect of distributions that were declared and paid to the Holders and distributions that were paid on preferred shares during the period. The weighted average number of Trust common shares outstanding for fiscal year 2017 was computed based on 59,900,000 shares outstanding for the period from January 1st through December 31st. The weighted average number of Trust common shares outstanding for fiscal year 2016 was computed based on 54,300,000 shares outstanding for the period from January 1 st through December 13 th and 5,600,000 additional shares outstanding for the period from December 13 th through December 31 st . The weighted average number of Trust common shares outstanding for fiscal 2015 was computed based on 54,300,000 shares outstanding for the period from January 1 st through December 31 st . The Company did not have any stock option plans or any other potentially dilutive securities outstanding during the years ended December 31, 2017, 2016 and 2015. Advertising costs Advertising costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. Advertising costs were $17.8 million , $15.6 million and $11.8 million during the years ended December 31, 2017, 2016 and 2015, respectively. Research and development Research and development costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. The Company incurred research and development expense of $1.9 million , $1.7 million and $2.1 million during the years ended December 31, 2017, 2016 and 2015, respectively. Employee retirement plans The Company and many of its segments sponsor defined contribution retirement plans, such as 401(k) plans. Employee contributions to the plan are subject to regulatory limitations and the specific plan provisions. The Company and its segments may match these contributions up to levels specified in the plans and may make additional discretionary contributions as determined by management. The total employer contributions to these plans were $3.4 million , $2.2 million and $1.8 million for the years ended December 31, 2017, 2016 and 2015, respectively. The Company’s Arnold subsidiary maintains a defined benefit plan for certain of its employees which is more fully described in " Note M - Defined Benefit Plan ". Accounting guidelines require employers to recognize the overfunded or underfunded status of defined benefit pension and postretirement plans as assets or liabilities in their consolidated balance sheets and to recognize changes in that funded status in the year in which the changes occur as a component of comprehensive income. Seasonality Earnings of certain of the Company’s operating segments are seasonal in nature. Earnings from Liberty are typically lowest in the second quarter due to lower demand for safes at the onset of summer. Crosman typically has higher sales in the third and fourth quarter each year, reflecting the hunting and holiday seasons. Earnings from Clean Earth are typically lower during the winter months due to the limits on outdoor construction and development activity because of the colder weather in the Northeastern United States. Sterno typically has higher sales in the second and fourth quarter of each year, reflecting the outdoor summer and holiday seasons, respectively. Stock based compensation The Company does not have a stock based compensation plan; however, all of the Company’s subsidiaries maintain stock based compensation plans. During the years ended December 31, 2017, 2016 and 2015, $7.0 million , $4.4 million , and $3.2 million of stock based compensation expense was recorded to each expense category that included related salary expense in the consolidated statements of operations. As of December 31, 2017, the amount to be recorded for stock-based compensation expense in future years for unvested options is approximately $27.2 million . New Accounting Pronouncements Recently Adopted Accounting Pronouncements Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued new accounting guidance to simplify the accounting for goodwill impairment. The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, 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. All other goodwill impairment guidance remains largely unchanged. Entities will continue to have the option to perform a qualitative test to determine if a quantitative test is necessary. The guidance is effective for fiscal years and interim periods within those years, after December 31, 2019, with early adoption permitted for any goodwill impairment tests performed after January 1, 2017 and will be applied prospectively. The Company adopted this guidance early, effective January 1, 2017, on a prospective basis, and will apply the guidance as necessary to annual and interim goodwill testing performed subsequent to January 1, 2017. Simplifying the Measurement of Inventory In July 2015, the FASB issued an accounting standard update intended to simplify the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. The new guidance applies only to inventory that is determined by methods other than last-in-first-out and the retail inventory method. The guidance was effective for the Company as of January 1, 2017. Adoption of this new accounting guidance did not have a significant impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements Improving the Presentation of Net Periodic Pension Costs In March 2017, the FASB issued guidance that requires presentation of all components of net periodic pension and postretirement benefit costs, other than service costs, in an income statement line item outside of a subtotal of income from operations. The service cost component will continue to be presented in the same line items as other employee compensation costs. The new guidance is effective January 1, 2018 for the Company's Arnold business, which has a defined benefit plan covering substantially all of Arnold’s employees at its Lupfig, Switzerland location (refer to "Note M - Defined Benefit Plan" ). The guidance is required to be adopted retrospectively with respect to the income statement presentation requirement. See "Note M - Defined Benefit Plan" for the amount of each component of net periodic pension and postretirement benefit costs that Arnold has reported historically. These amounts of net periodic pension and postretirement benefit costs are not necessarily indicative of future amounts that may arise in years following implementation of the new accounting pronouncement. Classification of Certain Cash Receipts and Cash Payments In August 2016, the FASB issued an accounting standard update which updates the guidance as to how certain cash receipts and cash payments should be presented and classified within the statement of cash flows. The guidance eliminates the diversity in practice related to the classification of certain cash receipts and payments for debt prepayments or extinguishment costs, the maturing of zero coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims and distributions received from equity method investees. The amended guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early adoption permitted. The adoption of this guidance is not expected to have a significant impact on the Company's consolidated financial statements. Leases In February 2016, the FASB issued an accounting standard update related to the accounting for leases which will require an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. The standard update offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. For public companies, the new standard is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and requires modified retrospective adoption, with early adoption permitted. Accordingly, this standard is effective for the Company on January 1, 2019. The Company is currently assessing the impact of the new standard on our consolidated financial statements. Revenue from Contracts with Customers In May 2014, the FASB issued a comprehensive new revenue recognition standard. The new standard outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The standard is designed to create greater comparability for financial statement users across industries, jurisdictions and capital markets and also requires enhanced disclosures. The new standard will be effective for the Company beginning January 1, 2018. The FASB issued four subsequent standards in 2016 containing implementation guidance related to the new standard. These standards provide additional guidance related to principal versus agent considerations, licensing, and identifying performance obligations. Additionally, these standards provide narrow-scope improvements and practical expedients as well as technical corrections and improvements. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective method). The Company will be adopting the standard as of January 1, 2018, using the modified retrospective method applied to contracts which were not completed as of that date. We expect that the adoption of Topic 606 will not have a material impact to our consolidated financial statements, including the presentation of revenues in our Consolidated Statements of Operations. The impact to the Company’s future result |
Acquisition of Businesses
Acquisition of Businesses | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisition of Businesses | Acquisition of Businesses Acquisition of Crosman On June 2, 2017, CBCP Acquisition Corp. (the "Buyer"), a wholly owned subsidiary of the Company, entered into an equity purchase agreement pursuant to which it acquired all of the outstanding equity interests of Bullseye Acquisition Corporation, the indirect owner of the equity interests of Crosman Corp. ("Crosman"). Crosman is a designer, manufacturer and marketer of airguns, archery products, laser aiming devices and related accessories. Headquartered in Bloomfield, New York, Crosman serves over 425 customers worldwide, including mass merchants, sporting goods retailers, online channels and distributors serving smaller specialty stores and international markets. Its diversified product portfolio includes the widely known Crosman, Benjamin and CenterPoint brands. The Company made loans to, and purchased a 98.9% controlling interest in, Crosman. The purchase price, including proceeds from noncontrolling interests and net of transaction costs, was approximately $150.4 million . Crosman management invested in the transaction along with the Company, representing approximately 1.1% of the initial noncontrolling interest on a primary and fully diluted basis. The fair value of the noncontrolling interest was determined based on the enterprise value of the acquired entity multiplied by the ratio of the number of shares acquired by the minority holders to total shares. The transaction was accounted for as a business combination. CGM acted as an advisor to the Company in the acquisition and will continue to provide integration services during the first year of the Company's ownership of Crosman. CGM will receive integration service fees of $1.5 million payable quarterly over a twelve month period as services are rendered beginning in the quarter ended September 30, 2017. The Company incurred $1.5 million of transaction costs in conjunction with the Crosman acquisition, which was included in selling, general and administrative expense in the consolidated statements of income during the second quarter of 2017. The results of operations of Crosman have been included in the consolidated results of operations since the date of acquisition. Crosman's results of operations are reported as a separate operating segment as a branded consumer business. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. Preliminary Allocation Measurement Period Adjustments Final Purchase Allocation (in thousands) As of 6/2/17 As of 12/31/17 Assets: Cash $ 429 $ 781 $ 1,210 Accounts receivable (1) 16,751 — 16,751 Inventory 25,598 3,275 28,873 Property, plant and equipment 10,963 4,051 15,014 Intangible assets — 84,594 84,594 Goodwill 139,434 (90,675 ) 48,759 Other current and noncurrent assets 2,348 — 2,348 Total assets $ 195,523 $ 2,026 $ 197,549 Liabilities and noncontrolling interest: Current liabilities $ 15,502 $ 781 $ 16,283 Other liabilities 91,268 354 91,622 Deferred tax liabilities 27,286 1,229 28,515 Noncontrolling interest 694 — 694 Total liabilities and noncontrolling interest $ 134,750 $ 2,364 $ 137,114 Net assets acquired $ 60,773 (338 ) $ 60,435 Noncontrolling interest 694 — 694 Intercompany loans to business 90,742 — 90,742 $ 152,209 (338 ) $ 151,871 Acquisition Consideration Purchase price $ 151,800 $ — $ 151,800 Cash acquired 1,417 (207 ) 1,210 Working capital adjustment (1,008 ) (131 ) (1,139 ) Total purchase consideration $ 152,209 $ (338 ) $ 151,871 Less: Transaction costs 1,397 76 1,473 Purchase price, net $ 150,812 $ (414 ) $ 150,398 (1) Includes $18.0 million of gross contractual accounts receivable of which $1.2 million was not expected to be collected. The fair value of accounts receivable approximated net book value acquired. The allocation of the purchase price presented above is based on management's estimate of the fair values using valuation techniques including income, cost and market approaches. In estimating the fair value of the acquired assets and assumed liabilities, the fair value estimates are based on, but not limited to, expected future revenue and cash flows, expected future growth rates and estimated discount rates. Current and noncurrent assets and current and other liabilities are valued at historical carrying values, which approximates fair value. Property, plant and equipment is valued through a purchase price appraisal and will be depreciated on a straight-line basis over the respective remaining useful lives of the assets. The inventory was valued at fair value, resulting in a basis step-up of $3.3 million, which was charged to cost of goods sold over the inventory turns of the acquired entity. Goodwill is calculated as the excess of the consideration transferred over the fair value of the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce and non-contractual relationships, as well as expected future synergies. The goodwill of $48.8 million reflects the strategic fit of Crosman in the Company's branded consumer business and is not expected to be deductible for income tax purposes. The purchase accounting for Crosman was finalized during the fourth quarter of 2017. The intangible assets recorded related to the Crosman acquisition are as follows (in thousands): Intangible Assets Amount Estimated Useful Life Tradename $ 53,463 20 years Customer relationships 28,718 15 years Technology 2,413 15 years $ 84,594 The tradename was valued at $53.5 million using a multi-period excess earnings methodology. The customer relationships intangible asset was valued at $28.7 million using the distributor method, a variation of the multi-period excess earnings methodology, in which an asset is valuable to the extent it enables its owners to earn a return in excess of the required returns on the other assets utilized in the business. The technology was valued at $2.4 million using a relief from royalty method. Acquisition of 5.11 Tactical On August 31, 2016, 5.11 ABR Merger Corp. ("Merger Sub"), a wholly owned subsidiary of 5.11 ABR Corp. ("Parent"), which in turn is a wholly owned subsidiary of the Company, merged with and into 5.11 Tactical, with 5.11 Tactical as the surviving entity, pursuant to an agreement and plan of merger among Merger Sub, Parent, 5.11 Tactical, and TA Associates Management L.P. entered into on July 29, 2016. 5.11 Tactical is a leading provider of purpose-built tactical apparel and gear for law enforcement, firefighters, EMS, and military special operations as well as outdoor and adventure enthusiasts. 5.11 is a brand known for innovation and authenticity, and works directly with end users to create purpose-built apparel and gear designed to enhance the safety, accuracy, speed and performance of tactical professionals and enthusiasts worldwide. Headquartered in Irvine, California, 5.11 operates sales offices and distribution centers globally, and 5.11 products are widely distributed in uniform stores, military exchanges, outdoor retail stores, its own retail stores and on 511tactical.com. The Company made loans to, and purchased a 97.5% controlling interest in 5.11 ABR Corp. The purchase price, including proceeds from noncontrolling interest and net of transaction costs, was approximately $408.2 million after final settlement of the working capital in the fourth quarter of 2016. The Company funded its portion of the acquisition through an amendment to the 2014 Credit Facility that allowed for an increase in the 2014 Revolving Credit Facility and the 2016 Incremental Term Loan (refer to Note J - Debt ). 5.11 management invested in the transaction along with the Company, representing approximately 2.5% initial noncontrolling interest on a primary and fully diluted basis. The fair value of the noncontrolling interest was determined based on the enterprise value of the acquired entity multiplied by the ratio of the number of shares acquired by the minority holders to total shares. The transaction was accounted for as a business combination. CGM acted as an advisor to the Company in the acquisition and will continue to provide integration services during the first year of the Company's ownership of 5.11. CGM received integration service fees of $3.5 million payable quarterly over a twelve month period as services were rendered beginning in the quarter ended December 31, 2016. The results of operations of 5.11 have been included in the consolidated results of operations since the date of acquisition. 5.11's results of operations are reported as a separate operating segment. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. 5.11 Tactical (in thousands) Assets: Cash $ 12,581 Accounts receivable (1) 38,323 Inventory (2) 160,304 Property, plant and equipment (3) 22,723 Intangible assets 127,890 Goodwill 92,966 Other current and noncurrent assets 4,884 Total assets $ 459,671 Liabilities and noncontrolling interest: Current liabilities $ 38,229 Other liabilities 180,231 Deferred tax liabilities 10,163 Noncontrolling interest 5,568 Total liabilities and noncontrolling interest $ 234,191 Net assets acquired $ 225,480 Noncontrolling interest 5,568 Intercompany loans to business 179,237 $ 410,285 Acquisition Consideration Purchase price $ 400,000 Working capital adjustment (2,296 ) Cash 12,581 Total purchase consideration $ 410,285 Less: Transaction costs 2,063 Purchase price, net $ 408,222 (1) Includes $40.1 million of gross contractual accounts receivable of which $1.7 million was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $39.1 million in inventory basis step-up, which was charged to cost of goods sold over the inventory turns of the acquired entity. (3) Includes $7.6 million of property, plant and equipment basis step-up. The Company incurred $2.1 million of transaction costs in conjunction with the 5.11 acquisition, which was included in selling, general and administrative expense in the consolidated statements of operations in the year of acquisition. The allocation of the purchase price presented above is based upon management's estimate of the fair values using valuation techniques including income, cost and market approaches. In estimating the fair value of the acquired assets and assumed liabilities, the fair value estimates are based on, but not limited to, expected future revenue and cash flows, expected future growth rates and estimated discount rates. Current and noncurrent assets and current and other liabilities are estimated at their historical carrying values. Property, plant and equipment is valued through a purchase price appraisal and will be depreciated on a straight-line basis over the respective remaining useful lives. Goodwill is calculated as the excess of the consideration transferred over the fair value of the identifiable net assets and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce and non-contractual relationships, as well as expected future synergies. The goodwill of $93.0 million reflects the strategic fit of 5.11 in the Company's branded products business and is not expected to be deductible for income tax purposes. The purchase accounting for 5.11 was finalized during the fourth quarter of 2016, with the changes from the provisional purchase price allocation related to the settlement of working capital and the recording of a change in the deferred taxes related to a reduction of net operating loss carryforwards. The intangible assets recorded related to the 5.11 acquisition are as follows ( in thousands ): Intangible assets Amount Estimated Useful Life Trade name $ 48,665 15 years Customer relationships 75,218 15 years Technology 4,007 10 years $ 127,890 The customer relationships intangible asset was valued at $75.2 million using an excess earnings methodology, in which an asset is valuable to the extent it enables its owners to earn a return in excess of the required returns on and of the other assets utilized in the business. Customer relationships intangible asset was derived using a risk-adjusted discount rate. The tradename intangible asset and the design patent technology asset were valued using a royalty savings methodology, in which an asset is valuable to the extent that the ownership of the asset relieves the company from the obligation of paying royalties for the benefits generated by the asset. Unaudited pro forma information The following unaudited pro forma data for the years ended December 31, 2017 and 2016 gives effect to the acquisition of Crosman and 5.11 Tactical, as described above, as if the acquisitions had been completed as of January 1, 2016, and the sale of Tridien as if the disposition had been completed as of January 1, 2016. The pro forma data gives effect to historical operating results with adjustments to interest expense, amortization and depreciation expense, management fees and related tax effects. The information is provided for illustrative purposes only and is not necessarily indicative of the operating results that would have occurred if the transaction had been consummated on the date indicated, nor is it necessarily indicative of future operating results of the consolidated companies, and should not be construed as representing results for any future period. Year Ended December 31, (in thousands) 2017 2016 Net revenues $ 1,311,375 $ 1,282,509 Gross profit 458,613 440,095 Operating income 28,920 29,004 Net income from continuing operations 36,590 50,591 Net income from continuing operations attributable to Holdings 30,969 48,632 Basic and fully diluted net income (loss) per share attributable to Holdings (0.39 ) 0.40 Other acquisitions Ergobaby On May 11, 2016, the Company's Ergobaby subsidiary acquired all of the outstanding membership interests in New Baby Tula LLC ("Baby Tula"), a maker of premium baby carriers, toddler carriers, slings, blankets and wraps. The purchase price was $73.8 million , net of transaction costs, plus a potential earn-out of $8.2 million based on 2017 financial performance. Ergobaby paid $0.8 million in transaction costs in connection with the acquisition. Ergobaby funded the acquisition and payment of related transaction costs through the issuance of an additional $68.2 million in intercompany loans with the Company, and the issuance of $8.2 million in Ergobaby shares to the selling shareholders. The fair value of the Ergobaby shares issued to the selling shareholders was determined based on a model that multiplies the trailing twelve months earnings before interest, taxes, depreciation and amortization by an estimated enterprise value multiple to determine an estimated fair value. The fair value calculation assumes proceeds from the conversion of outstanding stock options, deducts the carrying value of debt at Ergobaby and estimated selling costs of the entity, and divides the resulting amount by the total number of outstanding shares, including converted stock options, to determine a per share value for the stock issued. The Company funded the additional intercompany loans used for the acquisition with available cash on the balance sheet and a draw on the 2014 Revolving Credit Facility. Ergobaby recorded a purchase price allocation of $13.2 million in goodwill, which is expected to be deductible for income tax purposes, $55.3 million in intangible assets comprised of $52.9 million in finite lived tradenames, $1.7 million in non-compete agreements; and $0.7 million in customer relationships, and $4.8 million in inventory step-up. The inventory step-up has been charged to cost of goods sold during the third and fourth quarters of 2016. In addition, the earn-out provision of the purchase price was allocated a fair value of $3.8 million . The remainder of the purchase consideration was allocated to net assets acquired. The Company finalized the purchase accounting for the Baby Tula acquisition during the fourth quarter of 2016. In the fourth quarter of 2017, Ergobaby determined that the earn-out related to the Baby Tula acquisition would not be paid out and reversed the fair value of the earn-out, recording the reversal in operating income. Clean Earth On June 1, 2016, the Company's Clean Earth subsidiary acquired certain of the assets and liabilities of EWS Alabama, Inc. ("EWS"). Clean Earth funded the acquisition and the related transaction costs through the issuance of additional intercompany debt with the Company. Based in Glencoe, Alabama, EWS provides a range of hazardous and non-hazardous waste management services from a fully permitted hazardous waste RCRA Part B facility. The Company funded the additional intercompany loans with Clean Earth through a draw on its 2014 Revolving Credit Facility. In connection with the acquisition, Clean Earth recorded a purchase price allocation of $3.6 million in goodwill and $12.1 million in intangible assets. The Company finalized the purchase price during the fourth quarter of 2016. On April 15, 2016, Clean Earth acquired certain assets of Phoenix Soil, LLC ("Phoenix Soil") and WIC, LLC (together with Phoenix Soil, the "Sellers"). Phoenix Soil is based in Plainville, CT and provides environmental services for nonhazardous contaminated soil materials with a primary focus on soil. Phoenix Soil recently completed its transition to a new 58,000 square foot thermal desorption facility owned by WIC, LLC. The acquisition increases Clean Earth's soil treatment capabilities and expand its geographic footprint into New England. Clean Earth financed the acquisition and payment of related transaction costs through the issuance of additional intercompany loans with the Company. The Company used cash on hand to fund the purchase price of Phoenix Soil. In connection with the acquisition, Clean Earth recorded a purchase price allocation of $3.2 million in goodwill and $5.6 million in intangible assets in the second quarter of 2016. The Company finalized the purchase price during the fourth quarter of 2016. Sterno On January 22, 2016, Sterno, a wholly owned subsidiary of the company, acquired all of the outstanding stock of Northern International, Inc. ("Sterno Home"), for a total purchase price of approximately $35.8 million ( C$50.6 million ), plus a potential earn-out opportunity payable over the next two years up to a maximum amount of $1.8 million (C $2.5 million ). The contingent consideration was fair valued at $1.5 million , based on probability weighted models of the achievement of certain performance based financial targets. Refer to Note I - "Fair Value Measurement " for a description of the valuation technique used to fair value the contingent consideration. Headquartered in Coquitlam, British Columbia, Canada, Sterno Home sells flameless candles and outdoor lighting products through the retail segment. Sterno financed the acquisition and payment of the related transaction costs through the issuance of an additional $37.0 million in intercompany loans with the Company. In connection with the acquisition, Sterno recorded a purchase price allocation of $6.0 million of goodwill, which is not expected to be deductible for income tax purposes, $12.7 million in intangible assets and $1.2 million in inventory step-up. In addition, the earn-out provision of the purchase price was allocated a fair value of $1.5 million . The remainder of the purchase consideration was allocated to net assets acquired. Sterno incurred $0.4 million in acquisition related costs in connection with the Sterno Home acquisition. |
Equity Method Investment
Equity Method Investment | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Equity Method Investment | Investment in FOX Fox Factory Holdings Corp. ("FOX"), a former majority owned subsidiary of the Company that is publicly traded on the NASDAQ Stock Market under the ticker "FOXF," is a designer, manufacturer and marketer of high-performance ride dynamic products used primarily for bicycles, side-by-side vehicles, on-road vehicles with off-road capabilities, off-road vehicles and trucks, all-terrain vehicles, snowmobiles, specialty vehicles and applications, and motorcycles. The Company held a 41% , ownership interest in FOX as of January 1, 2016, and a 14% ownership interest as of January 1, 2017. The investment in FOX was accounted for using the fair value option. In March 2016, FOX closed on a secondary public offering of 2,500,000 shares of FOX common shares held by the Company. Concurrently with the closing of the March Offering, FOX repurchased 500,000 shares of FOX common stock held by the Company. As a result of the sale of shares through the March Offering and the repurchase of shares by FOX, the Company sold a total of 3,000,000 shares of FOX common stock, with total net proceeds of approximately $47.7 million . Upon completion of the March Offering and repurchase of shares by FOX, the Company's ownership interest in FOX was reduced from approximately 41% to 33% . In August 2016, FOX closed on a secondary public offering of 4,025,000 shares held by certain FOX shareholders, including the Company. The Company sold a total of 3,500,000 shares of FOX common stock in the August Offering, for total net proceeds of $63.0 million . Upon completion of the August offering, the Company's ownership of FOX decreased from approximately 33% to approximately 23% . In November 2016, FOX closed on a secondary offering of 3,500,000 shares of FOX common stock held by the Company, for total net proceeds of $71.8 million . Upon completion of the August offering, our ownership of FOX decreased from approximately 23% to approximately 14% . In March 2017, FOX closed on a secondary public offering (the "March 2017 Offering") through which the Company sold their remaining 5,108,718 shares in FOX for total net proceeds of $136.1 million . Subsequent to the March 2017 Offering, the Company no longer holds an ownership interest in FOX. The sale of a portion of the Company's FOX shares in March 2016, August 2016, November 2016 and March 2017 qualified as a Sale Event under the Company's LLC Agreement. During the second quarter, the Company's board of directors declared a distribution to the Holders of the Allocation Interests of $8.6 million in connection with the sale of FOX shares in March 2016. The profit allocation payment was made during the quarter ended June 30, 2016. The Company's board of directors declared a distribution to the Holders of the Allocation Interests of $11.6 million in connection with the sale of FOX shares in August 2016. That payment was made, offset by negative profit allocation related to the Sale Event from the Tridien disposition, in the fourth quarter of 2016. The Company's board of directors declared a distribution to the Holders of the Allocation Interests of $13.4 million related to the November 2016 sale of FOX shares in the fourth quarter of 2016. The amount of the distribution was accrued at December 31, 2016 in the line Due to Related Party in the consolidated Balance Sheet, and paid in January 2017. The sale of FOX shares in March 2017 qualified as a Sale Event under the Company's LLC Agreement. In April 2017, with respect to the March 2017 Offering, the Company's board of directors approved and declared a profit allocation payment totaling $25.8 million that was paid in the second quarter of 2017. The following table reflects the year to date activity from our investment in FOX for 2017 and 2016: Year ended December 31, 2017 2016 Balance January 1st $ 141,767 $ 249,747 Proceeds from sale of FOX shares, net - March 2017 and 2016 (136,147 ) (47,685 ) Proceeds from sale of FOX shares, net - August 2016 — (63,000 ) Proceeds from sale of FOX shares, net - November 2016 — (71,785 ) Mark to market adjustment on investment (1) (5,620 ) 74,490 Balance December 31st $ — $ 141,767 (1) The mark-to-market adjustment is the result of the fair value changes of the FOX investment during the year. The 2017 mark-to-market adjustment represents the unrealized loss on the investment in FOX as of the date of the FOX secondary offering through which the Company sold our remaining shares in FOX. Arnold Joint Venture Arnold is a 50% partner in a China rare earth mine-to-magnet joint venture. Arnold accounts for its activity in the joint venture utilizing the equity method of accounting. Gains and losses from the joint venture were not material for the years ended December 31, 2017, 2016 and 2015. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations Sale of Tridien On September 21, 2016, the Company sold its majority owned subsidiary, Tridien, based on an enterprise value of $25 million . After the allocation of sale proceeds to non-controlling interest holders and the payment of transaction expenses, the Company received approximately $22.7 million in net proceeds related to its debt and equity interests in Tridien. The Company recognized a gain of $1.7 million in September 2016 as a result of the sale of Tridien. Approximately $1.6 million of the proceeds received by the Company from the sale of Tridien have been reserved as support for the Company's indemnification obligations for future claims against Tridien that the Company may be liable for under the terms of the Tridien sale agreement. Summarized operating results for Tridien for the previous years through the date of disposition were as follows (in thousands): (in thousands) For the period January 1, 2016 through disposition Year ended December 31, 2015 Net sales $ 45,951 $ 77,406 Gross profit 7,917 13,137 Operating income 437 (8,703 ) Income from continuing operations before income taxes 488 (8,696 ) Provision for income taxes 15 (27 ) Income from discontinued operations (1) $ 473 $ (8,669 ) (1) The results of operations for the period from January 1, 2016 through the date of disposition, and for the year ended December 31, 2015 exclude $1.1 million and $1.1 million , respectively, of intercompany interest expense. Sale of CamelBak On August 3, 2015, the Company sold its majority owned subsidiary, CamelBak, based on a total enterprise value of $412.5 million . The CamelBak purchase agreement contains customary representations, warranties, covenants and indemnification provisions, and the transaction was subject to customary working capital adjustments. The Company received approximately $367.8 million in cash related to its debt and equity interests in CamelBak after payments to noncontrolling shareholders and payment of all transaction expenses. Under the terms of the LLC agreement, the Allocation Member has the right to defer a portion of the distribution for the CamelBak sale. The Allocation member deferred the profit allocation from the sale of CamelBak and the loss from the sale of American Furniture was used to net the calculation of the high water mark from the Camelback sale. The result was a net distribution of $14.6 million that was paid during the fourth quarter of 2015. (Refer to " Note N - Stockholders' Equity " for a discussion of the profit allocation paid as a result of the sale of CamelBak.) The Company recognized a gain of $164.0 million , net of tax, during 2015 as a result of the sale of CamelBak, which was subject to final settlement during 2016. During the third quarter of 2016, the Company, settled the outstanding working capital adjustments related to CamelBak, resulting in the recognition of additional gain on the sale of business of $0.6 million during the quarter ended September 30, 2016. Summarized operating results for CamelBak through the date of disposition were as follows (in thousands): (in thousands) For the period January 1, 2015 through disposition Net sales $ 96,519 Gross profit 41,415 Operating income 14,348 Income from continuing operations before income taxes 16,607 Provision for income taxes 5,010 Income from discontinued operations (1) $ 11,597 (1) The results for the period from January 1, 2015 through disposition exclude $5.4 million of intercompany interest expense. Sale of AFM On October 5, 2015, the Company sold its majority owned subsidiary, American Furniture, for a sale price of $24.1 million . The Company received approximately $23.5 million in net proceeds related to its debt and equity interests in American Furniture after payment of all transaction expenses. The Company recognized a loss on the sale of American Furniture of $14.3 million . This loss was recognized during the quarter ended September 30, 2015 based on the initial write-down of American Furniture's carrying amounts to fair value. Summarized operating results for American Furniture for the previous years through the date of disposition were as follows (in thousands): (in thousands) For the period January 1, 2015 through disposition Net sales $ 122,420 Gross profit 11,613 Operating income 4,126 Income from continuing operations before income taxes 4,134 Provision for income taxes 81 Income from discontinued operations (1) $ 4,053 (1) The results for the period from January 1, 2015 through disposition exclude $1.5 million of intercompany interest expense. |
Operating Segment Data
Operating Segment Data | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Operating Segment Data | Operating Segment Data At December 31, 2017, the Company had nine reportable operating segments. Each operating segment represents a platform acquisition. The Company’s operating segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies. A description of each of the reportable segments and the types of products from which each segment derives its revenues is as follows: • 5.11 is a leading provider of purpose-built tactical apparel and gear for law enforcement, firefighters, EMS, and military special operations as well as outdoor and adventure enthusiasts. 5.11 is a brand known for innovation and authenticity, and works directly with end users to create purpose-built apparel and gear designed to enhance the safety, accuracy, speed and performance of tactical professionals and enthusiasts worldwide. Headquartered in Irvine, California, 5.11 operates sales offices and distribution centers globally, and 5.11 products are widely distributed in uniform stores, military exchanges, outdoor retail stores, its own retail stores and on 511tactical.com. • Crosman is a leading designer, manufacturer, and marketer of airguns, archery products, laser aiming devices and related accessories. Crosman offers its products under the highly recognizable Crosman, Benjamin and CenterPoint brands that are available through national retail chains, mass merchants, dealer and distributor networks. Crosman is headquartered in Bloomfield, New York. • Ergobaby , headquartered in Los Angeles, California, is a designer, marketer and distributor of wearable baby carriers and accessories, blankets and swaddlers, nursing pillows, and related products. Ergobaby primarily sells its Ergobaby and Baby Tula branded products through brick-and-mortar retailers, national chain stores, online retailers, its own websites and distributors and derives more than 50% of its sales from outside of the United States. • Liberty Safe is a designer, manufacturer and marketer of premium home, office and gun safes in North America. From its over 300,000 square foot manufacturing facility, Liberty produces a wide range of home and gun safe models in a broad assortment of sizes, features and styles. Liberty is headquartered in Payson, Utah. • Manitoba Harvest is a pioneer and leader in the manufacture and distribution of branded, hemp-based foods and hemp-based ingredients. Manitoba Harvest’s products, which include Hemp Hearts™, Hemp Heart Bites™, and Hemp protein powders, are currently carried in over 13,000 retail stores across the U.S. and Canada. Manitoba Harvest is headquartered in Winnipeg, Manitoba. • Advanced Circuits , an electronic components manufacturing company, is a provider of small-run, quick-turn and volume production rigid printed circuit boards. ACI manufactures and delivers custom printed circuit boards to customers primarily in North America. ACI is headquartered in Aurora, Colorado. • Arnold is a global manufacturer of engineered magnetic solutions for a wide range of specialty applications and end-markets, including aerospace and defense, motorsport/automotive, oil and gas, medical, general industrial, electric utility, reprographics and advertising specialty markets. Arnold produces high performance permanent magnets (PMAG), precision foil products (Precision Thin Metals or "PTM") and flexible magnets (Flexmag) that are mission critical in motors, generators, sensors and other systems and components. Based on its long-term relationships, Arnold has built a diverse and blue-chip customer base totaling more than 2,000 clients worldwide. Arnold is headquartered in Rochester, New York. • Clean Earth provides environmental services for a variety of contaminated materials including soils dredged materials, hazardous waste and drill cuttings. Clean Earth analyzes, treats, documents and recycles waste streams generated in multiple end markets such as power, construction, oil and gas, medical, infrastructure, industrial and dredging. Clean Earth is headquartered in Hatsboro, Pennsylvania and operates 18 facilities in the eastern United States. • Sterno is a manufacturer and marketer of portable food warming fuel and creative table lighting solutions for the food service industry and flameless candles and outdoor lighting products for consumers. Sterno's products include wick and gel chafing fuels, butane stoves and accessories, liquid and traditional wax candles, catering equipment and outdoor lighting products. Sterno is headquartered in Corona, California. The tabular information that follows shows data for each of the operating segments reconciled to amounts reflected in the consolidated financial statements. The operations of each of the operating segments are included in consolidated operating results as of their date of acquisition. Segment profit is determined based on internal performance measures used by the Chief Executive Officer to assess the performance of each business. All our operating segments are deemed reporting units for purposes of annual or event-driven goodwill impairment testing, with the exception of Arnold which has three reporting units (PMAG, Precision Thin Metals and Flexmag). There were no significant inter-segment transactions. Summary of Operating Segments Net Revenues Year ended December 31, (in thousands) 2017 2016 2015 5.11 $ 309,999 $ 109,792 $ — Crosman 78,387 — — Ergobaby 102,969 103,348 86,506 Liberty 91,956 103,812 101,146 Manitoba Harvest 55,699 59,323 17,423 ACI 87,782 86,041 87,532 Arnold 105,580 108,179 119,994 Clean Earth 211,247 188,997 175,386 Sterno 226,110 218,817 139,991 Total 1,269,729 978,309 727,978 Reconciliation of segment revenues to consolidated revenues: Corporate and other — — — Total consolidated revenues $ 1,269,729 $ 978,309 $ 727,978 Segment Profit (Loss) (1) Year ended December 31, (in thousands) 2017 2016 2015 5.11 (2) $ (7,121 ) $ (10,153 ) $ — Crosman (3) 1,308 — — Ergobaby 24,503 17,151 22,157 Liberty 9,475 13,234 11,858 Manitoba Harvest (4) (9,332 ) 321 (6,150 ) ACI 23,575 22,718 24,144 Arnold (5) (5,693 ) (12,921 ) 7,584 Clean Earth 12,037 7,929 11,013 Sterno 19,194 18,799 13,200 Total 67,946 57,078 83,806 Reconciliation of segment profit (loss) to consolidated income from continuing operations before income taxes: Interest expense, net (27,623 ) (24,651 ) (25,924 ) Other income (expense), net 2,634 (2,919 ) (2,323 ) Gain (loss) on equity method investment (5,620 ) 74,490 4,533 Corporate and other (44,744 ) (40,780 ) (36,100 ) Total consolidated (loss) income from continuing operations before income taxes $ (7,407 ) $ 63,218 $ 23,992 (1) Segment profit (loss) represents operating income (loss). (2) 5.11 - The year ended December 31, 2017 includes $21.7 million cost of goods sold expense related to the amortization of the step-up in inventory basis resulting from the purchase price allocation of 5.11, and $2.3 million in integration services fees paid to CGM. The year ended December 31, 2016 includes $2.1 million of acquisition related costs incurred in connection with the acquisition of 5.11, $17.4 million of cost of goods sold expense related to the amortization of the step-up in inventory basis resulting from the purchase price allocation of 5.11, and $1.2 million in integration services fees paid to CGM. (3) Crosman - The year ended December 31, 2017 includes $1.8 million in acquisition related costs, $3.3 million cost of goods sold expense related to the amortization of the step-up in inventory basis resulting from the purchase price allocation of Crosman, and $0.75 million in integration services fees paid to CGM. (4) Manitoba Harvest - The year ended December 31, 2017 includes $8.5 million in impairment expense related to goodwill and the Manitoba Harvest tradename. The year ended December 31, 2016 includes $0.5 million in integration services fees paid to CGM. Results from the year ended December 31, 2015 include $1.5 million of acquisition related costs, $3.1 million of cost of goods sold expense related to the amortization of the step-up in inventory basis resulting from the purchase price allocation of Manitoba Harvest, and $0.5 million in integration service fees paid to CGM. (5) Arnold - Operating loss from Arnold for the years ended December 31, 2017 and 2016 includes $8.9 million and $16.0 million , respectively, in goodwill impairment expense related to the PMAG reporting unit. Refer to " Note H - Goodwill and Intangible Assets ." Accounts Receivable Identifiable Assets Depreciation and Amortization December 31, December 31 Year ended December 31, 2017 2016 2017 (1) 2016 (1) 2017 2016 2015 5.11 $ 60,481 $ 49,653 $ 324,068 $ 311,560 $ 39,934 $ 23,414 $ — Crosman 20,396 — 129,033 — 7,726 — — Ergobaby 12,869 11,018 105,672 113,814 11,419 7,769 3,475 Liberty 13,679 13,077 26,715 26,344 1,657 2,758 3,518 Manitoba Harvest 5,663 6,468 95,046 97,977 6,344 6,403 5,192 ACI 6,525 6,686 14,522 16,541 3,323 3,476 2,996 Arnold 14,804 15,195 66,979 64,209 6,428 9,079 8,766 Clean Earth 50,599 45,619 183,508 193,250 21,647 21,157 20,410 Sterno 40,087 38,986 125,937 134,661 11,573 11,549 7,963 Sales allowance accounts (9,995 ) (5,511 ) — — — — — Total 215,108 181,191 1,071,480 958,356 110,051 85,605 52,320 Reconciliation of segment to consolidated totals: Corporate and other identifiable assets — — 2,026 145,971 — — 755 Amortization of debt issuance costs and original issue discount — — — — 5,007 3,565 2,883 Total $ 215,108 $ 181,191 $ 1,073,506 $ 1,104,327 $ 115,058 $ 89,170 $ 55,958 (1) Does not include goodwill balances - refer to " Note H - Goodwill and Other Intangible Assets " for a schedule of goodwill by segment. Geographic Information Net Revenues The segments in the table below had revenues from geographic locations outside the United States in each of the periods presented. Revenue attributable to Canada represented approximately 22.4% of total international revenue in 2017, 24.0% of total international revenue in 2016 and 14.6% of total international revenue in 2015. Revenue attributable to any other individual foreign country was not material in 2017, 2016 or 2015. Net Revenues Year ended December 31, 2017 2016 2015 United States $ 1,020,948 $ 798,671 $ 623,246 Canada 55,556 42,241 14,310 Europe 89,661 58,730 46,431 Asia Pacific 55,082 52,612 40,872 Other international 48,482 26,055 3,119 Total net revenues $ 1,269,729 $ 978,309 $ 727,978 Identifiable Assets The Company's Manitoba Harvest segment is based in Canada, and several of the Company's operating segments have subsidiaries with assets located outside of the United States. The following table presents identifiable assets by geographic area: Identifiable Assets December 31, 2017 2016 United States $ 878,322 $ 890,537 Canada 130,033 145,032 Europe 47,574 41,285 Other international 17,577 27,473 Total identifiable assets $ 1,073,506 $ 1,104,327 |
Property, Plant and Equipment a
Property, Plant and Equipment and Inventory | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment and Inventory | Inventory and Property, Plant, and Equipment Inventory Inventory is comprised of the following ( in thousands ): December 31, December 31, Raw materials and supplies $ 36,124 $ 29,708 Work-in-process 13,921 8,281 Finished goods 205,512 182,886 255,557 220,875 Less: obsolescence reserve (8,629 ) (7,891 ) Total $ 246,928 $ 212,984 Property, plant and equipment Property, plant and equipment is comprised of the following ( in thousands ): December 31, December 31, Machinery and equipment $ 178,187 $ 155,591 Office furniture, computers and software 28,824 13,737 Leasehold improvements 20,630 14,156 Construction in process 18,153 8,308 Buildings and land 40,015 35,392 285,809 227,184 Less: accumulated depreciation (112,728 ) (84,814 ) Total $ 173,081 $ 142,370 Depreciation expense was approximately $33.0 million , $26.9 million and $21.2 million for the years ended December 31, 2017, 2016 and 2015, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill represents the difference between purchase cost and the fair value of net assets acquired in business acquisitions. Indefinite lived intangible assets, representing trademarks and trade names, are not amortized unless their useful life is determined to be finite. Long-lived intangible assets are subject to amortization using the straight-line method. Goodwill and indefinite lived intangible assets are tested for impairment annually as of March 31 st of each year and more often if a triggering event occurs, by comparing the fair value of each reporting unit to its carrying value. Each of the Company’s businesses represents a reporting unit except Arnold, which is comprised of three reporting units. 2017 Interim Impairment Testing Manitoba Harvest The Company performed Step 1 testing during the 2017 annual impairment testing for Manitoba Harvest. As a result of operating results that were below forecasted amounts, as well as a failure of the financial covenants associated with the intercompany credit facility, we determined that a triggering event had occurred at Manitoba Harvest in the fourth quarter of 2017. We performed impairment testing of the goodwill and indefinite lived tradename at December 31, 2017. For the quantitative impairment test at Manitoba, we utilized an income approach. The weighted average cost of capital used in the income approach at Manitoba was 11.7% . Under the new guidance, 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. Results of the quantitative testing of Manitoba Harvest indicated that the carrying value of Manitoba Harvest exceeded its fair value by $6.3 million , and the Company recorded $6.2 million (after the effect of foreign currency translation) as impairment expense at December 31, 2017. For the indefinite lived trade name, quantitative testing of the Manitoba Harvest tradename indicated that the carrying value exceeded its fair value by $2.3 million , and the Company recorded $2.3 million (after the effect of foreign currency translation) of impairment expense at December 31, 2017. The Company expects to finalize the Manitoba Harvest impairment testing during the first quarter of 2018. 2017 Annual Goodwill Impairment Testing The Company uses a qualitative approach to test goodwill for impairment by first assessing qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment testing. The qualitative factors we consider include, in part, the general macroeconomic environment, industry and market specific conditions for each reporting unit, financial performance including actual versus planned results and results of relevant prior periods, operating costs and cost impacts, as well as issues or events specific to the reporting unit. At March 31, 2017, we determined that the Manitoba Harvest reporting unit required further quantitative testing (Step 1) because we could not conclude that the fair value of the reporting unit exceeds its carrying value based on qualitative factors alone. The Company utilized an income approach to perform the Step 1 testing at Manitoba Harvest. The weighted average cost of capital used in the income approach for Manitoba Harvest was 12.0% . Results of the Step 1 quantitative testing of Manitoba Harvest indicated that the fair value of Manitoba Harvest exceeded its carrying value by 15.0% . Manitoba Harvest's goodwill balance as of the date of the annual impairment testing was approximately $44.5 million . For the reporting units that were tested qualitatively, the Company concluded that the results of the qualitative analysis indicated that the fair value of those reporting units exceeded their carrying value and that a quantitative analysis was not necessary. 2017 Indefinite Lived Intangible Asset Impairment Testing The Company used a qualitative approach to test indefinite lived intangible assets for impairment by first assessing qualitative factors to determine whether it is more-likely-than-not that the fair value of an indefinite lived intangible asset is impaired as a basis for determining whether it is necessary to perform quantitative impairment testing. The Company evaluated the qualitative factors of each reporting unit that maintains indefinite lived intangible assets in connection with the annual impairment testing for 2017. Our indefinite lived intangible assets consist of trade names with a carrying value of approximately $71.3 million at December 31, 2017. The results of the qualitative analysis of our indefinite lived intangible assets, which we completed during the quarter ended June 30, 2017, indicated that the fair value of the indefinite lived intangible assets exceeded their carrying value. The indefinite lived trade name of Manitoba Harvest was tested in connection with the Step 1 test at March 31, 2017 - refer to above. 2016 Interim Goodwill Impairment Testing Arnold As a result of decreases in forecasted revenue, operating income and cash flows at Arnold, as well as a shortfall in revenue and operating income during the latter half of 2016 as compared to budgeted amounts, the Company determined that it was necessary to perform interim goodwill impairment testing on each of the three reporting units at Arnold. The Company performed the first step ("Step 1") of the goodwill impairment assessment at December 31, 2016. In Step 1 of the goodwill impairment test, the Company compared the fair value of the reporting units to the carrying amount. Based on the results of the valuation, the fair value of the Flexmag and PTM reporting units exceeded the carrying amount, therefore no additional goodwill testing was required. The results of the Step 1 test for the PMAG unit indicated a potential impairment of goodwill and the Company performed the second step of goodwill impairment testing (Step 2) to determine the amount of impairment of the PMAG reporting unit. In the first test of goodwill impairment testing, we compare the fair value of each reporting unit to its carrying amount. For purposes of the Step 1 for the Arnold reporting units, we estimated the fair value of the reporting unit using an income approach, whereby we estimate the fair value of a reporting unit based on the present value of future cash flows. Cash flow projections are based on Management's estimate of revenue growth rates and operating margins and take into consideration industry and market conditions as well as company and reporting unit specific economic factors. The discount rate used is based on the weighted average cost of capital adjusted for the relevant risk associated with the business specific characteristics and the uncertainty associated with the reporting unit's ability to execute on the projected cash flows. For the Step 1 quantitative impairment testing for Arnold's reporting units, we used only an income approach because we determined that the guideline public company comparables for PMAG, PTM, and Flexmag were not representative of these reporting three reporting units. In the income approach, we used a weighted average cost of capital of 12.5% for PMAG, 13.0% for PTM and 12% for Flexmag. The Company had not completed the Step 2 testing for PMAG at December 31, 2016, and recorded an estimated impairment loss for PMAG of $16 million based on a range of impairment loss. During the first quarter of 2017, the Company recorded an additional $8.9 million of goodwill impairment after the results of the Step 2 indicated total goodwill impairment of the PMAG reporting unit of $24.9 million . The Step 2 impairment was higher than the initial estimate at December 31, 2016 due primarily to the valuation of PMAG's property, plant and equipment during the Step 2 exercise. 2016 Annual Goodwill Impairment Testing The Company uses a qualitative approach to test goodwill for impairment by first assessing qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment testing. The qualitative factors we consider include, in part, the general macroeconomic environment, industry and market specific conditions for each reporting unit, financial performance including actual versus planned results and results of relevant prior periods, operating costs and cost impacts, as well as issues or events specific to the reporting unit. At March 31, 2016, we determined that the Tridien reporting unit (which is reported as a discontinued operations in the accompanying financial statements after the sale of the reporting unit in September 2016) required further quantitative testing (Step 1) because we could not conclude that the fair value of the reporting unit exceeds its carrying value based on qualitative factors alone. Results of the Step 1 quantitative testing of Tridien indicated that the fair value of Tridien exceeded its carrying value. For the reporting units that were tested qualitatively, the results of the qualitative analysis indicated that the fair value of those reporting units exceeded their carrying value. 2016 Indefinite Lived Intangible Asset Impairment Testing The Company uses a qualitative approach to test indefinite lived intangible assets for impairment by first assessing qualitative factors to determine whether it is more-likely-than-not that the fair value of an indefinite lived intangible asset is impaired as a basis for determining whether it is necessary to perform quantitative impairment testing. The Company evaluated the qualitative factors of each reporting unit that maintains indefinite lived intangible assets in connection with the annual impairment testing for 2016. Our indefinite-lived intangible assets consist of trade names with a carrying value of approximately $72.2 million at December 31, 2016. The results of the qualitative analysis of our indefinite lived intangible assets, which we completed during the quarter ended June 30, 2016, indicated that the fair value of the indefinite lived intangible assets exceeded their carrying value. 2015 Annual goodwill impairment testing The Company used a qualitative approach to test goodwill for impairment for the 2015 annual impairment test. At March 31, 2015, we determined that Liberty and two of the three reporting units at Arnold, PMAG and Flexmag, required further quantitative testing (Step 1) because we could not conclude that the fair value of the reporting units exceeds their carrying value based on qualitative factors alone. For the reporting units that were tested qualitatively, the results of the qualitative analysis indicated that the fair value of those reporting units exceeded their carrying value. In the first step of the goodwill impairment test, we compare the fair value of each reporting unit to its carrying amount. We estimate the fair value of our reporting units using either an income approach or a market approach, or, where applicable, a weighting of the two methods. Under the income approach, we estimate the fair value of a reporting unit based on the present value of future cash flows. Cash flow projections are based on Management's estimate of revenue growth rates and operating margins and take into consideration industry and market conditions as well as company specific economic factors. The discount rate used is based on the weighted average cost of capital adjusted for the relevant risk associated with the business specific characteristics and the uncertainty associated with the reporting unit's ability to execute on the projected cash flows. Under the market approach, we estimate fair value based on market multiples of revenue and earnings derived from comparable public companies with operating and investment characteristics that are similar to the reporting unit. We weigh the fair value derived from the market approach depending on the level of comparability of these public companies to the reporting unit. When market comparables are not meaningful or available, we estimate the fair value of the reporting unit using only the income approach. For the Step 1 quantitative impairment test at Liberty, we utilized both the income approach and the market approach, with a 50% weighting assigned to each method. The weighted average cost of capital used in the income approach at Liberty was 13.8% . For the Step 1 quantitative impairment test at the PMAG and Flexmag reporting units of Arnold, we used only an income approach as we determined that the guideline public company comparables for both units were not representative of these reporting units' markets. In the income approach, we used a weighted average cost of capital of 13.6% for PMAG and 14.6% for Flexmag. Results of the quantitative testing of the Liberty reporting unit and Arnold's PMAG and Flexmag reporting units indicated that the fair value of these reporting units exceeded their carrying value. 2015 Indefinite Lived Intangible Asset Impairment Testing We use a qualitative approach to test indefinite lived intangible assets for impairment by first assessing qualitative factors to determine whether it is more-likely-than-not that the fair value of an indefinite lived intangible asset is impaired as a basis for determining whether it is necessary to perform quantitative impairment testing. Our indefinite lived intangible assets consist of trade names with a carrying value of approximately $72.2 million at December 31, 2015. Results of the qualitative analysis indicate that the carrying value of the Company’s indefinite lived intangible assets did not exceed their fair value. Long lived assets Orbit Baby During the second quarter of 2016, Ergobaby's board of directors approved a plan to dispose of the Orbit Baby product line. Ergobaby determined at the time the plan was approved that the carrying value of the long lived assets associated with the Orbit Baby product line was not recoverable, and therefore, Ergobaby recorded a loss on disposal of assets of $5.9 million related to the write off of the long-lived assets of Orbit Baby. The loss is comprised of the write-off of intangible assets of $5.5 million , property, plant and equipment of $0.4 million . Ergobaby received approximately $1.0 million during the fourth quarter of 2016 related to the sale of certain assets of the Orbit Baby product line, which reduced the loss on disposal. Clean Earth Clean Earth recognized a loss on disposal of assets of $3.3 million during the fourth quarter of 2016 related to the closure of the Clean Earth’s Williamsport, Pennsylvania site which processed drill cuttings. The loss was comprised of intangible assets specific to the Williamsport location ( $1.9 million ), as well as equipment ( $1.4 million ) that could not be repurposed to other sites at the time of the closing of the facility. The following is a summary of the net carrying amount of goodwill at December 31, 2017 and 2016 ( in thousands ): December 31, 2017 December 31, 2016 Goodwill - gross carrying amount $ 562,842 $ 507,637 Accumulated impairment losses (31,153 ) (16,000 ) Goodwill - net carrying amount $ 531,689 $ 491,637 A reconciliation of the change in the carrying value of goodwill for the years ended December 31, 2017 and 2016 are as follows (in thousands ): Balance at January 1, 2017 Acquisitions (1) Goodwill Impairment Foreign currency translation Other (4) Balance at December 31, 2017 5.11 $ 92,966 $ — $ — $ — $ — $ 92,966 Crosman — 49,352 — — — 49,352 Ergobaby 61,031 — — — — 61,031 Liberty 32,828 — — — — 32,828 Manitoba Harvest 44,171 — (6,289 ) 3,142 — 41,024 ACI 58,019 — — — — 58,019 Arnold (2) 35,767 — (8,864 ) — — 26,903 Clean Earth 118,224 875 — — — 119,099 Sterno 39,982 1,689 — — 147 41,818 Corporate (3) 8,649 — — — — 8,649 Total $ 491,637 $ 51,916 $ (15,153 ) $ 3,142 $ 147 $ 531,689 (1) Acquisition of businesses during the year ended December 31, 2017 includes the acquisition of Crosman by the Company in June 2017, and add-on acquisitions at Clean Earth in March 2017, Crosman in July 2017 and Sterno in August 2017. (2) Arnold has three reporting units PMAG, Precision Thin Metals and Flexmag with goodwill balances of $15.6 million , $6.5 million and $4.8 million , respectively. (3) Represents goodwill resulting from purchase accounting adjustments not “pushed down” to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. (4) Represents the final settlement related to Sterno's acquisition of Sterno Home Inc. ("Sterno Home", formerly NII). Balance at January 1, 2016 Acquisitions (1) Goodwill Impairment Foreign currency translation Other (4) Balance at December 31, 2016 5.11 $ — $ 92,966 $ — $ — $ — $ 92,966 Ergobaby 41,664 19,367 — — — 61,031 Liberty 32,828 — — — — 32,828 Manitoba Harvest 52,673 — — 2,077 (10,579 ) 44,171 ACI 58,019 — — — — 58,019 Arnold (2) 51,767 — (16,000 ) — — 35,767 Clean Earth 111,339 6,885 — — — 118,224 Sterno 33,716 6,266 — — — 39,982 Corporate (3) 8,649 — — — — 8,649 Total $ 390,655 $ 125,484 $ (16,000 ) $ 2,077 $ (10,579 ) $ 491,637 (1) Acquisition of businesses during the year ended December 31, 2016 includes the acquisition of 5.11 by the Company in August 2016, and the add-on acquisitions by Sterno in January 2016, Clean Earth in April and June 2016, and Ergobaby in May 2016. (2) Arnold has three reporting units PMAG, Precision Thin Metals and Flexmag with goodwill balances of $24.4 million , $6.5 million and $4.8 million , respectively. (3) Represents goodwill resulting from purchase accounting adjustments not “pushed down” to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. (4) Purchase accounting adjustments related to the Manitoba acquisition of HOCI in December 2015. The purchase accounting for HOCI was finalized in the first quarter of 2016. Approximately $91.1 million of goodwill is deductible for income tax purposes at December 31, 2017. Other intangible assets subject to amortization are comprised of the following (in thousands): December 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Lives Customer relationships $ 338,719 $ (102,271 ) $ 236,448 $ 304,751 $ (79,607 ) $ 225,144 13 Technology and patents 49,075 (22,492 ) 26,583 44,710 (18,290 ) $ 26,420 9 Trade names, subject to amortization 182,976 (22,518 ) 160,458 128,675 (6,833 ) $ 121,842 15 Licensing and non-compete agreements 7,965 (6,488 ) 1,477 7,845 (5,987 ) $ 1,858 4 Permits and airspace (1) 115,230 (31,026 ) 84,204 113,295 (21,531 ) $ 91,764 13 Distributor relations and other 726 (646 ) 80 606 (606 ) $ — 5 694,691 (185,441 ) 509,250 599,882 (132,854 ) 467,028 Trade names, not subject to amortization 71,267 — 71,267 72,183 — 72,183 Total intangibles, net $ 765,958 (185,441 ) 580,517 $ 672,065 $ (132,854 ) $ 539,211 (1) P ermits and airspace intangible assets relate to the Company's Clean Earth business. Permits are obtained by Clean Earth for the treatment of soil and solid waste from various government municipalities and are amortized over the estimated life of the permit. Modifications of existing permits to accept new waste streams, alterations of existing permits to enhance the permit limitations, and new permits, as well as the related costs associated with obtaining, modifying or ren ewing the permits, are capitalized and amortized over the estimated life of the permit. Estimated charges to amortization expense of intangible assets over the next five years, is as follows, (in thousands): 2018 $ 62,983 2019 61,930 2020 52,308 2021 42,596 2022 40,917 $ 260,734 The Company’s amortization expense of intangible assets for the years ended December 31, 2017, 2016 and 2015 totaled $52.0 million , $35.1 million and $28.8 million , and respectively. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2017 and 2016 ( in thousands ): Fair Value Measurements at December 31, 2017 Carrying Value Level 1 Level 2 Level 3 Liabilities: Put option of noncontrolling shareholders (1) (178 ) — — (178 ) Interest rate swap (6,107 ) — (6,107 ) — Total recorded at fair value $ (6,285 ) $ — $ (6,107 ) $ (178 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. Fair Value Measurements at December 31, 2016 Carrying Level 1 Level 2 Level 3 Assets: Equity method investment - FOX $ 141,767 $ 141,767 $ — $ — Liabilities: Put option of noncontrolling shareholders (3) (180 ) — — (180 ) Contingent consideration - acquisitions (2) (4,830 ) — — (4,830 ) Interest rate swap (10,719 ) — (10,719 ) — Total recorded at fair value $ 126,038 $ 141,767 $ (10,719 ) $ (5,010 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. (2) Represents potential earn-outs payable as additional purchase price consideration by Sterno in connection with the acquisition of Sterno Home and Ergobaby in connection with the acquisition of Baby Tula. (3) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition. A reconciliation of the change in the carrying value of the Company’s Level 3 fair value measurements for the year ended December 31, 2017 and 2016 is as follows ( in thousands ): 2017 2016 Balance at January 1st $ (5,010 ) $ (50 ) Contingent consideration - Sterno Home (382 ) (1,500 ) Contingent consideration - Baby Tula — (3,780 ) Put option issued to noncontrolling shareholder - 5.11 — (50 ) Payment of contingent consideration - Sterno Home 475 450 (Increase) decrease in the fair value of put option of noncontrolling shareholders - Liberty 8 (80 ) Increase in the fair value of put option of noncontrolling shareholder - 5.11 (5 ) — Reversal of contingent consideration - Baby Tula 3,780 — Reversal of contingent consideration - Sterno Home 956 — Balance at December 31st $ (178 ) $ (5,010 ) Valuation Techniques Options of noncontrolling shareholders The put options of noncontrolling shareholders were determined based on inputs that were not readily available in public markets or able to be derived from information available in publicly quoted markets. As such, the Company categorized the put options of the noncontrolling shareholders as Level 3. The primary inputs associated with this valuation are earnings before interest, taxes amortization and depreciation times a multiple established in the shareholder put option agreement, which is used to determine a per share equity value for the shares that can be put back to the Company. The per share equity value of the Liberty put option is discounted for liquidity and marketability, as well as a the probability of a triggering event. An increase or decrease in these primary inputs would not have a material impact on the determination of the fair value of these put options. As a result of the Liberty recapitalization (refer to " Note O - Noncontrolling Interest " for a description of the transaction), the number of shares that can be put back to the Company by the noncontrolling shareholders increased, resulting in an increase in the fair value of the put option. Interest rate swap The Company’s derivative instruments at December 31, 2017 consisted of an over-the-counter interest rate swap contract which is not traded on a public exchange. The fair value of the Company’s interest rate swap contract was determined based on inputs that were readily available in public markets or could be derived from information available in publicly quoted markets. As such, the Company categorized the swap as Level 2. Changes in the fair value of the interest rate swap liability during the year ended December 31, 2017 were expensed to interest expense on the consolidated statement of operations. Refer to " Note K - Derivative Instruments and Hedging Activities " for further information. Contingent Consideration Sterno entered into a contingent consideration arrangement associated with the purchase of Sterno Home (formerly NII) in January 2016. The earnout provision provides for payments up to $1.8 million over a two year period subsequent to acquisition. Earnings before interest, taxes, depreciation and amortization ("EBITDA") is the performance target defined and measured to determine the earnout payment due, if any, after each defined measurement period. The contingent consideration was valued at $1.5 million using probability weighted models. During the quarter ended September 30, 2016, Sterno paid $0.5 million of the contingent consideration. At December 31, 2016, Sterno determined that it was more likely than not that the full amount of the contingent consideration would be paid out, and recorded an additional $0.4 million in earnout, which was recorded though the statement of operations. Sterno paid an additional $0.5 million in the first quarter of 2017 related to an earnout milestone as of December 31, 2016. At December 31, 2017, Sterno determined that the final earnout milestone had not been met, and reversed the remaining contingent consideration liability. In connection with the acquisition of Baby Tula in May 2016, Ergobaby entered into a contingent consideration arrangement with the sellers. The earnout provision provides for additional consideration of $8.2 million if the gross profit for Baby Tula for the 2017 fiscal year exceeds a specified level. No earnout amount will be paid if the specified gross profit level is not met. Ergobaby valued the contingent consideration at a fair value of $3.8 million using a probability weighted option pricing model. At December 31, 2017, Ergobaby determined that the earnout provision would not be met and reversed the fair value of the liability. 2014 Term Loan and 2016 Incremental Term Loan At December 31, 2017, the carrying value of the principal under the Company's outstanding 2014 Term Loan, including the current portion, was $560.0 million , which approximates fair value because it has a variable interest rate that reflects market changes in interest rates and changes in the Company's net leverage ratio. The estimated fair value of the outstanding 2014 Term Loan is classified as Level 2 in the fair value hierarchy. Nonrecurring Fair Value Measurements The following tables provide the assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2017 and 2016 ( in thousands ). Refer to " Note H – Goodwill and Intangibles ", for a description of the valuation techniques used to determine fair value of the assets measured on a non-recurring basis in the table below. There were no assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2015. Expense Fair Value Measurements at December 31, 2017 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2017 Goodwill - Arnold $ 26,903 $ — $ — $ 26,903 $ 8,864 Goodwill - Manitoba Harvest 41,024 — — 41,024 6,188 Tradename - Manitoba 10,834 — — 11,550 2,273 $ 17,325 Expense Fair Value Measurements at December 31, 2016 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2016 Goodwill - Arnold $ 35,767 $ — $ — $ 35,767 $ 16,000 Property, plant and equipment (1) $ — $ — $ — $ — $ 1,824 Tradename (1) $ — $ — $ — $ — $ 317 Technology (1) $ — $ — $ — $ — $ 3,460 Customer relationships (1) $ — $ — $ — $ — $ 2,426 Permits (1) $ — $ — $ — $ — $ 1,177 (1) Represents the fair value of the respective assets at the Orbit Baby product line, and the Clean Earth Williamsport site. Refer to " Note H - Goodwill and Other Intangible Assets " for further discussion regarding the impairment and valuation techniques applied. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt 2014 Credit Agreement On June 6, 2014, the Company obtained a $725 million credit facility from a group of lenders (the “2014 Credit Facility”) led by Bank of America N.A. as Administrative Agent. The 2014 Credit Facility provides for (i) a revolving credit facility of $400 million (the “2014 Revolving Credit Facility”) and (ii) a $325 million term loan (the “2014 Term Loan Facility”). The 2014 Credit Facility permits the Company to increase the 2014 Revolving Credit Facility commitment and/ or obtain additional term loans in an aggregate of up to $200 million . The 2014 Credit Agreement is secured by all of the assets of the Company, including all of its equity interests in, and loans to, its consolidated subsidiaries. The 2014 Credit Facility was amended in June 2015, primarily to allow for intercompany loans to, and the acquisition of, Canadian-based companies on an unsecured basis, and to modify provisions that would allow for early termination of a "Leverage Increase Period," thereby providing additional flexibility as to the timing of subsequent acquisitions. On August 15, 2016, the Company amended the 2014 Credit Facility to, among other things, increase the aggregate amount of the 2014 Credit Facility by $400 million . On August 31, 2016, the Company entered into an Incremental Facility Amendment to the 2014 Credit Agreement (the "Incremental Facility Amendment"). The Incremental Facility Amendment provided for an increase to the 2014 Revolving Credit Facility of $150 million , and the 2016 Incremental Term Loan, in the amount of $250 million . As a result of the Incremental Facility Amendment, the 2014 Credit Facility currently provides for (i) a revolving credit facility of $550 million (as amended from time to time, the "2014 Revolving Credit Facility"), (ii) a $325 million term loan (the "2014 Term Loan Facility"), and (iii) a $250 million incremental term loan "the "2016 Incremental Term Loan"). 2014 Revolving Credit Facility The 2014 Revolving Credit Facility will become due in June 2019. The Company can borrow, prepay and re-borrow principal under the 2014 Revolving Credit Facility from time to time during its term. Advances under the 2014 Revolving Credit Facility can be either LIBOR rate loans or base rate loans. LIBOR rate revolving loans bear interest at a rate per annum equal to the London Interbank Offered Rate (the “LIBOR Rate”) plus a margin ranging from 2.00% to 2.75% based on the ratio of consolidated net indebtedness to adjusted consolidated earnings before interest expense, tax expense and depreciation and amortization expenses (the “Consolidated Leverage Ratio”). Base rate revolving loans bear interest at a fluctuating rate per annum equal to the greatest of (i) the prime rate of interest, or (ii) the Federal Funds Rate plus 0.5% (the “Base Rate”), plus a margin ranging from 1.00% to 1.75% based upon the Consolidated Leverage Ratio. 2014 Term Loan Facility The 2014 Term Loan Facility expires in June 2021 and requires quarterly payments that commenced September 30, 2014, with a final payment of all remaining principal and interest due on June 6, 2021. The 2014 Term Loan Facility was issued at an original issue discount of 99.5% of par value and bears interest at either the applicable LIBOR Rate plus 3.25% per annum, or Base Rate plus 2.25% per annum. The LIBOR Rate applicable to both base rate loans and LIBOR rate loans shall in no event be less than 1.00% at any time. 2016 Incremental Term Loan The 2016 Incremental Term Loan was issued at an original issue discount of 99.25% of par value. The Company incurred $6.0 million in additional debt issuance costs related to the Incremental Credit Facility, which will be recognized as expense during the remaining term of the related 2014 Revolving Credit Facility, and 2014 Term Loan and 2016 Incremental Term Loan. The Incremental Facility Amendment did not change the due dates or applicable interest rates of the 2014 Credit Agreement. The quarterly payments for the term advances under the 2014 Credit Agreement increased to approximately $1.4 million per quarter. The Company used the proceeds from the Incremental Facility Amendment to fund the acquisition of 5.11 Tactical (refer to "Note C - Acquisition of Businesses" "). In March 2017, the Company amended the 2014 Credit Facility (the "Fourth Amendment") to reduce the applicable rate of interest for the 2014 Term Loan and 2016 Incremental Term Loan. Under the Fourth Amendment, outstanding LIBOR loans bear interest at LIBOR plus an applicable rate of 2.75% and outstanding Base Rate loans bear interest at Base Rate plus 1.75% . Prior to the amendment, the outstanding term loans bore interest at LIBOR plus 3.25% or Base Rate plus 2.25% . In connection with the Fourth Amendment, the Company capitalized debt issuance costs of $1.2 million associated with fees charged by term loan lenders. In October 2017, the Company further amended the 2014 Credit Facility (the "First Refinancing Amendment") to, in effect, refinance the 2014 Term Loan and the 2016 Incremental Term Loan (together, the “Term Loans”). Pursuant to the First Refinancing Amendment, outstanding Term Loans at LIBOR Rate bear interest at LIBOR plus an applicable rate of 2.25% and outstanding Term Loans at Base Rate bear interest at Base Rate plus 1.25% . Prior to the amendment, the outstanding Term Loans bore interest at LIBOR plus 2.75% or Base Rate plus 1.75% . In connection with the First Refinancing Amendment, the Company incurred $1.4 million of debt issuance costs associated with fees charged by term loan lenders. Other The 2014 Credit Facility provides for sub-facilities under the 2014 Revolving Credit Facility pursuant to which an aggregate amount of up to $100.0 million in letters of credit may be issued, as well as swing line loans of up to $25.0 million outstanding at one time. The issuance of such letters of credit and the making of any swing line loan reduces the amount available under the 2014 Revolving Credit Facility. The Company will pay (i) commitment fees on the unused portion of the 2014 Revolving Credit Facility ranging from 0.45% to 0.60% per annum based on its Consolidated Leverage Ratio, (ii) quarterly letter of credit fees, and (iii) administrative and agency fees. The following table provides the Company’s debt holdings at December 31, 2017 and December 31, 2016 (in thousands): December 31, December 31, Revolving Credit Facility $ 42,000 $ 4,400 Term Loan Facility 559,973 565,658 Original issue discount (1) (3,483 ) (4,706 ) Deferred financing costs - term debt (8,458 ) (8,015 ) Total debt $ 590,032 $ 557,337 Less: Current portion, term loan facilities (5,685 ) (5,685 ) Long-term debt $ 584,347 $ 551,652 (1) The Company recorded $4.6 million in original issue discount upon issuance of the 2014 Term Loan Facility in June 2014 and $1.9 million in original issue discount upon issuance of the 2016 Incremental Term Loan. This discount is being amortized over the life of the 2014 Term Loan Facility and 2016 Incremental Term Loan. Annual maturities of the Company's debt obligations under the 2014 Credit Facility are as follows (in thousands) : 2018 5,685 2019 47,685 2020 5,685 2021 539,435 $ 598,490 Debt Issuance Costs Deferred debt issuance costs represent the costs associated with the entering into the 2014 Credit Facility as well as the issuance costs associated with the August 2016 Incremental Facility Amendment and are amortized over the term of the related debt instrument. Since the Company can borrow, repay and re-borrow principal under the 2014 Revolving Credit Facility, the debt issuance costs associated with this facility have been classified as other non-current assets in the accompanying consolidated balance sheet. The debt issuance costs associated with the 2014 Term Loan and 2016 Incremental Term Loan are classified as a reduction of long-term debt in the accompanying consolidated balance sheet. The Company paid debt issuance costs of $7.3 million in connection with the 2014 Credit Facility (of which $0.2 million was expensed as debt modification and extinguishment costs and $7.1 million is being amortized over the term of the related debt in the 2014 Credit Facility) and recorded additional debt modification and extinguishment costs of $2.1 million to write-off previously capitalized debt issuance costs associated with the Company's prior credit facility. The Company paid $6.0 million in debt issuance costs in connection with the 2016 Incremental Facility Amendment. The following table summarizes debt issuance costs at December 31, 2017 and December 31, 2016, and the balance sheet classification in each of the periods presents ( in thousands ): December 31, 2017 December 31, 2016 Deferred debt issuance costs $ 21,491 $ 18,960 Accumulated amortization (10,250 ) (6,248 ) Deferred debt issuance costs, net $ 11,241 $ 12,712 Balance sheet classification: Other noncurrent assets $ 2,784 $ 4,698 Long-term debt 8,458 8,014 $ 11,241 $ 12,712 Covenants The Company is subject to certain customary affirmative and restrictive covenants arising under the 2014 Credit Facility. The following table reflects required and actual financial ratios as of December 31, 2017 included as part of the affirmative covenants in the 2014 Credit Facility: Description of Required Covenant Ratio Covenant Ratio Requirement Actual Ratio Fixed Charge Coverage Ratio greater than or equal to 1.50: 1.00 2.82:1.00 Total Debt to EBITDA Ratio less than or equal to 3:50: 1.00 3.00:1.00 A breach of any of these covenants will be an event of default under the 2014 Credit Facility. Upon the occurrence of an event of default under the 2014 Credit Facility, the 2014 Revolving Credit Facility may be terminated, the 2014 Term Loan Facility and all outstanding loans and other obligations under the 2014 Credit Facility may become immediately due and payable and any letters of credit then outstanding may be required to be cash collateralized, and the Agent and the Lenders may exercise any rights or remedies available to them under the 2014 Credit Facility. Any such event would materially impair the Company’s ability to conduct its business. As of December 31, 2017, the Company was in compliance with all covenants as defined in the 2014 Credit Agreement. Letters of credit The 2014 Credit Facility allows for letters of credit in an aggregate face amount of up to $100.0 million . Letters of credit outstanding at December 31, 2017 totaled $0.6 million and at December 31, 2016 totaled $4.2 million . Letter of credit fees recorded to interest expense totaled $0.1 million in each of the years ended December 31, 2017, 2016 and 2015. Interest hedge The Company entered into an interest rate swap on $220 million of outstanding debt for a period from April 2016 through June 2021 in connection with the term of our 2014 Term Loan. Refer to " Note K - Derivative Instruments and Hedging Activities " for further information on the interest rate derivatives entered into as part of the Term Loan Facility. Interest expense The following details the components of interest expense in each of the years ended December 31, 2017, 2016 and 2015 (in thousands) : Year ended December 31, 2017 2016 2015 Interest on credit facilities $ 23,940 $ 19,861 $ 17,590 Unused fee on Revolving Credit Facility 2,856 1,947 1,612 Amortization of original issue discount 1,037 802 671 Unrealized (gains) losses on interest rate derivatives (648 ) 1,539 5,662 Letter of credit fees 70 108 121 Other 538 415 286 Interest expense $ 27,793 $ 24,672 $ 25,942 Average daily balance of debt outstanding $ 597,114 $ 477,656 $ 443,348 Effective interest rate 4.7 % 5.2 % 5.9 % |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities Interest Rate Swaps On September 16, 2014, the Company purchased an interest rate swap ("New Swap") with a notional amount of $220 million . The New Swap is effective April 1, 2016 through June 6, 2021, the termination date of our 2014 Term Loan. The interest rate swap agreement requires the Company to pay interest rates on the notional amount at the rate of 2.97% in exchange for the three -month LIBOR rate. At December 31, 2017 and 2016, the New Swap had a fair value loss of $6.1 million and $10.7 million , respectively, principally reflecting the present value of future payments and receipts under the agreement. In October 2011, the Company purchased a three -year interest rate swap (the "Swap") with a notional amount of $200 million effective January 1, 2012 through March 31, 2016. The interest rate swap agreement required the Company to pay interest on the notional amount at the rate of 2.49% in exchange for the three -month LIBOR rate, with a floor of 1.5% . At December 31, 2015, this Swap had a fair value loss of $0.5 million . A final payment under the Swap of $0.5 million was made on March 31, 2016 when the Swap contract ended. The following table reflects the classification of the Company's Interest Rate Swap on the Consolidated Balance Sheets at December 31, 2017 and 2016 (in thousands) : Year ended December 31, 2017 2016 Other current liabilities $ 2,468 $ 4,010 Other non-current liabilities 3,639 6,709 Total fair value $ 6,107 $ 10,719 The Company did not elect hedge accounting for the above derivative transaction associated with the Credit Facility and changes in fair value are included in interest expense on the consolidated statement of operations. Foreign Currency Contracts The Company's Arnold operating segment from time to time will use forward contracts and options to hedge the value of the Eurodollar against the Swiss Franc or the British Pound Sterling. Mark-to-market gains and losses on these instruments were not material to the consolidated results during each of the years ended December 31, 2017, 2016 or 2015. At December 31, 2017 and 2016, these contracts had notional values of €0.3 million and €0.8 million , respectively, and maturity dates within three months of year end. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Compass Diversified Holdings and Compass Group Diversified Holdings LLC are classified as partnerships for U.S. Federal income tax purposes and are not subject to income taxes. Each of the Company’s majority owned subsidiaries are subject to Federal and state income taxes. Components of the Company's pretax income (loss) before taxes are as follows ( in thousands) : Year ended December 31, 2017 2016 2015 Domestic (including U.S. exports) $ (13,276 ) $ 63,782 $ 29,432 Foreign subsidiaries 5,869 (564 ) (5,440 ) $ (7,407 ) $ 63,218 $ 23,992 Components of the Company’s income tax provision (benefit) are as follows ( in thousands) : Year ended December 31, 2017 2016 2015 Current taxes Federal $ 10,293 $ 12,994 $ 16,079 State 2,221 2,486 2,567 Foreign 6,236 3,857 688 Total current taxes 18,750 19,337 19,334 Deferred taxes: Federal (55,299 ) (5,816 ) (764 ) State (1,712 ) (1,357 ) 70 Foreign (2,418 ) (2,695 ) (3,639 ) Total deferred taxes (59,429 ) (9,868 ) (4,333 ) Total tax provision $ (40,679 ) $ 9,469 $ 15,001 The tax effects of temporary differences that have resulted in the creation of deferred tax assets and deferred tax liabilities at December 31, 2017 and 2016 are as follows ( in thousands) : December 31, 2017 2016 Deferred tax assets: Tax credits $ 5,035 $ 11,485 Accounts receivable and allowances 1,134 1,032 Net operating loss carryforwards 27,631 28,896 Accrued expenses 5,789 7,324 Other 5,174 3,966 Total deferred tax assets $ 44,763 $ 52,703 Valuation allowance (1) (5,912 ) (7,256 ) Net deferred tax assets $ 38,851 $ 45,447 Deferred tax liabilities: Intangible assets $ (102,581 ) $ (120,645 ) Property and equipment (17,060 ) (19,810 ) Repatriation of foreign earnings (68 ) (8,973 ) Prepaid and other expenses (191 ) (6,857 ) Total deferred tax liabilities $ (119,900 ) $ (156,285 ) Total net deferred tax liability $ (81,049 ) $ (110,838 ) (1) Primarily relates to the 5.11 and Arnold operating segments. For the years ending December 31, 2017 and 2016, the Company recognized approximately $119.9 million and $156.3 million , respectively in deferred tax liabilities. A significant portion of the balance in deferred tax liabilities reflects temporary differences in the basis of property and equipment and intangible assets related to the Company’s purchase accounting adjustments in connection with the acquisition of certain of its businesses. For financial accounting purposes the Company has recognized a significant increase in the fair values of the intangible assets and property and equipment in certain of the businesses it acquired. For income tax purposes the existing, pre-acquisition tax basis of the intangible assets and property and equipment is utilized. In order to reflect the increase in the financial accounting basis over the existing tax basis, a deferred tax liability was recorded. This liability will decrease in future periods as these temporary differences reverse but may be replaced by deferred tax liabilities generated as a result of future acquisitions. A valuation allowance relating to the realization of foreign tax credits and net operating losses of $5.9 million was provided at December 31, 2017 and $7.3 million was provided at December 31, 2016. A valuation allowance is provided whenever it is more likely than not that some or all of deferred assets recorded may not be realized. The reconciliation between the Federal Statutory Rate and the effective income tax rate for 2017, 2016 and 2015 are as follows: Year ended December 31, 2017 2016 2015 United States Federal Statutory Rate (35.0 )% 35.0 % 35.0 % State income taxes (net of Federal benefits) (6.5 ) 0.6 6.5 Foreign income taxes (18.4 ) 1.5 1.2 Expenses of Compass Group Diversified Holdings, LLC representing a pass through to shareholders (1) (3.3 ) 3.6 29.1 Effect of (gain) loss on equity method investment 26.6 (41.2 ) (6.6 ) Impact of subsidiary employee stock options 9.9 1.3 1.3 Domestic production activities deduction (8.4 ) (0.9 ) (3.2 ) Non-deductible acquisition costs 4.6 1.9 — Impairment expense 69.4 — — Effect of undistributed foreign earnings (18.7 ) 4.2 — Non-recognition of NOL carryforwards at subsidiaries (18.1 ) 3.6 (6.1 ) Adjustments to uncertain tax positions (2) (124.0 ) — — Utilization of tax credits (40.1 ) (0.7 ) (1.1 ) Effect of Tax Act - remeasurement of deferred tax assets and liabilities (3) (468.0 ) — — Effect of Tax Act - transition tax on non-U.S. subsidiaries' earnings (3) 65.6 — — Other 15.2 6.1 6.4 Effective income tax rate (549.2 )% 15.0 % 62.5 % (1) The effective income tax rate for each of the years presented includes losses at the Company’s parent, which is taxed as a partnership. (2) Represents the effect of the reversal of an uncertain tax position at our 5.11 business that existed as of the acquisition date and was settled during the fourth quarter of 2017, resulting in a tax benefit of $9.2 million in our 2017 tax provision. (3) The effect of the enactment of the Tax Act on our tax provision for the year ended December 31, 2017 was a benefit of $34.7 million related to the reduction in the U.S. federal corporate income tax rate from 35% to 21%, and tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. Our loss before income taxes for 2017 was $7.4 million , and as a result, the effect from the Tax Act on the reconciliation in the table above was significant. A reconciliation of the amount of unrecognized tax benefits for 2017, 2016 and 2015 are as follows (in thousands) : Balance at January 1, 2015 $ 433 Additions for current years’ tax positions 73 Additions for prior years’ tax positions — Reductions for prior years’ tax positions (15 ) Reductions for settlements — Reductions for expiration of statute of limitations (102 ) Balance at December 31, 2015 $ 389 Additions for current years’ tax positions 64 Additions for prior years’ tax positions (1) 10,150 Reductions for prior years’ tax positions (16 ) Reductions for settlements — Reductions for expiration of statute of limitations (87 ) Balance at December 31, 2016 $ 10,500 Additions for current years’ tax positions 96 Additions for prior years’ tax positions 23 Reductions for prior years’ tax positions (1) (9,397 ) Reductions for settlements — Reductions for expiration of statute of limitations (87 ) Balance at December 31, 2017 $ 1,135 (1) The increase in prior year tax positions during the year ended December 31, 2016 related to an unrecognized tax benefit at the Company's 5.11 business, which was acquired in August 2016. The uncertainty was resolved in the fourth quarter of 2017 and the amount was reversed. Included in the unrecognized tax benefits at December 31, 2017 and 2016 is $1.0 million and $10.4 million , respectively, of tax benefits that, if recognized, would affect the Company’s effective tax rate. The Company accrues interest and penalties related to uncertain tax positions. The amounts accrued at December 31, 2017, 2016 and 2015 are not material to the Company. Such amounts are included in the provision (benefit) for income taxes in the accompanying consolidated statements of operations. The change in the unrecognized tax benefit during 2017 and 2016 resulted from the acquisition of 5.11. The change in the unrecognized tax benefit during 2015 was not material. It is expected that the amount of unrecognized tax benefits will change in the next twelve months. However, we do not expect the change to have a significant impact on the consolidated results of operations or financial position. Each of the Company’s businesses file U.S. Federal, state and foreign income tax returns in multiple jurisdictions with varying statutes of limitations. The 2013 through 2017 tax years generally remain subject to examinations by the taxing authorities. |
Defined Benefit Plan
Defined Benefit Plan | 12 Months Ended |
Dec. 31, 2017 | |
Postemployment Benefits [Abstract] | |
Defined Benefit Plan | Defined Benefit Plan In connection with the acquisition of Arnold, the Company has a defined benefit plan covering substantially all of Arnold’s employees at its Lupfig, Switzerland location. The benefits are based on years of service and the employees’ highest average compensation during the specific period. The following table sets forth the plan’s funded status and amounts recognized in the Company’s consolidated balance sheets at December 31, 2017 and 2016 (in thousands) : December 31, 2017 December 31, 2016 Change in benefit obligation: Benefit obligation, beginning of year $ 13,804 $ 13,392 Service cost 534 409 Interest cost 94 130 Actuarial (gain)/loss (59 ) 817 Employee contributions and transfer 319 315 Benefits paid (555 ) (810 ) Foreign currency translation 616 (449 ) Benefit obligation $ 14,753 $ 13,804 Change in plan assets: Fair value of assets, beginning of period $ 10,549 $ 10,897 Actual return on plan assets 348 122 Company contribution 7 390 Employee contributions and transfer 319 315 Benefits paid (555 ) (810 ) Foreign currency translation 464 (365 ) Fair value of assets 11,132 10,549 Funded status $ (3,621 ) $ (3,255 ) The unfunded liability of $3.6 million and $3.3 million at December 31, 2017 and 2016, respectively, is recognized in the consolidated balance sheet within other non-current liabilities. Net periodic benefit cost consists of the following (in thousands) : Year ended December 31, 2017 2016 2015 Service cost $ 534 $ 409 $ 578 Interest cost 94 130 167 Expected return on plan assets (155 ) (147 ) 310 Amortization of unrecognized loss 250 165 — Net periodic benefit cost $ 723 $ 557 $ 1,055 Assumptions used to determine the benefit obligations and components of the net periodic benefit cost at December 31, 2017 and 2016: December 31, 2017 December 31, 2016 Discount rate 0.65 % 0.65 % Expected return on plan assets 1.40 % 1.40 % Rate of compensation increase 1.00 % 1.00 % The Company considers the historical level of long-term returns and the current level of expected long-term returns for the plan assets, as well as the current and expected allocation of assets when developing its expected long-term rate of return on assets assumption. The assumptions used for the plan are based upon customary rates and practices for the location of the Company. The Company, for 2018, will be contributing per the terms of the agreement, and the expected contribution to the plan will total approximately $0.6 million . The following presents the benefit payments which are expected to be paid for the plan in each year indicated ( in thousands ): 2018 $ 551 2019 963 2020 1,254 2021 706 2022 635 Thereafter 3,692 $ 7,801 Asset management objectives include maintaining an adequate level of diversification to reduce interest rate and market risk and providing adequate liquidity to meet immediate and future benefit payment requirements. The assets of the plan are reinsured in their entirety with Swiss Life Ltd. (“Swiss Life”) within the framework of the corresponding contracts with Swiss Life Collective BVG Foundation and Swiss Life Complementary Foundation. The assets are guaranteed by the insurance company and pooled with the assets of other participating employers. The allocation of pension plan assets by category in Swiss Life’s group life portfolio is as follows at December 31, 2017: Certificates of deposit and cash and cash equivalents 66 % Fixed income bonds and securities 8 % Equities and investment funds 8 % Real estate 16 % Other investments 2 % 100 % The plan assets are pooled with assets of other participating employers and are not separable; therefore the fair values of the pension plan assets at December 31, 2017 and 2016 were considered Level 3. |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholders' Equity Trust Common Shares The Trust is authorized to issue 500,000,000 Trust common shares and the Company is authorized to issue a corresponding number of LLC interests. The Company will, at all times, have the identical number of LLC interests outstanding as Trust shares. Each Trust share represents an undivided beneficial interest in the Trust, and each Trust share is entitled to one vote per share on any matter with respect to which members of the Company are entitled to vote. In December 2016, the Company completed an offering of 5,600,000 Trust common shares at an offering price of $18.65 per share. The net proceeds to the Company, after deducting the underwriter's discount and offering costs, totaled approximately $99.4 million . Trust Preferred Shares Pursuant to the Trust agreement, the Trust is authorized to issue up to 50,000,000 Trust preferred shares and the Company is authorized to issue a corresponding number of Trust Interests. On June 28, 2017, the Trust issued 4,000,000 7.250% Series A Preferred Shares (the "Series A Preferred Shares") with a liquidation preference of $25.00 per share, for gross proceeds of $100.0 million , or $96.4 million net of underwriters' discount and issuance costs. When, and if declared by the Company's board of directors, distribution on the Series A Preferred Shares will be payable quarterly on January 30, April 30, July 30, and October 30 of each year, beginning on October 30, 2017, at a rate per annum of 7.250%. Distributions on the Series A Preferred Shares are discretionary and non-cumulative. The Company has no obligation to pay distributions for a quarterly distribution period if the board of directors does not declare the distribution before the scheduled record of date for the period, whether or not distributions are paid for any subsequent distribution periods with respect to the Series A Preferred Shares, or the Trust common shares. If the Company's board of directors does not declare a distribution for the Series A Preferred Shares for a quarterly distribution period, during the remainder of that quarterly distribution period the Company cannot declare or pay distributions on the Trust common shares. The Series A Preferred Shares are not convertible into Trust common shares and have no voting rights, except in limited circumstances as provided for in the share designation for the Series A Preferred Shares. The Series A Preferred Shares may be redeemed at the Company's option, in whole or in part, at any time after July 30, 2022, at a price of $25.00 per share, plus declared and unpaid distribution to, but excluding, the redemption date, without payment of any undeclared distributions. Holders of Series A Preferred Shares will have no right to require the redemption of the Series A Preferred Shares and there is no maturity date. If a certain tax redemption event occurs prior to July 30, 2022, the Series A Preferred Shares may be redeemed at the Company's option, in whole but not in part, upon at least 30 days’ notice, within 60 days of the occurrence of such tax redemption event, at a price of $25.25 per share, plus declared and unpaid distributions to, but excluding, the redemption date, without payment of any undeclared distributions. If a certain fundamental change related to the Series A Preferred Shares or the Company occurs (whether before, on or after July 30, 2022), the Company will be required to repurchase the Series A Preferred Shares at a price of $25.25 per share, plus declared and unpaid distributions to, but excluding, the date of purchase, without payment of any undeclared distributions. If (i) a fundamental change occurs and (ii) the Company does not give notice prior to the 31 st day following the fundamental change to repurchase all the outstanding Series A Preferred Shares, the distribution rate per annum on the Series A Preferred Shares will increase by 5.00% , beginning on the 31st day following such fundamental change. Notwithstanding any requirement that the Company repurchase all of the outstanding Series A Preferred Shares, the increase in the distribution rate is the sole remedy to holders in the event the Company fails to do so, and following any such increase, the Company will be under no obligation to repurchase any Series A Preferred Shares. Profit Allocation Interests The Profit Allocation Interests represent the original equity interest in the Company. The holders of the Allocation Interests (“Holders”), through Sostratus LLC, are entitled to receive distributions pursuant to a profit allocation formula upon the occurrence of certain events. The distributions of the profit allocation is paid upon the occurrence of the sale of a material amount of capital stock or assets of one of the Company’s businesses (“Sale Event”) or, at the option of the Holders, at each five year anniversary date of the acquisition of one of the Company’s businesses (“Holding Event”). The Company records distributions of the profit allocation to the Holders upon occurrence of a Sale Event or Holding Event as dividends declared on Allocation Interests to stockholders’ equity when they are approved by the Company’s board of directors. The following is a summary of the profit allocation payments made to the Allocation Interest Holders during each of the year ended December 31, 2017, 2016 and 2015: Year ended December 31, 2017 • The Company's board of directors approved and declared a profit allocation payment in the fourth quarter of 2016 to the Allocation Interest Holders of $13.4 million related to the FOX November Offering (refer to Note F - "Investment" ). This amount was recorded as "Due to related parties" in the accompanying balance sheet at December 31, 2016, and was paid in the first quarter of 2017. • $25.8 million paid in the second quarter of 2017 resulting from the sale of FOX shares in March 2017 (refer to Note F - "Investment" ) which qualified as a Sale Event under the Company's LLC Agreement. Year ended December 31, 2016 • $8.6 million paid in the second quarter as a result of a Sale Event related to the sale of FOX shares in March 2016 (refer to " Note F - Investment "); • $8.2 million paid in the third quarter as a result of the five year ownership holding period of our ACI business. The payment is in respect of its positive contribution-based profit during the five years ended June 30, 2016; • $7.0 million paid in the fourth quarter as a result of a Sale Event related to the sale of FOX shares in August 2016 (refer to " Note F - Investment ") and the sale of Tridien in September 2016 (refer to " Note D - Discontinued Operations "). Under the terms of the Company's LLC Agreement, the Company offset the profit allocation distribution resulting from the FOX Sale Event by the negative profit allocation amount from the Tridien Sale Event, resulting in a net distribution to the Allocation Member; Year ended December 31, 2015 • $14.6 million paid in the fourth quarter as a result of a Sale Event related to the sale of CamelBak in August 2015 and the sale of Tridien in October 2015 (refer to " Note D - Discontinued Operations "). Under the terms of the Company's LLC Agreement, the Company offset the profit allocation distribution resulting from the CamelBak Sale Event by the negative profit allocation amount related to the American Furniture Sale Event, resulting in a net distribution to the Allocation Member. • $3.1 million paid in the fourth quarter as a result of a Holding Event for our five year ownership holding period of our Ergobaby business. The payment is in respect of its positive contribution-based profit since our acquisition in September of 2010. Earnings per share Basic and diluted earnings per share for the fiscal year ended December 31, 2017, 2016 and 2015 is calculated as follows: 2017 2016 2015 Income (loss) from continuing operations attributable to common shares of Holdings $ (13,994 ) $ 28,009 $ (13,873 ) Less: Effect of contribution based profit—Holding Event 12,726 2,862 2,804 Income (loss) from Holdings attributable to common shares $ (26,720 ) $ 25,147 $ (16,677 ) Income from discontinued operations attributable to Holdings $ 340 $ 2,898 $ 157,980 Less: Effect of contribution based profit — — — Income from discontinued operations of Holdings attributable to common shares $ 340 $ 2,898 $ 157,980 Basic and diluted weighted average common shares of Holdings outstanding 59,900 54,591 54,300 Basic and fully diluted income (loss) per common share attributable to Holdings Continuing operations $ (0.45 ) $ 0.46 $ (0.30 ) Discontinued operations $ 0.01 $ 0.05 $ 2.91 $ (0.44 ) $ 0.51 $ 2.61 Distributions During the year ended December 31, 2017, the Company paid the following distributions: Trust Common Shares • On January 26, 2017 , the Company paid a distribution of $0.36 per share to holders of record as of January 19, 2017. This distribution was declared on January 5, 2017. • On April 27, 2017, the Company paid a distribution of $0.36 per share to holders of record as of April 20, 2017. This distribution was declared on April 6, 2017. • On July 27, 2017, the Company paid a distribution of $0.36 per share to holders of record as of July 20, 2017. This distribution was declared on July 6, 2017. • On October 26, 2017, the Company paid a distribution of $0.36 per share to holders of record as of October 19, 2017. This distribution was declared on October 5, 2017. On January 25, 2018, the Company paid a distribution of $0.36 per share to holders of record as of January 18, 2018. This distribution was declared on January 4, 2018. During the year ended December 31, 2016, the Company paid the following distributions: • On January 28, 2016, the Company paid a distribution of $0.36 per share to holders of record as of January 21, 2016. This distribution was declared on January 7, 2016. • On April 28, 2016, the Company paid a distribution of $0.36 per share to holders of record as of April 22, 2016. This distribution was declared on April 7, 2016. • On July 28, 2016, the Company paid a distribution of $0.36 per share to holders of record as of July 21, 2016. This distribution was declared on July 7, 2016. • On October 27, 2016, the Company paid a distribution of $0.36 per share to holders of record as of October 20, 2016. This distribution was declared on October 6, 2016. During the year ended December 31, 2015, the Company paid the following distributions: • On January 29, 2015, the Company paid a distribution of $0.36 per share to holders of record as of January 22, 2015. This distribution was declared on January 8, 2015. • On April 29, 2015, the Company paid a distribution of $0.36 per share to holders of record as of April 22, 2015. This distribution was declared on April 9, 2015. • On July 29, 2015, the Company paid a distribution of $0.36 per share to holders of record as of July 22, 2015. This distribution was declared on July 9, 2015. • On October 29, 2015, the Company paid a distribution of $0.36 per share to holders of record as of October 22, 2015. This distribution was declared on October 7, 2015. Trust Preferred Shares • On October 30, 2017, the Company paid a distribution of $0.61423611 per share on the Company’s Series A Preferred Shares. The distribution on the Series A Preferred Shares covers the period from and including June 28, 2017, the original issue date of the Series A Preferred Shares, up to, but excluding, October 30, 2017. This distribution was declared on October 5, 2017 and was payable to holders of record of the Company's Series A Preferred Shares as of October 15, 2017. On January 30, 2018, the Company paid a distribution of $0.453125 per share on the Company’s Series A Preferred Shares. This distribution was declared on January 4, 2018. |
Noncontrolling Interest
Noncontrolling Interest | 12 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest | Noncontrolling Interest Noncontrolling interest represents the portion of a majority-owned subsidiary’s net income and equity that is owned by noncontrolling shareholders. The following tables reflect the Company’s percentage ownership of its businesses, as of December 31, 2017, 2016 and 2015 and related noncontrolling interest balances as of December 31, 2017 and 2016: % Ownership (1) December 31, 2017 % Ownership (1) December 31, 2016 % Ownership (1) December 31, 2015 Primary Fully Diluted Primary Fully Diluted Primary Fully Diluted 5.11 Tactical 97.5 85.5 97.5 85.1 n/a n/a Crosman 98.8 89.2 n/a n/a n/a n/a Ergobaby 82.7 76.6 83.5 76.9 81.0 74.2 Liberty 88.6 84.7 88.6 84.7 96.2 84.6 Manitoba Harvest 76.6 67.0 76.6 65.6 76.6 65.6 ACI 69.4 69.2 69.4 69.3 69.4 69.3 Arnold 96.7 84.7 96.7 84.7 96.7 87.3 Clean Earth 97.5 79.8 97.5 79.8 97.5 86.2 Sterno 100.0 89.5 100.0 89.5 100.0 89.7 (1) The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. Noncontrolling Interest Balances (in thousands) December 31, December 31, 5.11 Tactical $ 8,003 $ 5,934 Crosman 1,373 — Ergobaby 23,416 18,647 Liberty 3,254 2,681 Manitoba Harvest 11,725 13,687 ACI (5,850 ) (11,220 ) Arnold 1,368 1,536 Clean Earth 7,357 5,469 Sterno 2,045 1,305 Allocation Interests 100 100 $ 52,791 $ 38,139 The Company's businesses had the following transactions with minority shareholders during the year ended December 31, 2016: ACI Recapitalization During the second quarter of 2016, the Company completed a recapitalization at ACI whereby the Company entered into an amendment to the intercompany debt agreement with ACI (the "ACI Loan Agreement"). The ACI loan agreement was amended to provide for additional term loan borrowings of $61.0 million to fund a cash distribution to shareholders totaling $60.1 million . Minority interest shareholders of Advanced Circuits, including certain members of management at Advanced Circuits, received total distribution proceeds of $18.4 million . The Company used cash on hand to fund the distribution to minority shareholders. Liberty Recapitalization During the first quarter of 2016, the Company completed a recapitalization at Liberty whereby the Company entered into an amendment to the intercompany loan agreement with Liberty (the “Liberty Loan Agreement”). The Liberty Loan Agreement was amended to (i) provide for term loan borrowings of $38.0 million and revolving credit facility borrowings of $5.0 million to fund cash distributions totaling $35.3 million to its shareholders, including the Company, and (ii) extend the maturity dates of the term loans and revolving credit facility. Liberty’s noncontrolling shareholders received approximately $5.3 million in distributions as a result of the recapitalization. Immediately prior to the recapitalization, management exercised stock options for 75,095 shares of Liberty common shares, resulting in net proceeds from stock options at Liberty of $3.8 million . Liberty recognized $0.3 million in compensation expense related to the accelerated vesting of a portion of management's stock options at the time of exercise. The Company then purchased $1.5 million in Liberty common shares from members of Liberty management, resulting in Liberty's noncontrolling shareholders holding 11.4% of Liberty's outstanding shares subsequent to the recapitalization. The purchase of the Liberty common stock from noncontrolling shareholders and issuance of Liberty common stock related to the exercise of stock options by noncontrolling shareholders were at fair value and resulted in no change in control of Liberty. The difference between the consideration paid for the noncontrolling interest and the adjustment to the carrying amount of the Company's noncontrolling interest in Liberty was recognized in the Company's equity. Subsequent to the purchase of Liberty common shares and the exercise of the options, the Company owns 88.6% of Liberty on a primary basis and 84.7% on a fully diluted basis. Ergobaby Share Issuance In connection with the Ergobaby acquisition of Baby Tula in May 2016, Ergobaby issued shares of their stock valued at $8.2 million to the selling shareholders (refer to " Note C - Acquisition of Businesses " for the methodology used to determine the value of the shares at issuance). Subsequent to the issuance of the shares, the Company's ownership interest in Ergobaby was 77.9% on a primary basis and 71.2% on a fully diluted basis. Ergobaby Share Repurchase In June 2016, Ergobaby repurchased 77,425 shares of Ergobaby common stock from certain noncontrolling shareholders for a total purchase price of $15.4 million . Ergobaby financed the repurchase of shares with an increase to the intercompany debt facility with the Company. The difference between the consideration paid for the noncontrolling interest and the adjustment to the carrying amount of the Company's noncontrolling interest in Ergobaby was recognized in the Company's equity. Subsequent to the repurchase, the Company's ownership interest in Ergobaby was 83.9% on a primary basis and 76.2% on a fully diluted basis. The repurchased shares have been accounted for as treasury shares by Ergobaby. Ergobaby Share Issuance and Share Repurchase In December 2016, an Ergobaby employee exercised stock options resulting in the issuance of 10,989 shares of Ergobaby common stock. Ergobaby then repurchased 6,204 of these shares from the employee for a total purchase price of $1.4 million . The difference between the consideration paid for the noncontrolling interest and the adjustment to the carrying amount of the Company's noncontrolling interest in Ergobaby was recognized in the Company's equity. Subsequent to the option exercise and repurchase, the Company's ownership interest in Ergobaby was 83.5% on a primary basis and 76.9% on a fully diluted basis. The repurchased shares have been accounted for as treasury shares by Ergobaby. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases The Company and its subsidiaries lease office and manufacturing facilities, computer equipment and software under various operating arrangements. Certain of the leases are subject to escalation clauses and renewal periods. The Company and its subsidiaries recognize lease expense, including predetermined fixed escalations, on a straight-line basis over the initial term of the lease including reasonably assured renewal periods from the time that the Company and its subsidiaries control the leased property. The future minimum rental commitments at December 31, 2017 under operating leases having an initial or remaining non-cancelable term of one year or more are as follows ( in thousands ): 2018 $ 17,857 2019 14,005 2020 12,540 2021 11,327 2022 9,595 Thereafter 41,518 $ 106,842 The Company’s rent expense for the fiscal years ended December 31, 2017, 2016 and 2015 totaled $23.5 million , $15.9 million and $10.7 million , respectively. Legal Proceedings In the normal course of business, the Company and its subsidiaries are involved in various claims and legal proceedings. While the ultimate resolution of these matters has yet to be determined, the Company does not believe that any unfavorable outcomes will have a material adverse effect on the Company’s consolidated financial position or results of operations. |
Supplemental Data
Supplemental Data | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Data | Supplemental Data Supplemental Balance Sheet Data (in thousands): Summary of accrued expenses: December 31, December 31, Accrued payroll and fringes $ 23,905 $ 22,440 Accrued taxes 3,441 5,307 Income taxes payable 6,873 6,232 Accrued interest 221 182 Accrued rebates 13,516 12,289 Warranty payable 2,197 1,258 Accrued inventory 32,810 20,763 Accrued transportation and disposal costs 4,985 7,324 Other accrued expenses 18,925 15,246 Total $ 106,873 $ 91,041 Year ended December 31, Warranty liability: 2017 2016 Beginning balance $ 1,258 $ 1,259 Accrual 1,982 252 Warranty payments (1,552 ) (253 ) Other (1) 509 — Ending balance $ 2,197 $ 1,258 (1) Represents warranty liabilities of acquired businesses. Supplemental Statement of Operations Data (in thousands): December 31, December 31, December 31, Other income (expense), net: Foreign currency gain (loss) $ 3,268 $ (1,386 ) $ (2,561 ) Gain (loss) on sale of capital assets 47 (1,249 ) (138 ) Other income (expense) (681 ) (284 ) 376 $ 2,634 $ (2,919 ) $ (2,323 ) Supplemental Cash Flow Statement Data (in thousands): December 31, December 31, December 31, Interest paid $ 27,754 $ 22,840 $ 21,180 Taxes paid $ 19,326 $ 15,324 $ 6,494 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company has entered into the following related party transactions with its Manager, CGM: • Management Services Agreement • LLC Agreement • Integration Services Agreement • Cost reimbursement and fees Management Services Agreement The Company entered into a MSA with CGM effective May 16, 2006, as amended. The MSA provides for, among other things, CGM to perform services for the Company in exchange for a management fee paid quarterly and equal to 0.5% of the Company’s adjusted net assets, as defined in the MSA. The management fee is required to be paid prior to the payment of any distributions to shareholders. Pursuant to the MSA, CGM is entitled to enter into off-setting management service agreements with each of the operating segments. The amount of the fee is negotiated between CGM and the operating management of each segment and is based upon the value of the services to be provided. The fees paid directly to CGM by the segments offset on a dollar for dollar basis the amount due CGM by the Company under the MSA. For the year ended December 31, 2017, 2016 and 2015, the Company incurred the following management fees to CGM, by entity ( in thousands ): December 31, December 31, December 31, 5.11 $ 1,000 $ 333 n/a Crosman 290 n/a n/a Ergobaby 500 500 $ 500 Liberty 500 500 500 Manitoba Harvest 350 350 175 Advanced Circuits 500 500 500 Arnold 500 500 500 Clean Earth 500 500 500 Sterno 500 500 500 Corporate 28,053 25,723 22,483 $ 32,693 $ 29,406 $ 25,658 Not included in the table above are management fees paid to CGM by Tridien of $0.2 million and $0.4 million in the years ended December 31, 2016 and 2015, respectively, and CamelBak of $0.3 million in the year ended December 31, 2015. These amounts are included in income (loss) from discontinued operations on the consolidated statements of operations. Approximately $7.8 million and $7.4 million of the management fees incurred were unpaid as of December 31, 2017 and 2016, respectively, and are reflected in Due to related party on the consolidated balance sheets. LLC Agreement The LLC agreement gives Holders the right to distributions pursuant to a profit allocation formula upon the occurrence of a Sale Event or a Holding Event. The Holders are entitled to receive and as such can elect to receive the positive contribution-based profit allocation payment for each of the business acquisitions during the 30 -day period following the fifth anniversary of the date upon which we acquired a controlling interest in that business (Holding Event) and upon the sale of the business (Sale Event). Holders received $41.5 million in distributions related to Sale and Holding Events that occurred during 2017, 2016 and 2015. Refer to " Note N - Stockholders' Equity " for a description of the 2017, 2016 and 2015 profit allocation payments. Certain persons who are employees and partners of the Manager, including the Company’s Chief Executive Officer, beneficially own (through Sostratus LLC) 60.4% of the Allocation Interests at December 31, 2017 and 2016, and 58.8% of the Allocation Interests at December 31, 2015. Of the remaining 39.6% non-voting ownership of the Allocation Interests, 5.0% is held by CGI Diversified Holdings LP, 5.0% is held by the Chairman of the Company’s Board of Directors, and the remaining 29.6% is held by the former founding partner of the Manager. Integrations Services Agreements Crosman, which was acquired in 2017, 5.11, which was acquired in 2016, and Manitoba, which was acquired in 2015, entered into Integration Services Agreements ("ISA") with CGM. The ISA provides for CGM to provide services for new platform acquisitions to, amongst other things, assist the management at the acquired entities in establishing a corporate governance program, implement compliance and reporting requirements of the Sarbanes-Oxley Act and align the acquired entity's policies and procedures with our other subsidiaries. Each ISA is for the twelve month period subsequent to the acquisition and is payable quarterly. Manitoba Harvest paid CGM $1.0 million under the agreement ( $0.5 million in integration service fees in 2015 and $0.5 million in 2016) and 5.11 Tactical paid CGM $3.5 million under the agreement ( $1.2 million in integration services fees in 2016 and $2.3 million in 2017). Crosman paid CGM $0.75 million in integration services fees during 2017 and will pay $0.75 million in integration services fees in 2018. During the year ended December 31, 2017, 2016 and 2015, CGM received $3.1 million , $1.7 million , and $3.5 million , respectively, in total integration service fees. Cost Reimbursement and Fees The Company reimbursed its Manager, CGM, approximately $3.8 million , $3.8 million , and $3.5 million , principally for occupancy and staffing costs incurred by CGM on the Company’s behalf during the years ended December 31, 2017, 2016 and 2015, respectively. The Company and its businesses have the following significant related party transactions : FOX Investment in FOX - The Company purchased a controlling interest in FOX on January 4, 2008. On July 10, 2014, 5,750,000 shares of FOX common stock, held by certain FOX shareholders, including us, were sold in a secondary offering. As a selling shareholder, we sold a total of 4,466,569 shares of FOX common stock. Upon completion of the offering, our ownership in FOX decreased from approximately 53% to 41% , or 15,108,718 shares of FOX’s common stock. We recorded a gain of $264.3 million in July 2014 in connection with the Fox deconsolidation. In March, August and November 2016, through three additional secondary offerings and a share repurchase by FOX, the Company's ownership in the outstanding common stock of FOX was further reduced to 14.0% . In March 2017, FOX closed on a secondary offering through which we sold our remaining 5,108,718 shares in FOX for total net proceeds of $136.1 million, after the underwriter's discount of $8.9 million. Subsequent to the sale of FOX shares in March 2017, we no longer hold an ownership interest in FOX. Refer to " Note F - Investment " for additional information related to the Company's investment in FOX. FOX Services Agreement - In September 2014, the Company and FOX entered into an agreement for the provision of services to FOX for assistance in complying with the Sarbanes-Oxley Act of 2002, as amended (the “Services Agreement”). The Services Agreement terminated on March 31, 2016. A statement of work was agreed to in connection with the Service Agreement, which provided that the Company’s internal audit team would assist FOX with various tasks, including, but not limited to, the development of internal control policies and procedures. Services provided in accordance with the Services Agreement were billed on a time and materials basis. Fees paid for services provided in 2016 and 2015 were approximately $72,000 and $135,000 , respectively. 5.11 Related Party Vendor Purchases - 5.11 purchases inventory from a vendor who is a related party to 5.11 through one of the executive officers of 5.11 via the executive's 40% ownership interest in the vendor. During the year ended December 31, 2016 (from the date of acquisition) 5.11 purchased approximately $2.3 million in inventory from the vendor. Liberty Liberty Recapitalization - Refer to " Note O - Noncontrolling Interest " for additional details with regards to the Liberty recapitalization. Related Party Vendor Purchases - Liberty purchases inventory raw materials from two vendors who are related parties to Liberty through two of the executive officers of Liberty via the employment of family members at the vendors. During the years ended December 31, 2017, 2016 and 2015, Liberty purchased approximately $2.1 million , $2.5 million and $3.3 million , respectively, in raw materials from the two vendors. Advanced Circuits Advanced Circuits Recapitalization - Refer to " Note O - Noncontrolling Interest " for additional details with regards to the Advanced Circuits recapitalization. Clean Earth In January 2018, Clean Earth purchased a permit and some tangible property consisting primarily of machinery and equipment from an officer of the company for approximately $2.0 million . |
Unaudited Quarterly Financial D
Unaudited Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Financial Data | Unaudited Quarterly Financial Data The following table presents the unaudited quarterly financial data. This information has been prepared on a basis consistent with that of the audited consolidated financial statements and all necessary material adjustments, consisting of normal recurring accruals and adjustments, have been included to present fairly the unaudited quarterly financial data. The quarterly results of operations for these periods are not necessarily indicative of future results of operations. Typically, the first quarter of each fiscal year has the lower results than the remainder of the year, representing the Company's weakest quarter due to seasonality at our businesses. The per share calculations for each of the quarters are based on the weighted average number of shares for each period using the two class method, which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share; therefore, the sum of the quarters will not equal to the full year per share amount. (in thousands) December 31, 2017 (1) September 30, June 30, March 31, 2017 (2) Total revenues $ 348,199 $ 323,957 $ 307,581 $ 289,992 Gross profit 125,931 117,725 109,720 94,333 Operating income 11,956 14,477 12,183 (11,412 ) Income (loss) from continuing operations 44,131 8,356 2,260 (21,475 ) Gain on sale of discontinued operations, net of tax — — — 340 Net income (loss) attributable to Holdings $ 41,002 $ 7,706 $ 888 $ (21,605 ) Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ 0.53 $ 0.10 $ (0.45 ) $ (0.61 ) Discontinued operations — — — 0.01 Basic and fully diluted income (loss) per share attributable to Holdings $ 0.53 $ 0.10 $ (0.45 ) $ (0.60 ) (1) As a result of Tax Act, the Company recognized a tax benefit of $29.8 million in the fourth quarter, representing the effect of the reduction in the U.S. federal corporate income tax rate from 35% to 21%, offset by the one-time transition tax liability of our foreign subsidiaries. The Company also recognized impairment expense related to our Manitoba business of $8.5 million in the fourth quarter of 2017. (2) The Company recorded goodwill impairment expense of $8.9 million related to the Arnold business in the first quarter of 2017. (in thousands) December 31, 2016 (1) September 30, 2016 (2) June 30, March 31, Total revenues $ 318,561 $ 252,285 $ 214,176 $ 193,287 Gross profit 103,366 82,415 76,670 64,119 Operating income (10,867 ) 11,358 10,489 8,081 Income from continuing operations 1,802 48,544 18,017 (14,614 ) Income from discontinued operations — (455 ) 1,341 (413 ) Gain on sale of discontinued operation, net of tax 175 2,134 — — Net income attributable to Holdings 1,764 49,705 19,239 (16,023 ) Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ (0.14 ) $ 0.72 $ (0.05 ) $ (0.31 ) Discontinued operations — 0.03 0.11 — Basic and fully diluted income per share attributable to Holdings $ (0.14 ) $ 0.75 $ 0.06 $ (0.31 ) (1) The quarter ended December 31, 2016 includes a full quarter of operating results from 5.11, which the Company acquired on August 31, 2016, and reflects the goodwill impairment expense of our Arnold business of $16.0 million . The Company recognized an additional $0.2 gain on the sale of Tridien in the fourth quarter related to the working capital settlement with the buyer. (2) During the three months ended September 30, 2016, the Company sold their Tridien operating segment for a net gain on sale of approximately $1.5 million . The Company also purchased 5.11 Tactical for a purchase price of approximately $408.2 million - refer to " Note C - Acquisition of Businesses ". Discontinued Operations During the quarter ended September 30, 2016, the Company sold its Tridien operating segment and reclassified the historical operations of Tridien to discontinued operations. (in thousands) December 31, 2016 September 30, 2016 June 30, 2016 March 31, 2016 Total revenue N/a $ 15,978 $ 15,212 $ 14,760 Gross Profit N/a 3,223 2,821 2,142 Operating income N/a 967 1,107 (577 ) Income from discontinued operations, net of tax N/a (455 ) 1,341 (413 ) |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE T - SUBSEQUENT EVENTS Acquisition of Foam Fabricators In January 2018, the Company entered into an agreement to acquire Foam Fabricators, Inc. (“Foam Fabricators”) for a purchase price of $247.5 million (excluding working capital and certain other adjustments upon closing). Headquartered in Scottsdale, AZ, Foam Fabricators is a leading designer and manufacturer of custom molded protective foam solutions and OEM components made from expanded polymers such as expanded polystyrene (EPS) and expanded polypropylene (EPP). Founded in 1957, the Foam Fabricators operates 13 state-of-the-art molding and fabricating facilities across North America. Foam Fabricators provides products to a variety of end-markets, including appliances and electronics, pharmaceuticals, health and wellness, automotive, and building products. For the trailing twelve months ended November 30, 2017, Foam Fabricators reported net revenue of approximately $126 million . The acquisition of Foam Fabricators closed on February 15, 2018, with the Company funding the acquisition through a draw on the 2014 Revolving Credit Facility. Acquisition of Rimports In January 2018, our Sterno business entered into an agreement to acquire Rimports, Inc. (Rimports) for a purchase price of approximately $145 million , excluding working capital and other adjustments upon closing, plus a potential earn-out of up to $25 million based on future financial performance of Rimports. Rimports is a manufacturer and distributor of branded and private label scented, wickless candle products used for home decor and fragrance. Headquartered in Provo, Utah, Rimports offers an extensive line of ceramic wax warmers, scented wax cubes, essential oils and diffusers through the mass retail channel. For the trailing twelve months ended November 30, 2017, Rimports reported net revenue of $155.4 million . The acquisition of Rimports closed on February 26, 2018, with the Company funding the acquisition through a draw on the 2014 Revolving Credit Facility. Recapitalization In January 2018, the Company completed a recapitalization at Sterno whereby the Company entered into an amendment to the intercompany loan agreement with Sterno (the "Sterno Loan Agreement"). The Sterno Loan Agreement was amended to (i) provide for term loan borrowings of $56.8 million to fund a distribution to the Company, which owned 100% of the outstanding equity of Sterno at the time of the recapitalization, and (ii) extend the maturity dates of the term loans. In connection with the recapitalization, Sterno's management team exercised all of their vested stock options, which represented 58,000 shares of Sterno. The Company then used a portion of the distribution to repurchase the 58,000 shares from management for a total purchase price of $6.0 million . In addition, Sterno issued new stock options to replace the exercised option, thus maintaining the same percentage of fully diluted non-controlling interest that existed prior to the recapitalization. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS Additions (in thousands) Balance at beginning of Year Charge to costs and expense Other (1) Deductions Balance at end of Year Sales allowance accounts - 2015 $ 3,756 $ 3,164 $ 15 $ 3,490 $ 3,445 Sales allowance accounts - 2016 $ 3,445 $ 4,775 $ 2,105 $ 4,814 $ 5,511 Sales allowance accounts - 2017 $ 5,511 $ 15,612 $ 1,164 $ 12,292 $ 9,995 Valuation allowance for deferred tax assets - 2015 $ 2,776 $ 1 $ — $ 1,469 $ 1,308 Valuation allowance for deferred tax assets - 2016 $ 1,308 $ 2,266 $ 3,692 $ 10 $ 7,256 Valuation allowance for deferred tax assets - 2017 $ 7,256 $ 625 $ — $ 1,969 $ 5,912 (1) Represents opening allowance balances related to acquisitions made during the period indicated. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Accounting Principles | Accounting principles The Company’s consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP). |
Basis of Presentation | Basis of presentation The results of operations for the years ended December 31, 2017, 2016 and 2015 represent the results of operations of the Company’s acquired businesses from the date of their acquisition by the Company, and therefore are not indicative of the results to be expected for the full year. |
Principles of Consolidation | Principles of consolidation The consolidated financial statements include the accounts of the Trust and the Company, as well as the businesses acquired as of their respective acquisition date. All significant intercompany accounts and transactions have been eliminated in consolidation. Discontinued operating entities are reflected as discontinued operations in the Company’s results of operations and statements of financial position. The acquisition of businesses that the Company owns or controls more than a 50% share of the voting interest are accounted for under the acquisition method of accounting. The amount assigned to the identifiable assets acquired and the liabilities assumed is based on the estimated fair values as of the date of acquisition, with the remainder, if any, recorded as goodwill. |
Discontinued Operations | Discontinued Operations The Company completed the sale of its majority owned subsidiary, Tridien Medical, Inc. ("Tridien") during the third quarter of 2016, the sale of its majority owned subsidiary CamelBak Products, LLC ("CamelBak") in the third quarter of 2015 and the sale of its majority owned subsidiary, American Furniture Manufacturing, Inc. ("AFM" or "American Furniture"), during the fourth quarter of 2015. The results of operations of Tridien are presented as discontinued operations in the consolidated statements of operations for the years ended December 31, 2016 and 2015. The results of operations of CamelBak and American Furniture are presented as discontinued operations in the consolidated statements of operations for the year ended December 31, 2015. Refer to " Note D - Discontinued Operations " for additional information. Unless otherwise indicated, the disclosures accompanying the consolidated financial statements reflect the Company's continuing operations. |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future. It is possible that in 2018 actual conditions could be better or worse than anticipated when the Company developed the estimates and assumptions, which could materially affect the results of operations and financial position in the future. Such changes could result in future impairment of goodwill, intangibles and long-lived assets, inventory obsolescence, establishment of valuation allowances on deferred tax assets and increased tax liabilities, among other things. Actual results could differ from those estimates. |
Termination of Supplemental Put Agreement | At the time of the Company's Initial Public Offering, the Company issued Allocation Interests governed by the LLC agreement that entitle the holders (the "Holders") to receive distributions pursuant to a profit allocation formula upon the occurrence of certain events. The Holders are entitled to receive and as such can elect to receive the positive contribution based profit allocation payment for each of the business acquisitions during the 30-day period following the fifth anniversary of the date upon which the Company acquired a controlling interest in that business (Holding Event) and upon the sale of that business (Sale Event). Payments of profit allocation to the Holders are accounted for as dividends declared on Allocation Interests and recorded in stockholders' equity once they are approved by our Board of Directors. |
Revenue Recognition | Revenue recognition The Company records revenue for goods and services when persuasive evidence of an arrangement exists, delivery of the product or performance of services has occurred, and collectability of the fixed or determinable sales price is reasonably assured. Revenue is recognized upon shipment of product to the customer or performance of services for a customer, net of sales returns and allowances. Appropriate reserves are established for anticipated returns and allowances based on historical experience. Shipping and handling costs are charged to operations when incurred and are generally classified as a component of cost of sales. Taxes collected from customers and remitted to governmental authorities are presented on a net basis in the accompanying Consolidated Statements of Operations. Revenue is typically recorded at F.O.B. shipping point for our businesses. Revenue from the Company's Clean Earth business is recognized as services are rendered, generally when material is received at Clean Earth's facilities. |
Cash Equivalents | Cash equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. At December 31, 2017 and 2016, the amount of cash and cash equivalents held by our subsidiaries in foreign bank accounts was $16.0 million and $16.7 million , respectively. |
Allowance for Doubtful Accounts | Allowance for doubtful accounts The Company uses estimates to determine the amount of the allowance for doubtful accounts in order to reduce accounts receivable to their estimated net realizable value. The Company estimates the amount of the required allowance by reviewing the status of past-due receivables and analyzing historical bad debt trends. The Company’s estimate also includes analyzing existing economic conditions. When the Company becomes aware of circumstances that may impair a specific customer’s ability to meet its financial obligations subsequent to the original sale, the Company will record an allowance against amounts due, and thereby reduce the net receivable to the amount it reasonably believes will be collectible. Balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable. |
Inventories | Inventories Inventories consist of raw materials, work-in-process, manufactured goods and purchased goods acquired for resale. Inventories are stated at the lower of cost or market, determined on the first-in, first-out method. Cost includes raw materials, direct labor, manufacturing overhead and indirect overhead. Market value is based on current replacement cost for raw materials and supplies and on net realizable value for finished goods. |
Property, Plant and Equipment | Property, plant and equipment Property, plant and equipment is recorded at cost. The cost of major additions or betterments is capitalized, while maintenance and repairs that do not improve or extend the useful lives of the related assets are expensed as incurred. Depreciation is provided principally on the straight-line method over estimated useful lives. Leasehold improvements are amortized over the life of the lease or the life of the improvement, whichever is shorter. The ranges of useful lives are as follows: Buildings and improvements 6 to 25 years Machinery and equipment 2 to 20 years Office furniture, computers and software 2 to 8 years Leasehold improvements Shorter of useful life or lease term Property, plant and equipment and other long-lived assets that have definitive lives are evaluated for impairment when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable (‘triggering event’). Upon the occurrence of a triggering event, the asset is reviewed to assess whether the estimated undiscounted cash flows expected from the use of the asset plus residual value from the ultimate disposal exceeds the carrying value of the asset. If the carrying value exceeds the estimated recoverable amounts, the asset is written down to its fair value. |
Fair Value of Financial Instruments | Fair value of financial instruments The carrying value of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short term nature. Term Debt with a carrying value of $556.5 million , net of original issue discount, at December 31, 2017 approximated fair value. The fair value is based on interest rates that are currently available to the Company for issuance of debt with similar terms and remaining maturities. If measured at fair value in the financial statements, the Term Debt would be classified as Level 2 in the fair value hierarchy. |
Business Combinations | Business combinations The Company allocates the amount it pays for each acquisition to the assets acquired and liabilities assumed based on their fair values at the date of acquisition, including identifiable intangible assets which arise from a contractual or legal right or are separable from goodwill. The Company bases the fair value of identifiable intangible assets acquired in a business combination on detailed valuations that use information and assumptions provided by management, which consider management’s best estimates of inputs and assumptions that a market participant would use. The Company allocates any excess purchase price that exceeds the fair value of the net tangible and identifiable intangible assets acquired to goodwill. The use of alternative valuation assumptions, including estimated growth rates, cash flows, discount rates and estimated useful lives could result in different purchase price allocations and amortization expense in current and future periods. Transaction costs associated with these acquisitions are expensed as incurred through selling, general and administrative expense on the consolidated statement of operations. In those circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the contingent payments expected to be made as of the acquisition date. The Company re-measures this liability each reporting period and records changes in the fair value through operating income within the consolidated statements of operations. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of the assets acquired and liabilities assumed. The Company is required to perform impairment reviews at each of its reporting units annually and more frequently in certain circumstances. In accordance with accounting guidelines, the Company is able to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the quantitative goodwill impairment test. In January 2017, the FASB issued new accounting guidance to simplify the accounting for goodwill impairment. The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, 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 Company adopted this guidance early, effective January 1, 2017, on a prospective basis, and applied the guidance as necessary to annual and interim goodwill testing performed subsequent to January 1, 2017. The first step of the process after the qualitative assessment fails is estimating the fair value of each of its reporting units based on a discounted cash flow (“DCF”) model using revenue and profit forecast and a market approach which compares peer data and earnings multiples. The Company then compares those estimated fair values with the carrying values, which include allocated goodwill. If the estimated fair value is less than the carrying value, then a goodwill impairment is recorded. The Company cannot predict the occurrence of certain future events that might adversely affect the implied value of goodwill and/or the fair value of intangible assets. Such events include, but are not limited to, strategic decisions made in response to economic and competitive conditions, the impact of the economic environment on its customer base, and material adverse effects in relationships with significant customers. The impact of over-estimating or under-estimating the implied fair value of goodwill at any of the reporting units could have a material effect on the results of operations and financial position. In addition, the value of the implied goodwill is subject to the volatility of the Company’s operations which may result in significant fluctuation in the value assigned at any point in time. Refer to " Note H - Goodwill and Intangible Assets " for the results of the annual impairment tests. |
Deferred Debt Issuance Costs | Deferred debt issuance costs Deferred debt issuance costs represent the costs associated with the issuance of debt instruments and are amortized over the life of the related debt instrument. |
Warranties | Product Warranty Costs The Company recognizes warranty costs based on an estimate of the amounts required to meet future warranty obligations. The Company accrues an estimated liability for exposure to warranty claims at the time of a product sale based on both current and historical claim trends and warranty costs incurred. Warranty reserves are included within "Accrued expenses" in the Company's consolidated balance sheets. |
Foreign Currency | Foreign currency Certain of the Company’s segments have operations outside the United States, and the local currency is typically the functional currency. The financial statements are translated into U.S. dollars using exchange rates in effect at year-end for assets and liabilities and average exchange rates during the year for results of operations. The resulting translation gain or loss is included in stockholders' equity as other comprehensive income or loss. |
Derivatives and Hedging | Derivatives and hedging The Company utilizes interest rate swaps to manage risks related to interest rates on the term loan portion of their Credit Facility. The Company has not elected hedge accounting treatment for the existing interest rate derivatives entered into as part of the Credit Facility. Refer to " Note J - Debt " for more information on the Company’s Credit Facility. |
Noncontrolling Interest | Noncontrolling interest Noncontrolling interest represents the portion of a majority-owned subsidiary’s net income that is owned by noncontrolling shareholders. Noncontrolling interest on the balance sheet represents the portion of equity in a consolidated subsidiary owned by noncontrolling shareholders. |
Deferred Income Taxes | ncome taxes On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the "Tax Act"). The Tax Act makes broad and complex changes to the U.S. tax code which may impact, positively or negatively, the Company and our portfolio companies for taxable years ended December 31, 2017 and thereafter. The impact of many provisions of the Tax Act are unclear and subject to interpretation pending further guidance from the Internal Revenue Service. The ultimate impact of the Tax Act on the Company and its portfolio companies is dependent on ongoing review and analysis. Among other important changes in the Tax Act, the tax rate on corporations was reduced from 35% to 21%; a limitation on the deduction of interest expense was enacted; certain tangible property acquired after September 27, 2017 will qualify for 100% expensing; gain from the sale of a partnership interest by a foreign person will be subject to U.S. tax to the extent that the partnership is engaged in a trade or business; a special deduction for qualified business income from pass-through entities was added; U.S. federal income taxes on foreign earnings was eliminated (subject to several important exceptions), and new provisions designed to tax currently global intangible low taxed income and a new base erosion anti-abuse tax were added. For taxable years beginning after December 31, 2017, a deduction for interest will generally be allowed for any entity only up to 30% of adjusted taxable income (determined without regard to interest income or expense) plus the amount of interest income. Only interest income and expense incurred in a trade or business is taken into account, i.e., investment interest income and deductions are ignored. For partnerships, the limitation is applied at the partnership level and then adjustments are made at the partner level to avoid double counting and to allow an owner to use any excess income in calculating the interest deduction at his or her level. It is not expected that the provision will limit the deduction of interest by the Company for 2018 but it may impact the deduction for certain of the portfolio companies. Although the Trust and the Company are treated as partnerships for U.S. federal income tax purposes, and therefore not subject to net income tax, for U.S. GAAP purposes, we consolidate the results of our businesses in which we own or control more than a 50% share of the voting interest. The Company has made a reasonable estimate of the effects of the Tax Act on its existing deferred tax balances and the one-time transition tax. The Company has substantially completed its accounting for the revaluation of its net U.S. federal deferred tax liabilities and recorded a tax benefit of approximately $34.7 million in the fourth quarter of 2017. The one-time transition tax under the Tax Act is based on earnings and profits ("E&P) that were previously deferred from U.S. income taxes. For the year ended December 31, 2017, the provision for income taxes includes provisional tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. The Company has not completed the calculation of the total E&P for these foreign subsidiaries and expects to refine its calculations as additional analysis is completed. In addition, the Company's estimates may be affected as additional regulatory guidance is issued with respect to the Tax Act. Any adjustments to the provisional amounts will be recognized as a component of the provision for income taxes in the period in which such adjustments are determined within the annual period following the enactment of the Tax Act. Deferred income taxes are calculated under the asset and liability method. Deferred income taxes are provided for the differences between the basis of assets and liabilities for financial reporting and income tax purposes at the enacted tax rates. A valuation allowance is established when necessary to reduce deferred tax assets to the amount that is expected to more likely than not be realized. Several of the Company’s majority owned subsidiaries have deferred tax assets recorded at December 31, 2017 which in total amount to approximately $38.9 million . This deferred tax asset is net of $5.9 million of valuation allowance primarily associated with net operating losses and foreign tax credits at Arnold and 5.11. These deferred tax assets are comprised primarily of reserves not currently deductible for tax purposes. The temporary differences that have resulted in the recording of these tax assets may be used to offset taxable income in future periods, reducing the amount of taxes required to be paid. Realization of the deferred tax assets is dependent on generating sufficient future taxable income at those subsidiaries with deferred tax assets. Based upon the expected future results of operations, the Company believes it is more likely than not that those subsidiaries with deferred tax assets will generate sufficient future taxable income to realize the benefit of existing temporary differences, although there can be no assurance of this. The impact of not realizing these deferred tax assets would result in an increase in income tax expense for such period when the determination was made that the assets are not realizable. |
Earnings Per Share | Earnings per common share Basic and fully diluted earnings per Trust common share is computed using the two-class method which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share. The Company has granted Allocation Interests that contain participating rights to receive profit allocations upon the occurrence of a Holding Event or a Sale Event, and has issued preferred shares that have rights to distributions when, and if, declared by the Company's board of directors. The calculation of basic and fully diluted earnings per common share is computed by dividing income available to common share holders by the weighted average number of Trust common shares outstanding during the period. Earnings per common share reflects the effect of distributions that were declared and paid to the Holders and distributions that were paid on preferred shares during the period. The weighted average number of Trust common shares outstanding for fiscal year 2017 was computed based on 59,900,000 shares outstanding for the period from January 1st through December 31st. The weighted average number of Trust common shares outstanding for fiscal year 2016 was computed based on 54,300,000 shares outstanding for the period from January 1 st through December 13 th and 5,600,000 additional shares outstanding for the period from December 13 th through December 31 st . The weighted average number of Trust common shares outstanding for fiscal 2015 was computed based on 54,300,000 shares outstanding for the period from January 1 st through December 31 st . The Company did not have any stock option plans or any other potentially dilutive securities outstanding during the years ended December 31, 2017, 2016 and 2015. |
Advertising Costs | Advertising costs Advertising costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. Advertising costs were $17.8 million , $15.6 million and $11.8 million during the years ended December 31, 2017, 2016 and 2015, respectively. |
Research and Development | Research and development Research and development costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. The Company incurred research and development expense of $1.9 million , $1.7 million and $2.1 million during the years ended December 31, 2017, 2016 and 2015, respectively. |
Employee Retirement Plans | Employee retirement plans The Company and many of its segments sponsor defined contribution retirement plans, such as 401(k) plans. Employee contributions to the plan are subject to regulatory limitations and the specific plan provisions. The Company and its segments may match these contributions up to levels specified in the plans and may make additional discretionary contributions as determined by management. The total employer contributions to these plans were $3.4 million , $2.2 million and $1.8 million for the years ended December 31, 2017, 2016 and 2015, respectively. The Company’s Arnold subsidiary maintains a defined benefit plan for certain of its employees which is more fully described in " Note M - Defined Benefit Plan ". Accounting guidelines require employers to recognize the overfunded or underfunded status of defined benefit pension and postretirement plans as assets or liabilities in their consolidated balance sheets and to recognize changes in that funded status in the year in which the changes occur as a component of comprehensive income. |
Stock Based Compensation | Stock based compensation The Company does not have a stock based compensation plan; however, all of the Company’s subsidiaries maintain stock based compensation plans. During the years ended December 31, 2017, 2016 and 2015, $7.0 million , $4.4 million , and $3.2 million of stock based compensation expense was recorded to each expense category that included related salary expense in the consolidated statements of operations. As of December 31, 2017, the amount to be recorded for stock-based compensation expense in future years for unvested options is approximately $27.2 million . |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued new accounting guidance to simplify the accounting for goodwill impairment. The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, 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. All other goodwill impairment guidance remains largely unchanged. Entities will continue to have the option to perform a qualitative test to determine if a quantitative test is necessary. The guidance is effective for fiscal years and interim periods within those years, after December 31, 2019, with early adoption permitted for any goodwill impairment tests performed after January 1, 2017 and will be applied prospectively. The Company adopted this guidance early, effective January 1, 2017, on a prospective basis, and will apply the guidance as necessary to annual and interim goodwill testing performed subsequent to January 1, 2017. Simplifying the Measurement of Inventory In July 2015, the FASB issued an accounting standard update intended to simplify the subsequent measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. The new guidance applies only to inventory that is determined by methods other than last-in-first-out and the retail inventory method. The guidance was effective for the Company as of January 1, 2017. Adoption of this new accounting guidance did not have a significant impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements Improving the Presentation of Net Periodic Pension Costs In March 2017, the FASB issued guidance that requires presentation of all components of net periodic pension and postretirement benefit costs, other than service costs, in an income statement line item outside of a subtotal of income from operations. The service cost component will continue to be presented in the same line items as other employee compensation costs. The new guidance is effective January 1, 2018 for the Company's Arnold business, which has a defined benefit plan covering substantially all of Arnold’s employees at its Lupfig, Switzerland location (refer to "Note M - Defined Benefit Plan" ). The guidance is required to be adopted retrospectively with respect to the income statement presentation requirement. See "Note M - Defined Benefit Plan" for the amount of each component of net periodic pension and postretirement benefit costs that Arnold has reported historically. These amounts of net periodic pension and postretirement benefit costs are not necessarily indicative of future amounts that may arise in years following implementation of the new accounting pronouncement. Classification of Certain Cash Receipts and Cash Payments In August 2016, the FASB issued an accounting standard update which updates the guidance as to how certain cash receipts and cash payments should be presented and classified within the statement of cash flows. The guidance eliminates the diversity in practice related to the classification of certain cash receipts and payments for debt prepayments or extinguishment costs, the maturing of zero coupon bonds, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims and distributions received from equity method investees. The amended guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early adoption permitted. The adoption of this guidance is not expected to have a significant impact on the Company's consolidated financial statements. Leases In February 2016, the FASB issued an accounting standard update related to the accounting for leases which will require an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. The standard update offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. For public companies, the new standard is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and requires modified retrospective adoption, with early adoption permitted. Accordingly, this standard is effective for the Company on January 1, 2019. The Company is currently assessing the impact of the new standard on our consolidated financial statements. Revenue from Contracts with Customers |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Deconsolidation, Effects of IPO | The following tables reflect the Company’s percentage ownership of its businesses, as of December 31, 2017, 2016 and 2015 and related noncontrolling interest balances as of December 31, 2017 and 2016: % Ownership (1) December 31, 2017 % Ownership (1) December 31, 2016 % Ownership (1) December 31, 2015 Primary Fully Diluted Primary Fully Diluted Primary Fully Diluted 5.11 Tactical 97.5 85.5 97.5 85.1 n/a n/a Crosman 98.8 89.2 n/a n/a n/a n/a Ergobaby 82.7 76.6 83.5 76.9 81.0 74.2 Liberty 88.6 84.7 88.6 84.7 96.2 84.6 Manitoba Harvest 76.6 67.0 76.6 65.6 76.6 65.6 ACI 69.4 69.2 69.4 69.3 69.4 69.3 Arnold 96.7 84.7 96.7 84.7 96.7 87.3 Clean Earth 97.5 79.8 97.5 79.8 97.5 86.2 Sterno 100.0 89.5 100.0 89.5 100.0 89.7 (1) The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. Noncontrolling Interest Balances (in thousands) December 31, December 31, 5.11 Tactical $ 8,003 $ 5,934 Crosman 1,373 — Ergobaby 23,416 18,647 Liberty 3,254 2,681 Manitoba Harvest 11,725 13,687 ACI (5,850 ) (11,220 ) Arnold 1,368 1,536 Clean Earth 7,357 5,469 Sterno 2,045 1,305 Allocation Interests 100 100 $ 52,791 $ 38,139 |
Summary of Ranges of Useful Lives | The ranges of useful lives are as follows: Buildings and improvements 6 to 25 years Machinery and equipment 2 to 20 years Office furniture, computers and software 2 to 8 years Leasehold improvements Shorter of useful life or lease term |
Acquisition of Businesses Acqui
Acquisition of Businesses Acquisition of Businesses (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Acquisition [Line Items] | |
Pro Forma Information | The following unaudited pro forma data for the years ended December 31, 2017 and 2016 gives effect to the acquisition of Crosman and 5.11 Tactical, as described above, as if the acquisitions had been completed as of January 1, 2016, and the sale of Tridien as if the disposition had been completed as of January 1, 2016. The pro forma data gives effect to historical operating results with adjustments to interest expense, amortization and depreciation expense, management fees and related tax effects. The information is provided for illustrative purposes only and is not necessarily indicative of the operating results that would have occurred if the transaction had been consummated on the date indicated, nor is it necessarily indicative of future operating results of the consolidated companies, and should not be construed as representing results for any future period. Year Ended December 31, (in thousands) 2017 2016 Net revenues $ 1,311,375 $ 1,282,509 Gross profit 458,613 440,095 Operating income 28,920 29,004 Net income from continuing operations 36,590 50,591 Net income from continuing operations attributable to Holdings 30,969 48,632 Basic and fully diluted net income (loss) per share attributable to Holdings (0.39 ) 0.40 |
Equity Method Investment (Table
Equity Method Investment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Equity Method Investments | The following table reflects the year to date activity from our investment in FOX for 2017 and 2016: Year ended December 31, 2017 2016 Balance January 1st $ 141,767 $ 249,747 Proceeds from sale of FOX shares, net - March 2017 and 2016 (136,147 ) (47,685 ) Proceeds from sale of FOX shares, net - August 2016 — (63,000 ) Proceeds from sale of FOX shares, net - November 2016 — (71,785 ) Mark to market adjustment on investment (1) (5,620 ) 74,490 Balance December 31st $ — $ 141,767 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Tridien | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations | Summarized operating results for Tridien for the previous years through the date of disposition were as follows (in thousands): (in thousands) For the period January 1, 2016 through disposition Year ended December 31, 2015 Net sales $ 45,951 $ 77,406 Gross profit 7,917 13,137 Operating income 437 (8,703 ) Income from continuing operations before income taxes 488 (8,696 ) Provision for income taxes 15 (27 ) Income from discontinued operations (1) $ 473 $ (8,669 ) (1) The results of operations for the period from January 1, 2016 through the date of disposition, and for the year ended December 31, 2015 exclude $1.1 million and $1.1 million , respectively, of intercompany interest expense. |
CamelBak | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations | Summarized operating results for CamelBak through the date of disposition were as follows (in thousands): (in thousands) For the period January 1, 2015 through disposition Net sales $ 96,519 Gross profit 41,415 Operating income 14,348 Income from continuing operations before income taxes 16,607 Provision for income taxes 5,010 Income from discontinued operations (1) $ 11,597 (1) The results for the period from January 1, 2015 through disposition exclude $5.4 million of intercompany interest expense. |
American Furniture | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations | Summarized operating results for American Furniture for the previous years through the date of disposition were as follows (in thousands): (in thousands) For the period January 1, 2015 through disposition Net sales $ 122,420 Gross profit 11,613 Operating income 4,126 Income from continuing operations before income taxes 4,134 Provision for income taxes 81 Income from discontinued operations (1) $ 4,053 (1) The results for the period from January 1, 2015 through disposition exclude $1.5 million of intercompany interest expense. |
Operating Segment Data (Tables)
Operating Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Summary of Net Sales of Operating Segments | Net Revenues Year ended December 31, (in thousands) 2017 2016 2015 5.11 $ 309,999 $ 109,792 $ — Crosman 78,387 — — Ergobaby 102,969 103,348 86,506 Liberty 91,956 103,812 101,146 Manitoba Harvest 55,699 59,323 17,423 ACI 87,782 86,041 87,532 Arnold 105,580 108,179 119,994 Clean Earth 211,247 188,997 175,386 Sterno 226,110 218,817 139,991 Total 1,269,729 978,309 727,978 Reconciliation of segment revenues to consolidated revenues: Corporate and other — — — Total consolidated revenues $ 1,269,729 $ 978,309 $ 727,978 |
Revenues from Geographic Locations Outside Domestic Country | evenues from geographic locations outside the United States in each of the periods presented. Revenue attributable to Canada represented approximately 22.4% of total international revenue in 2017, 24.0% of total international revenue in 2016 and 14.6% of total international revenue in 2015. Revenue attributable to any other individual foreign country was not material in 2017, 2016 or 2015. Net Revenues Year ended December 31, 2017 2016 2015 United States $ 1,020,948 $ 798,671 $ 623,246 Canada 55,556 42,241 14,310 Europe 89,661 58,730 46,431 Asia Pacific 55,082 52,612 40,872 Other international 48,482 26,055 3,119 Total net revenues $ 1,269,729 $ 978,309 $ 727,978 |
Summary of Profit (Loss) of Operating Segments | Identifiable Assets December 31, 2017 2016 United States $ 878,322 $ 890,537 Canada 130,033 145,032 Europe 47,574 41,285 Other international 17,577 27,473 Total identifiable assets $ 1,073,506 $ 1,104,327 |
Property, Plant and Equipment35
Property, Plant and Equipment and Inventory (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | Property, plant and equipment is comprised of the following ( in thousands ): December 31, December 31, Machinery and equipment $ 178,187 $ 155,591 Office furniture, computers and software 28,824 13,737 Leasehold improvements 20,630 14,156 Construction in process 18,153 8,308 Buildings and land 40,015 35,392 285,809 227,184 Less: accumulated depreciation (112,728 ) (84,814 ) Total $ 173,081 $ 142,370 |
Goodwill and Other Intangible36
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill | The following is a summary of the net carrying amount of goodwill at December 31, 2017 and 2016 ( in thousands ): December 31, 2017 December 31, 2016 Goodwill - gross carrying amount $ 562,842 $ 507,637 Accumulated impairment losses (31,153 ) (16,000 ) Goodwill - net carrying amount $ 531,689 $ 491,637 A reconciliation of the change in the carrying value of goodwill for the years ended December 31, 2017 and 2016 are as follows (in thousands ): Balance at January 1, 2017 Acquisitions (1) Goodwill Impairment Foreign currency translation Other (4) Balance at December 31, 2017 5.11 $ 92,966 $ — $ — $ — $ — $ 92,966 Crosman — 49,352 — — — 49,352 Ergobaby 61,031 — — — — 61,031 Liberty 32,828 — — — — 32,828 Manitoba Harvest 44,171 — (6,289 ) 3,142 — 41,024 ACI 58,019 — — — — 58,019 Arnold (2) 35,767 — (8,864 ) — — 26,903 Clean Earth 118,224 875 — — — 119,099 Sterno 39,982 1,689 — — 147 41,818 Corporate (3) 8,649 — — — — 8,649 Total $ 491,637 $ 51,916 $ (15,153 ) $ 3,142 $ 147 $ 531,689 (1) Acquisition of businesses during the year ended December 31, 2017 includes the acquisition of Crosman by the Company in June 2017, and add-on acquisitions at Clean Earth in March 2017, Crosman in July 2017 and Sterno in August 2017. (2) Arnold has three reporting units PMAG, Precision Thin Metals and Flexmag with goodwill balances of $15.6 million , $6.5 million and $4.8 million , respectively. (3) Represents goodwill resulting from purchase accounting adjustments not “pushed down” to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. (4) Represents the final settlement related to Sterno's acquisition of Sterno Home Inc. ("Sterno Home", formerly NII). Balance at January 1, 2016 Acquisitions (1) Goodwill Impairment Foreign currency translation Other (4) Balance at December 31, 2016 5.11 $ — $ 92,966 $ — $ — $ — $ 92,966 Ergobaby 41,664 19,367 — — — 61,031 Liberty 32,828 — — — — 32,828 Manitoba Harvest 52,673 — — 2,077 (10,579 ) 44,171 ACI 58,019 — — — — 58,019 Arnold (2) 51,767 — (16,000 ) — — 35,767 Clean Earth 111,339 6,885 — — — 118,224 Sterno 33,716 6,266 — — — 39,982 Corporate (3) 8,649 — — — — 8,649 Total $ 390,655 $ 125,484 $ (16,000 ) $ 2,077 $ (10,579 ) $ 491,637 (1) Acquisition of businesses during the year ended December 31, 2016 includes the acquisition of 5.11 by the Company in August 2016, and the add-on acquisitions by Sterno in January 2016, Clean Earth in April and June 2016, and Ergobaby in May 2016. (2) Arnold has three reporting units PMAG, Precision Thin Metals and Flexmag with goodwill balances of $24.4 million , $6.5 million and $4.8 million , respectively. (3) Represents goodwill resulting from purchase accounting adjustments not “pushed down” to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. (4) Purchase accounting adjustments related to the Manitoba acquisition of HOCI in December 2015. The purchase accounting for HOCI was finalized in the first quarter of 2016. |
Summary of Other Intangible Assets | Other intangible assets subject to amortization are comprised of the following (in thousands): December 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Lives Customer relationships $ 338,719 $ (102,271 ) $ 236,448 $ 304,751 $ (79,607 ) $ 225,144 13 Technology and patents 49,075 (22,492 ) 26,583 44,710 (18,290 ) $ 26,420 9 Trade names, subject to amortization 182,976 (22,518 ) 160,458 128,675 (6,833 ) $ 121,842 15 Licensing and non-compete agreements 7,965 (6,488 ) 1,477 7,845 (5,987 ) $ 1,858 4 Permits and airspace (1) 115,230 (31,026 ) 84,204 113,295 (21,531 ) $ 91,764 13 Distributor relations and other 726 (646 ) 80 606 (606 ) $ — 5 694,691 (185,441 ) 509,250 599,882 (132,854 ) 467,028 Trade names, not subject to amortization 71,267 — 71,267 72,183 — 72,183 Total intangibles, net $ 765,958 (185,441 ) 580,517 $ 672,065 $ (132,854 ) $ 539,211 (1) P ermits and airspace intangible assets relate to the Company's Clean Earth business. Permits are obtained by Clean Earth for the treatment of soil and solid waste from various government municipalities and are amortized over the estimated life of the permit. Modifications of existing permits to accept new waste streams, alterations of existing permits to enhance the permit limitations, and new permits, as well as the related costs associated with obtaining, modifying or ren ewing the permits, are capitalized and amortized over the estimated life of the permit. |
Summary of Estimated Charges to Amortization Expense of Intangible Assets | Estimated charges to amortization expense of intangible assets over the next five years, is as follows, (in thousands): 2018 $ 62,983 2019 61,930 2020 52,308 2021 42,596 2022 40,917 $ 260,734 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Carried at Fair Value Measured on Recurring Basis | The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2017 and 2016 ( in thousands ): Fair Value Measurements at December 31, 2017 Carrying Value Level 1 Level 2 Level 3 Liabilities: Put option of noncontrolling shareholders (1) (178 ) — — (178 ) Interest rate swap (6,107 ) — (6,107 ) — Total recorded at fair value $ (6,285 ) $ — $ (6,107 ) $ (178 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. Fair Value Measurements at December 31, 2016 Carrying Level 1 Level 2 Level 3 Assets: Equity method investment - FOX $ 141,767 $ 141,767 $ — $ — Liabilities: Put option of noncontrolling shareholders (3) (180 ) — — (180 ) Contingent consideration - acquisitions (2) (4,830 ) — — (4,830 ) Interest rate swap (10,719 ) — (10,719 ) — Total recorded at fair value $ 126,038 $ 141,767 $ (10,719 ) $ (5,010 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. (2) Represents potential earn-outs payable as additional purchase price consideration by Sterno in connection with the acquisition of Sterno Home and Ergobaby in connection with the acquisition of Baby Tula. (3) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition. |
Reconciliations of Change in Carrying Value of Level 3 Supplemental Put Liability | A reconciliation of the change in the carrying value of the Company’s Level 3 fair value measurements for the year ended December 31, 2017 and 2016 is as follows ( in thousands ): 2017 2016 Balance at January 1st $ (5,010 ) $ (50 ) Contingent consideration - Sterno Home (382 ) (1,500 ) Contingent consideration - Baby Tula — (3,780 ) Put option issued to noncontrolling shareholder - 5.11 — (50 ) Payment of contingent consideration - Sterno Home 475 450 (Increase) decrease in the fair value of put option of noncontrolling shareholders - Liberty 8 (80 ) Increase in the fair value of put option of noncontrolling shareholder - 5.11 (5 ) — Reversal of contingent consideration - Baby Tula 3,780 — Reversal of contingent consideration - Sterno Home 956 — Balance at December 31st $ (178 ) $ (5,010 ) |
Summary of Assets and Liabilities Carried at Fair Value Measured on Non-recurring Basis | The following tables provide the assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2017 and 2016 ( in thousands ). Refer to " Note H – Goodwill and Intangibles ", for a description of the valuation techniques used to determine fair value of the assets measured on a non-recurring basis in the table below. There were no assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2015. Expense Fair Value Measurements at December 31, 2017 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2017 Goodwill - Arnold $ 26,903 $ — $ — $ 26,903 $ 8,864 Goodwill - Manitoba Harvest 41,024 — — 41,024 6,188 Tradename - Manitoba 10,834 — — 11,550 2,273 $ 17,325 Expense Fair Value Measurements at December 31, 2016 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2016 Goodwill - Arnold $ 35,767 $ — $ — $ 35,767 $ 16,000 Property, plant and equipment (1) $ — $ — $ — $ — $ 1,824 Tradename (1) $ — $ — $ — $ — $ 317 Technology (1) $ — $ — $ — $ — $ 3,460 Customer relationships (1) $ — $ — $ — $ — $ 2,426 Permits (1) $ — $ — $ — $ — $ 1,177 (1) Represents the fair value of the respective assets at the Orbit Baby product line, and the Clean Earth Williamsport site. Refer to " Note H - Goodwill and Other Intangible Assets " for further discussion regarding the impairment and valuation techniques applied. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Actual Financial Ratios as Part of Affirmative Covenants Credit Facility | The following table reflects required and actual financial ratios as of December 31, 2017 included as part of the affirmative covenants in the 2014 Credit Facility: Description of Required Covenant Ratio Covenant Ratio Requirement Actual Ratio Fixed Charge Coverage Ratio greater than or equal to 1.50: 1.00 2.82:1.00 Total Debt to EBITDA Ratio less than or equal to 3:50: 1.00 3.00:1.00 |
Summary of Debt Holdings | Interest expense |
Summary of Annual Maturities of Term Loan Facility and Revolving Credit Facility | |
Summary of Components of Interest Expense | The following details the components of interest expense in each of the years ended December 31, 2017, 2016 and 2015 (in thousands) : Year ended December 31, 2017 2016 2015 Interest on credit facilities $ 23,940 $ 19,861 $ 17,590 Unused fee on Revolving Credit Facility 2,856 1,947 1,612 Amortization of original issue discount 1,037 802 671 Unrealized (gains) losses on interest rate derivatives (648 ) 1,539 5,662 Letter of credit fees 70 108 121 Other 538 415 286 Interest expense $ 27,793 $ 24,672 $ 25,942 Average daily balance of debt outstanding $ 597,114 $ 477,656 $ 443,348 Effective interest rate 4.7 % 5.2 % 5.9 % |
Schedule of Long-term Debt Instruments | The following table provides the Company’s debt holdings at December 31, 2017 and December 31, 2016 (in thousands): December 31, December 31, Revolving Credit Facility $ 42,000 $ 4,400 Term Loan Facility 559,973 565,658 Original issue discount (1) (3,483 ) (4,706 ) Deferred financing costs - term debt (8,458 ) (8,015 ) Total debt $ 590,032 $ 557,337 Less: Current portion, term loan facilities (5,685 ) (5,685 ) Long-term debt $ 584,347 $ 551,652 (1) The Company recorded $4.6 million in original issue discount upon issuance of the 2014 Term Loan Facility in June 2014 and $1.9 million in original issue discount upon issuance of the 2016 Incremental Term Loan. This discount is being amortized over the life of the 2014 Term Loan Facility and 2016 Incremental Term Loan. The following table summarizes debt issuance costs at December 31, 2017 and December 31, 2016, and the balance sheet classification in each of the periods presents ( in thousands ): December 31, 2017 December 31, 2016 Deferred debt issuance costs $ 21,491 $ 18,960 Accumulated amortization (10,250 ) (6,248 ) Deferred debt issuance costs, net $ 11,241 $ 12,712 Balance sheet classification: Other noncurrent assets $ 2,784 $ 4,698 Long-term debt 8,458 8,014 $ 11,241 $ 12,712 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | Components of the Company's pretax income (loss) before taxes are as follows ( in thousands) : Year ended December 31, 2017 2016 2015 Domestic (including U.S. exports) $ (13,276 ) $ 63,782 $ 29,432 Foreign subsidiaries 5,869 (564 ) (5,440 ) $ (7,407 ) $ 63,218 $ 23,992 |
Components of the Company's Income Tax Provision (Benefit) | Components of the Company’s income tax provision (benefit) are as follows ( in thousands) : Year ended December 31, 2017 2016 2015 Current taxes Federal $ 10,293 $ 12,994 $ 16,079 State 2,221 2,486 2,567 Foreign 6,236 3,857 688 Total current taxes 18,750 19,337 19,334 Deferred taxes: Federal (55,299 ) (5,816 ) (764 ) State (1,712 ) (1,357 ) 70 Foreign (2,418 ) (2,695 ) (3,639 ) Total deferred taxes (59,429 ) (9,868 ) (4,333 ) Total tax provision $ (40,679 ) $ 9,469 $ 15,001 |
Summary of Deferred Tax Assets and Deferred Tax Liabilities | The tax effects of temporary differences that have resulted in the creation of deferred tax assets and deferred tax liabilities at December 31, 2017 and 2016 are as follows ( in thousands) : December 31, 2017 2016 Deferred tax assets: Tax credits $ 5,035 $ 11,485 Accounts receivable and allowances 1,134 1,032 Net operating loss carryforwards 27,631 28,896 Accrued expenses 5,789 7,324 Other 5,174 3,966 Total deferred tax assets $ 44,763 $ 52,703 Valuation allowance (1) (5,912 ) (7,256 ) Net deferred tax assets $ 38,851 $ 45,447 Deferred tax liabilities: Intangible assets $ (102,581 ) $ (120,645 ) Property and equipment (17,060 ) (19,810 ) Repatriation of foreign earnings (68 ) (8,973 ) Prepaid and other expenses (191 ) (6,857 ) Total deferred tax liabilities $ (119,900 ) $ (156,285 ) Total net deferred tax liability $ (81,049 ) $ (110,838 ) (1) Primarily relates to the 5.11 and Arnold operating segments. |
Reconciliation Between Federal Statutory Rate and Effective Income Tax Rate | The reconciliation between the Federal Statutory Rate and the effective income tax rate for 2017, 2016 and 2015 are as follows: Year ended December 31, 2017 2016 2015 United States Federal Statutory Rate (35.0 )% 35.0 % 35.0 % State income taxes (net of Federal benefits) (6.5 ) 0.6 6.5 Foreign income taxes (18.4 ) 1.5 1.2 Expenses of Compass Group Diversified Holdings, LLC representing a pass through to shareholders (1) (3.3 ) 3.6 29.1 Effect of (gain) loss on equity method investment 26.6 (41.2 ) (6.6 ) Impact of subsidiary employee stock options 9.9 1.3 1.3 Domestic production activities deduction (8.4 ) (0.9 ) (3.2 ) Non-deductible acquisition costs 4.6 1.9 — Impairment expense 69.4 — — Effect of undistributed foreign earnings (18.7 ) 4.2 — Non-recognition of NOL carryforwards at subsidiaries (18.1 ) 3.6 (6.1 ) Adjustments to uncertain tax positions (2) (124.0 ) — — Utilization of tax credits (40.1 ) (0.7 ) (1.1 ) Effect of Tax Act - remeasurement of deferred tax assets and liabilities (3) (468.0 ) — — Effect of Tax Act - transition tax on non-U.S. subsidiaries' earnings (3) 65.6 — — Other 15.2 6.1 6.4 Effective income tax rate (549.2 )% 15.0 % 62.5 % (1) The effective income tax rate for each of the years presented includes losses at the Company’s parent, which is taxed as a partnership. |
Reconciliation of Unrecognized Tax Benefits | A reconciliation of the amount of unrecognized tax benefits for 2017, 2016 and 2015 are as follows (in thousands) : Balance at January 1, 2015 $ 433 Additions for current years’ tax positions 73 Additions for prior years’ tax positions — Reductions for prior years’ tax positions (15 ) Reductions for settlements — Reductions for expiration of statute of limitations (102 ) Balance at December 31, 2015 $ 389 Additions for current years’ tax positions 64 Additions for prior years’ tax positions (1) 10,150 Reductions for prior years’ tax positions (16 ) Reductions for settlements — Reductions for expiration of statute of limitations (87 ) Balance at December 31, 2016 $ 10,500 Additions for current years’ tax positions 96 Additions for prior years’ tax positions 23 Reductions for prior years’ tax positions (1) (9,397 ) Reductions for settlements — Reductions for expiration of statute of limitations (87 ) Balance at December 31, 2017 $ 1,135 (1) T |
Defined Benefit Plan (Tables)
Defined Benefit Plan (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Postemployment Benefits [Abstract] | |
Summary of Foreign Plan's Funded Status and Recognized Amounts | The following table sets forth the plan’s funded status and amounts recognized in the Company’s consolidated balance sheets at December 31, 2017 and 2016 (in thousands) : December 31, 2017 December 31, 2016 Change in benefit obligation: Benefit obligation, beginning of year $ 13,804 $ 13,392 Service cost 534 409 Interest cost 94 130 Actuarial (gain)/loss (59 ) 817 Employee contributions and transfer 319 315 Benefits paid (555 ) (810 ) Foreign currency translation 616 (449 ) Benefit obligation $ 14,753 $ 13,804 Change in plan assets: Fair value of assets, beginning of period $ 10,549 $ 10,897 Actual return on plan assets 348 122 Company contribution 7 390 Employee contributions and transfer 319 315 Benefits paid (555 ) (810 ) Foreign currency translation 464 (365 ) Fair value of assets 11,132 10,549 Funded status $ (3,621 ) $ (3,255 ) |
Summary of Net Periodic Benefit Cost | Net periodic benefit cost consists of the following (in thousands) : Year ended December 31, 2017 2016 2015 Service cost $ 534 $ 409 $ 578 Interest cost 94 130 167 Expected return on plan assets (155 ) (147 ) 310 Amortization of unrecognized loss 250 165 — Net periodic benefit cost $ 723 $ 557 $ 1,055 |
Summary of Assumptions Used to Determine the Benefit Obligations and Components of the Net Periodic Benefit Cost | Assumptions used to determine the benefit obligations and components of the net periodic benefit cost at December 31, 2017 and 2016: December 31, 2017 December 31, 2016 Discount rate 0.65 % 0.65 % Expected return on plan assets 1.40 % 1.40 % Rate of compensation increase 1.00 % 1.00 % |
Summary of Expected Foreign Plan Benefit Payments | The following presents the benefit payments which are expected to be paid for the plan in each year indicated ( in thousands ): 2018 $ 551 2019 963 2020 1,254 2021 706 2022 635 Thereafter 3,692 $ 7,801 |
Summary of Allocation of Assets in Swiss Life's Group Life Portfolio | The allocation of pension plan assets by category in Swiss Life’s group life portfolio is as follows at December 31, 2017: Certificates of deposit and cash and cash equivalents 66 % Fixed income bonds and securities 8 % Equities and investment funds 8 % Real estate 16 % Other investments 2 % 100 % |
Stockholder's Equity Stockholde
Stockholder's Equity Stockholder's Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Summary of Basic and Diluted Earnings Per Share | Basic and diluted earnings per share for the fiscal year ended December 31, 2017, 2016 and 2015 is calculated as follows: 2017 2016 2015 Income (loss) from continuing operations attributable to common shares of Holdings $ (13,994 ) $ 28,009 $ (13,873 ) Less: Effect of contribution based profit—Holding Event 12,726 2,862 2,804 Income (loss) from Holdings attributable to common shares $ (26,720 ) $ 25,147 $ (16,677 ) Income from discontinued operations attributable to Holdings $ 340 $ 2,898 $ 157,980 Less: Effect of contribution based profit — — — Income from discontinued operations of Holdings attributable to common shares $ 340 $ 2,898 $ 157,980 Basic and diluted weighted average common shares of Holdings outstanding 59,900 54,591 54,300 Basic and fully diluted income (loss) per common share attributable to Holdings Continuing operations $ (0.45 ) $ 0.46 $ (0.30 ) Discontinued operations $ 0.01 $ 0.05 $ 2.91 $ (0.44 ) $ 0.51 $ 2.61 |
Noncontrolling Interest (Tables
Noncontrolling Interest (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Deconsolidation, Effects of IPO | The following tables reflect the Company’s percentage ownership of its businesses, as of December 31, 2017, 2016 and 2015 and related noncontrolling interest balances as of December 31, 2017 and 2016: % Ownership (1) December 31, 2017 % Ownership (1) December 31, 2016 % Ownership (1) December 31, 2015 Primary Fully Diluted Primary Fully Diluted Primary Fully Diluted 5.11 Tactical 97.5 85.5 97.5 85.1 n/a n/a Crosman 98.8 89.2 n/a n/a n/a n/a Ergobaby 82.7 76.6 83.5 76.9 81.0 74.2 Liberty 88.6 84.7 88.6 84.7 96.2 84.6 Manitoba Harvest 76.6 67.0 76.6 65.6 76.6 65.6 ACI 69.4 69.2 69.4 69.3 69.4 69.3 Arnold 96.7 84.7 96.7 84.7 96.7 87.3 Clean Earth 97.5 79.8 97.5 79.8 97.5 86.2 Sterno 100.0 89.5 100.0 89.5 100.0 89.7 (1) The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. Noncontrolling Interest Balances (in thousands) December 31, December 31, 5.11 Tactical $ 8,003 $ 5,934 Crosman 1,373 — Ergobaby 23,416 18,647 Liberty 3,254 2,681 Manitoba Harvest 11,725 13,687 ACI (5,850 ) (11,220 ) Arnold 1,368 1,536 Clean Earth 7,357 5,469 Sterno 2,045 1,305 Allocation Interests 100 100 $ 52,791 $ 38,139 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Rental Commitments under Operating Leases | The future minimum rental commitments at December 31, 2017 under operating leases having an initial or remaining non-cancelable term of one year or more are as follows ( in thousands ): 2018 $ 17,857 2019 14,005 2020 12,540 2021 11,327 2022 9,595 Thereafter 41,518 $ 106,842 |
Supplemental Data (Tables)
Supplemental Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Supplemental Balance Sheet Data | Supplemental Balance Sheet Data (in thousands): Summary of accrued expenses: December 31, December 31, Accrued payroll and fringes $ 23,905 $ 22,440 Accrued taxes 3,441 5,307 Income taxes payable 6,873 6,232 Accrued interest 221 182 Accrued rebates 13,516 12,289 Warranty payable 2,197 1,258 Accrued inventory 32,810 20,763 Accrued transportation and disposal costs 4,985 7,324 Other accrued expenses 18,925 15,246 Total $ 106,873 $ 91,041 Year ended December 31, Warranty liability: 2017 2016 Beginning balance $ 1,258 $ 1,259 Accrual 1,982 252 Warranty payments (1,552 ) (253 ) Other (1) 509 — Ending balance $ 2,197 $ 1,258 |
Schedule of Supplemental Statement of Operations Data | Supplemental Statement of Operations Data (in thousands): December 31, December 31, December 31, Other income (expense), net: Foreign currency gain (loss) $ 3,268 $ (1,386 ) $ (2,561 ) Gain (loss) on sale of capital assets 47 (1,249 ) (138 ) Other income (expense) (681 ) (284 ) 376 $ 2,634 $ (2,919 ) $ (2,323 ) |
Summary of Supplemental Cash Flow Data | Supplemental Cash Flow Statement Data (in thousands): December 31, December 31, December 31, Interest paid $ 27,754 $ 22,840 $ 21,180 Taxes paid $ 19,326 $ 15,324 $ 6,494 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Schedule of Incurred Management Fees | For the year ended December 31, 2017, 2016 and 2015, the Company incurred the following management fees to CGM, by entity ( in thousands ): December 31, December 31, December 31, 5.11 $ 1,000 $ 333 n/a Crosman 290 n/a n/a Ergobaby 500 500 $ 500 Liberty 500 500 500 Manitoba Harvest 350 350 175 Advanced Circuits 500 500 500 Arnold 500 500 500 Clean Earth 500 500 500 Sterno 500 500 500 Corporate 28,053 25,723 22,483 $ 32,693 $ 29,406 $ 25,658 |
Unaudited Quarterly Financial46
Unaudited Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Unaudited Quarterly Financial Data | The following table presents the unaudited quarterly financial data. This information has been prepared on a basis consistent with that of the audited consolidated financial statements and all necessary material adjustments, consisting of normal recurring accruals and adjustments, have been included to present fairly the unaudited quarterly financial data. The quarterly results of operations for these periods are not necessarily indicative of future results of operations. Typically, the first quarter of each fiscal year has the lower results than the remainder of the year, representing the Company's weakest quarter due to seasonality at our businesses. The per share calculations for each of the quarters are based on the weighted average number of shares for each period using the two class method, which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share; therefore, the sum of the quarters will not equal to the full year per share amount. (in thousands) December 31, 2017 (1) September 30, June 30, March 31, 2017 (2) Total revenues $ 348,199 $ 323,957 $ 307,581 $ 289,992 Gross profit 125,931 117,725 109,720 94,333 Operating income 11,956 14,477 12,183 (11,412 ) Income (loss) from continuing operations 44,131 8,356 2,260 (21,475 ) Gain on sale of discontinued operations, net of tax — — — 340 Net income (loss) attributable to Holdings $ 41,002 $ 7,706 $ 888 $ (21,605 ) Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ 0.53 $ 0.10 $ (0.45 ) $ (0.61 ) Discontinued operations — — — 0.01 Basic and fully diluted income (loss) per share attributable to Holdings $ 0.53 $ 0.10 $ (0.45 ) $ (0.60 ) (1) As a result of Tax Act, the Company recognized a tax benefit of $29.8 million in the fourth quarter, representing the effect of the reduction in the U.S. federal corporate income tax rate from 35% to 21%, offset by the one-time transition tax liability of our foreign subsidiaries. The Company also recognized impairment expense related to our Manitoba business of $8.5 million in the fourth quarter of 2017. (2) The Company recorded goodwill impairment expense of $8.9 million related to the Arnold business in the first quarter of 2017. (in thousands) December 31, 2016 (1) September 30, 2016 (2) June 30, March 31, Total revenues $ 318,561 $ 252,285 $ 214,176 $ 193,287 Gross profit 103,366 82,415 76,670 64,119 Operating income (10,867 ) 11,358 10,489 8,081 Income from continuing operations 1,802 48,544 18,017 (14,614 ) Income from discontinued operations — (455 ) 1,341 (413 ) Gain on sale of discontinued operation, net of tax 175 2,134 — — Net income attributable to Holdings 1,764 49,705 19,239 (16,023 ) Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ (0.14 ) $ 0.72 $ (0.05 ) $ (0.31 ) Discontinued operations — 0.03 0.11 — Basic and fully diluted income per share attributable to Holdings $ (0.14 ) $ 0.75 $ 0.06 $ (0.31 ) |
Organization and Business Ope47
Organization and Business Operations - Additional Information (Detail) - Segment | Apr. 25, 2006 | Dec. 31, 2017 | Jan. 01, 2017 | Aug. 31, 2016 | Mar. 31, 2016 | Feb. 29, 2016 |
Schedule of Equity Method Investments [Line Items] | ||||||
Sole owner of Trust interest of the company | 100.00% | |||||
Number of businesses/operating segments owned | 9 | |||||
FOX | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Non-controlling interest percent | 14.00% | 23.00% | 33.00% | 41.20% |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jul. 10, 2014 | Dec. 31, 2016 | Nov. 30, 2016 | Aug. 31, 2016 | Jul. 31, 2014 | Dec. 13, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Class of Stock [Line Items] | ||||||||||||
Cash and cash equivalents | $ 39,772 | $ 39,885 | $ 39,772 | $ 85,869 | $ 23,703 | |||||||
Share of the voting interest percentage | 50.00% | |||||||||||
Company's ownership interest before transaction | 53.00% | |||||||||||
Company's ownership interest after transaction | 41.00% | |||||||||||
Gain on deconsolidation of subsidiary | $ 264,300 | |||||||||||
Investment owned, balance, shares | 15,108,718 | |||||||||||
Term debt fair value net of discount | $ 556,500 | |||||||||||
Deferred tax assets recorded | 45,447 | 38,851 | 45,447 | |||||||||
Valuation allowance | [1] | $ 7,256 | $ 5,912 | $ 7,256 | ||||||||
Weighted average number of Trust shares outstanding | 54,300,000 | 59,900,000 | 54,591,000 | 54,300,000 | 49,089,000 | |||||||
Trust shares, issued (in shares) | 5,600,000 | |||||||||||
Advertising costs | $ 17,800 | $ 15,600 | $ 11,800 | |||||||||
Research and development expense | 1,900 | 1,700 | 2,100 | |||||||||
Total employer contributions to plans | 3,400 | 2,200 | 1,800 | |||||||||
Allocated Share-based Compensation Expense | 7,000 | 4,400 | $ 3,200 | |||||||||
Stock compensation expense in future years for unvested options | 27,200 | |||||||||||
Secondary Offering | Subsidiaries | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of shares to be sold by shareholders | 5,750,000 | |||||||||||
Secondary Offering | Parent Company | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of shares to be sold by shareholders | 4,466,569 | |||||||||||
FOX | Secondary Offering | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Subsidiary stock issued during period shares new issues | 2,500,000 | 3,500,000 | 4,025,000 | |||||||||
Foreign | Subsidiaries | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Cash and cash equivalents | $ 16,700 | $ 16,000 | $ 16,700 | |||||||||
[1] | Primarily relates to the 5.11 and Arnold operating segments. |
Summary of Significant Accoun49
Summary of Significant Accounting Policies - Summary of Ranges of Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Building and Improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 15 years |
Building and Improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 25 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 2 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 25 years |
Office furniture, computers and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 2 years |
Office furniture, computers and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 8 years |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Leasehold improvements | Shorter of useful life or lease term |
Acquisition of Businesses - Add
Acquisition of Businesses - Additional Information (Detail) retail_store in Thousands, ft² in Thousands, $ in Thousands, CAD in Millions | Jun. 02, 2017USD ($) | Aug. 31, 2016USD ($) | Jan. 22, 2016CAD | Jan. 22, 2016USD ($) | Jul. 10, 2015 | Aug. 26, 2014 | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2017USD ($)retail_storeFacility | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | May 11, 2106USD ($) | Jan. 01, 2017 | Nov. 30, 2016 | May 11, 2016USD ($) | Apr. 15, 2016USD ($)ft² | Mar. 31, 2016 | Feb. 29, 2016 |
Business Acquisition [Line Items] | ||||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 127,890 | |||||||||||||||||
Noncontrolling interest, increase from business combination | $ (40) | $ 5,718 | ||||||||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 164,950 | 536,175 | $ 130,292 | |||||||||||||||
Goodwill | $ 531,689 | 491,637 | 390,655 | |||||||||||||||
Percentage of controlling interest in Arnold | 50.00% | |||||||||||||||||
Goodwill, Acquired During Period | $ 51,916 | 125,484 | ||||||||||||||||
Crosman | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Number of Customers | 425 | |||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 84,594 | |||||||||||||||||
Cash | 429 | 1,210 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities And Noncontrolling Interest | 134,750 | $ 2,364 | 137,114 | |||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Including Noncontrolling Interest | $ 60,773 | (338) | 60,435 | |||||||||||||||
Controlling interest, percent | 98.90% | |||||||||||||||||
Purchase price, net | $ 150,812 | 150,398 | ||||||||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 152,209 | 151,871 | ||||||||||||||||
Integration service fees | 1,500 | 800 | ||||||||||||||||
Accounts receivable, gross | 18,000 | |||||||||||||||||
Allowance for doubtful accounts receivable | 1,200 | |||||||||||||||||
Transaction costs | 1,800 | |||||||||||||||||
Goodwill | 139,434 | (90,675) | 48,759 | |||||||||||||||
Intercompany loans to business and debt assumed | 90,742 | 0 | 90,742 | |||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Including Related Party Debt | 152,209 | (338) | 151,871 | |||||||||||||||
Less: Transaction costs | 1,397 | 1,500 | 1,473 | |||||||||||||||
Purchase price | 151,800 | 151,800 | ||||||||||||||||
Working capital adjustment | (1,008) | (1,139) | ||||||||||||||||
Cash Acquired from Acquisition | 1,417 | 1,210 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | 16,751 | 0 | 16,751 | |||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 10,963 | 4,051 | 15,014 | |||||||||||||||
Intangible assets | 0 | 84,594 | 84,594 | |||||||||||||||
Other current and noncurrent assets | 2,348 | 0 | 2,348 | |||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Assets Including Goodwill | 195,523 | 2,026 | 197,549 | |||||||||||||||
Current liabilities | 15,502 | 781 | 16,283 | |||||||||||||||
Other liabilities | 91,268 | 354 | 91,622 | |||||||||||||||
Deferred tax liabilities | 27,286 | 1,229 | 28,515 | |||||||||||||||
Noncontrolling interest | 694 | 0 | 694 | |||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | $ 25,598 | 3,275 | 28,873 | |||||||||||||||
5.11 Tactical | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Cash | 12,581 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities And Noncontrolling Interest | 234,191 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Including Noncontrolling Interest | $ 225,480 | |||||||||||||||||
Controlling interest, percent | 97.50% | |||||||||||||||||
Purchase price, net | $ 408,222 | |||||||||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 410,285 | |||||||||||||||||
Integration service fees | 3,500 | 3,500 | ||||||||||||||||
Inventory basis step-up | 39,100 | |||||||||||||||||
Property, plant and equipment basis step-up | 7,600 | |||||||||||||||||
Transaction costs | 2,063 | |||||||||||||||||
Goodwill | 92,966 | |||||||||||||||||
Intercompany loans to business and debt assumed | 179,237 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Including Related Party Debt | 410,285 | |||||||||||||||||
Less: Transaction costs | 2,100 | |||||||||||||||||
Purchase price | 400,000 | |||||||||||||||||
Working capital adjustment | (2,296) | |||||||||||||||||
Cash Acquired from Acquisition | 12,581 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | 38,323 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 22,723 | |||||||||||||||||
Intangible assets | 127,890 | |||||||||||||||||
Other current and noncurrent assets | 4,884 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Assets Including Goodwill | 459,671 | |||||||||||||||||
Current liabilities | 38,229 | |||||||||||||||||
Other liabilities | 180,231 | |||||||||||||||||
Deferred tax liabilities | 10,163 | |||||||||||||||||
Noncontrolling interest | 5,568 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | $ 160,304 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Assets, Receivables, Gross | 40,100 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Current Assets, Receivables, Allowance for Doubtful Accounts | $ 1,700 | |||||||||||||||||
Manitoba Harvest | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Transaction costs | 1,500 | |||||||||||||||||
Clean Earth Holdings | Phoenix Soil, LLC [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Goodwill | $ 3,200 | |||||||||||||||||
Intangible assets | $ 5,600 | |||||||||||||||||
Area of Real Estate Property | ft² | 58 | |||||||||||||||||
Ergobaby | New Baby Tula, LLC [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Purchase price, net | $ 73,800 | |||||||||||||||||
Potential earn-out payable, amount | 68,200 | |||||||||||||||||
Business Acquisition, Transaction Costs | $ 800 | |||||||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 8,200 | |||||||||||||||||
Sterno Products | Northern International, Inc. | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Loans provided by company | $ 37,000 | |||||||||||||||||
Goodwill | 6,000 | |||||||||||||||||
Business acquisition purchase price | CAD 50.6 | 35,800 | ||||||||||||||||
Intangible assets | 12,700 | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | 1,200 | |||||||||||||||||
FOX | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 14.00% | |||||||||||||||||
Non-controlling interest percent | 23.00% | 14.00% | 33.00% | 41.20% | ||||||||||||||
Clean Earth Holdings | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Number of facilities | Facility | 18 | |||||||||||||||||
Accounts Receivable, Gross | $ 50,599 | 45,619 | ||||||||||||||||
Goodwill | 119,099 | 118,224 | 111,339 | |||||||||||||||
Goodwill, Acquired During Period | 875 | 6,885 | ||||||||||||||||
Clean Earth Holdings | EWS Alabama, Inc [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets | $ 12,100 | |||||||||||||||||
Goodwill, Acquired During Period | $ 3,600 | |||||||||||||||||
Ergobaby | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Accounts Receivable, Gross | 12,869 | 11,018 | ||||||||||||||||
Goodwill | 61,031 | 61,031 | 41,664 | |||||||||||||||
Goodwill, Acquired During Period | 0 | 19,367 | ||||||||||||||||
Ergobaby | Baby Tula, LLC | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Inventory basis step-up | 4,800 | |||||||||||||||||
Business Combination, Contingent Consideration, Earn out Provision, Fair Value | 3,800 | |||||||||||||||||
Contingent consideration | $ 8,200 | |||||||||||||||||
Intangible assets | 55,300 | |||||||||||||||||
Goodwill, Acquired During Period | $ 13,200 | |||||||||||||||||
Manitoba Harvest | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Noncontrolling interest, increase from business combination | 14,449 | |||||||||||||||||
Number of Stores | retail_store | 13 | |||||||||||||||||
Integration service fees | $ 1,000 | |||||||||||||||||
Accounts Receivable, Gross | 5,663 | 6,468 | ||||||||||||||||
Goodwill | 41,024 | 44,171 | 52,673 | |||||||||||||||
Goodwill, Acquired During Period | 0 | 0 | ||||||||||||||||
Non- Controlling Interest | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Noncontrolling interest, increase from business combination | (40) | 5,718 | ||||||||||||||||
Non- Controlling Interest | Crosman | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Controlling interest, percent | 1.10% | |||||||||||||||||
Non- Controlling Interest | 5.11 Tactical | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Controlling interest, percent | 2.50% | |||||||||||||||||
Non- Controlling Interest | Ergobaby | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Noncontrolling interest, increase from business combination | $ 40 | $ 3,392 | ||||||||||||||||
Non- Controlling Interest | Manitoba Harvest | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Noncontrolling interest, increase from business combination | $ 14,449 | |||||||||||||||||
Trade name | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 48,665 | |||||||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||||||
Trade name | Crosman | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 53,463 | |||||||||||||||||
Intangible assets, estimated useful life | 20 years | |||||||||||||||||
Trade name | Clean Earth Holdings | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets, estimated useful life | 20 years | |||||||||||||||||
Trade name | Sterno Candle Lamp | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets, estimated useful life | 10 years | |||||||||||||||||
Trade name | Ergobaby | Baby Tula, LLC | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets | 52,900 | |||||||||||||||||
Customer relationships | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 75,218 | |||||||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||||||
Customer relationships | Crosman | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 28,700 | |||||||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||||||
Customer relationships | Manitoba Harvest | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||||||
Customer relationships | Clean Earth Holdings | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||||||
Customer relationships | Ergobaby | Baby Tula, LLC | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets | 700 | |||||||||||||||||
Technology-Based Intangible Assets [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 4,007 | |||||||||||||||||
Intangible assets, estimated useful life | 10 years | |||||||||||||||||
Technology-Based Intangible Assets [Member] | Crosman | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Finite-lived Intangible Assets Acquired | $ 2,400 | |||||||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||||||
Technology-Based Intangible Assets [Member] | Manitoba Harvest | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets, estimated useful life | 10 years | |||||||||||||||||
Noncompete Agreements [Member] | Ergobaby | Baby Tula, LLC | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Intangible assets | 1,700 | |||||||||||||||||
Earn-Out [Member] | Ergobaby | New Baby Tula, LLC [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Contingent consideration | $ 8,200 | |||||||||||||||||
Earn-Out [Member] | Sterno Products | Northern International, Inc. | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Potential earn-out payable, amount | CAD 2.5 | 1,800 | ||||||||||||||||
Contingent consideration | 1,500 | |||||||||||||||||
Less: Transaction costs | $ 400 | |||||||||||||||||
Scenario, Adjustment [Member] | Crosman | ||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||
Cash | 781 | |||||||||||||||||
Purchase price, net | (414) | |||||||||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | (338) | |||||||||||||||||
Less: Transaction costs | 76 | |||||||||||||||||
Purchase price | 0 | |||||||||||||||||
Working capital adjustment | (131) | |||||||||||||||||
Cash Acquired from Acquisition | $ (207) |
Acquisition of Businesses Acq51
Acquisition of Businesses Acquisition - Schedule of Assets Acquired and Liabilities Assumed as of the Acquisition Date (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Assets: | |||
Goodwill | $ 531,689 | $ 491,637 | $ 390,655 |
Acquisition Consideration | |||
Total purchase consideration | $ 164,950 | $ 536,175 | 130,292 |
Manitoba Harvest | |||
Acquisition Consideration | |||
Less: Transaction costs | $ (1,500) |
Acquisition of Businesses Acq52
Acquisition of Businesses Acquisition - Schedule of Intangible Assets Recorded as Part of Acquisition (Details) - USD ($) $ in Thousands | Aug. 31, 2016 | Jul. 10, 2015 | Aug. 26, 2014 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 127,890 | ||
Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 75,218 | ||
Intangible assets, estimated useful life | 15 years | ||
Trade name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 48,665 | ||
Intangible assets, estimated useful life | 15 years | ||
Technology-Based Intangible Assets [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived Intangible Assets Acquired | $ 4,007 | ||
Intangible assets, estimated useful life | 10 years | ||
Clean Earth Holdings | Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 15 years | ||
Clean Earth Holdings | Trade name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 20 years | ||
Manitoba Harvest | Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 15 years | ||
Manitoba Harvest | Technology-Based Intangible Assets [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 10 years | ||
Sterno Candle Lamp | Trade name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 10 years | ||
Minimum | Clean Earth Holdings | Permits And Airspace | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 10 years | ||
Maximum | Clean Earth Holdings | Permits And Airspace | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, estimated useful life | 20 years |
Acquisition of Businesses Acq53
Acquisition of Businesses Acquisition - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||||||||
Net income (loss) attributable to Holdings | $ 41,002 | $ 7,706 | $ 888 | $ (21,605) | $ 1,764 | $ 49,705 | $ 19,239 | $ (16,023) | $ 27,991 | $ 54,685 | $ 161,838 |
5.11 Tactical and Manitoba Harvest [Member] | |||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||||||||
Net revenues | 1,311,375 | 1,282,509 | |||||||||
Gross profit | 458,613 | 440,095 | |||||||||
Operating income | 28,920 | 29,004 | |||||||||
Net income (loss) from continuing operations | 36,590 | 50,591 | |||||||||
Net income (loss) attributable to Holdings | $ 30,969 | $ 48,632 | |||||||||
Basic and fully diluted net loss per share attributable to Holdings | $ (0.39) | $ 0.40 |
Equity Method Investment - Addi
Equity Method Investment - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Jul. 10, 2014 | Nov. 30, 2017 | Aug. 31, 2017 | Mar. 31, 2017 | Nov. 30, 2016 | Aug. 31, 2016 | Mar. 31, 2016 | Jul. 31, 2014 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2017 | Feb. 29, 2016 |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||
Company's ownership interest before transaction | 53.00% | |||||||||||||||||
Company's ownership interest after transaction | 41.00% | |||||||||||||||||
Gain on deconsolidation of subsidiary | $ 264,300 | |||||||||||||||||
Investment owned, balance, shares | 15,108,718 | |||||||||||||||||
Equity Method Investments | $ 0 | $ 0 | $ 141,767 | |||||||||||||||
Gain on equity method investment | (5,620) | 74,490 | $ 4,533 | |||||||||||||||
FOX | ||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||
Noncontrolling interest, Repurchase of Subsidiary Shares, Shares | 500,000 | |||||||||||||||||
Noncontrolling Interest, Shares Sold to Subsidiary, Shares | 3,000,000 | 3,500,000 | ||||||||||||||||
Proceeds to parent from shares sold to subsidiary | $ 0 | $ 0 | $ 136,147 | $ 71,785 | $ 63,000 | $ 47,685 | $ 136,147 | |||||||||||
Non-controlling interest percent | 33.00% | 23.00% | 33.00% | 14.00% | 41.20% | |||||||||||||
Equity Method Investments | 141,767 | $ 249,747 | ||||||||||||||||
Gain on equity method investment | $ (5,620) | $ 74,490 | ||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 14.00% | |||||||||||||||||
Equity Method Investment, Cash Distributions Declared | $ 13,400 | $ 11,600 | $ 8,600 | |||||||||||||||
Secondary Offering | FOX | ||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||
Subsidiary stock issued during period shares new issues | 2,500,000 | 3,500,000 | 4,025,000 | |||||||||||||||
Subsidiaries | Secondary Offering | ||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||
Number of shares to be sold by shareholders | 5,750,000 | |||||||||||||||||
Parent Company | Secondary Offering | ||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||
Number of shares to be sold by shareholders | 4,466,569 | |||||||||||||||||
Corporate Joint Venture | Arnold Magnetics | ||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||
Non-controlling interest percent | 50.00% | 50.00% |
Equity Method Investment Invest
Equity Method Investment Investment Activity for FOX (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Nov. 30, 2017 | Aug. 31, 2017 | Mar. 31, 2017 | Nov. 30, 2016 | Aug. 31, 2016 | Mar. 31, 2016 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Gain (Loss) on Investments [Line Items] | ||||||||||
Equity method investment, beginning balance | $ 141,767 | $ 141,767 | ||||||||
Fair value adjustment - available for sale security | (5,620) | $ 74,490 | $ 4,533 | |||||||
FOX | ||||||||||
Gain (Loss) on Investments [Line Items] | ||||||||||
Equity method investment, beginning balance | 141,767 | 141,767 | 249,747 | |||||||
Proceeds from sale of Fox shares, net | $ 0 | $ 0 | $ (136,147) | $ (71,785) | $ (63,000) | $ (47,685) | $ (136,147) | |||
Fair value adjustment - available for sale security | (5,620) | 74,490 | ||||||||
Available-for-sale securities, ending balance | $ 0 | $ 141,767 |
Equity Method Investment Summar
Equity Method Investment Summary of Consolidated Statement of Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Gross profit | $ 125,931 | $ 117,725 | $ 109,720 | $ 94,333 | $ 103,366 | $ 82,415 | $ 76,670 | $ 64,119 | $ 447,709 | $ 326,570 | $ 240,736 |
Net income (loss) | $ 5,621 | $ 1,961 | $ 5,133 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 21, 2016 | Oct. 05, 2015 | Aug. 03, 2015 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Aug. 03, 2015 | Oct. 05, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Gain (loss) on sale of discontinued operations | $ 175 | $ 2,134 | $ 340 | $ 2,308 | $ 149,798 | |||||||
Noncontrolling interest | $ 52,791 | $ 38,139 | $ 52,791 | 38,139 | ||||||||
Discontinued Operations, Disposed of by Sale | Tridien | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Proceeds from divestiture of businesses | $ 25,000 | |||||||||||
Proceeds from divestiture of businesses, portion attributable to parent | 22,700 | |||||||||||
Gain (loss) on sale of discontinued operations | $ 1,700 | |||||||||||
Disposal Group, Including Discontinued Operation, Proceeds Reserved for Future Claims | $ 1,600 | |||||||||||
Discontinued Operations, Disposed of by Sale | CamelBak | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Proceeds from divestiture of businesses | $ 412,500 | |||||||||||
Proceeds from divestiture of businesses, portion attributable to parent | $ 367,800 | |||||||||||
Net distribution to allocated member of businesses | $ 14,600 | |||||||||||
Gain (loss) on sale of discontinued operations | 600 | $ 164,000 | ||||||||||
Intercompany interest expense excluded from income (loss) from discontinued operations | $ 5,400 | |||||||||||
Discontinued Operations, Disposed of by Sale | American Furniture | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||||
Proceeds from divestiture of businesses | $ 24,100 | |||||||||||
Proceeds from divestiture of businesses, portion attributable to parent | $ 23,500 | |||||||||||
Gain (loss) on sale of discontinued operations | $ (14,300) | |||||||||||
Intercompany interest expense excluded from income (loss) from discontinued operations | $ 1,500 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Disposition of Operating Results (Detail) - USD ($) $ in Thousands | 3 Months Ended | 7 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Aug. 03, 2015 | Sep. 21, 2016 | Oct. 05, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Net sales | $ 15,978 | $ 15,212 | $ 14,760 | ||||||||||
Operating income | 1,107 | (577) | |||||||||||
Income from continuing operations before income taxes | $ 340 | $ 2,898 | $ 157,980 | ||||||||||
Income from discontinued operations | (455) | 1,341 | (413) | $ 0 | $ (455) | $ 1,341 | $ (413) | $ 0 | 473 | 6,981 | |||
Intercompany interest expense of discontinued operations | $ 1,100 | 1,100 | |||||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Gross profit | 3,223 | $ 2,821 | $ 2,142 | ||||||||||
Operating income | $ 967 | ||||||||||||
Discontinued Operations, Disposed of by Sale | Tridien | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Net sales | $ 45,951 | 77,406 | |||||||||||
Gross profit | 7,917 | 13,137 | |||||||||||
Operating income | 437 | (8,703) | |||||||||||
Income from continuing operations before income taxes | 488 | (8,696) | |||||||||||
Provision for income taxes | 15 | (27) | |||||||||||
Income from discontinued operations | $ 473 | $ (8,669) | |||||||||||
Discontinued Operations, Disposed of by Sale | CamelBak | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Net sales | $ 96,519 | ||||||||||||
Gross profit | 41,415 | ||||||||||||
Operating income | 14,348 | ||||||||||||
Income from continuing operations before income taxes | 16,607 | ||||||||||||
Provision for income taxes | 5,010 | ||||||||||||
Income from discontinued operations | $ 11,597 | ||||||||||||
Discontinued Operations, Disposed of by Sale | American Furniture | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Net sales | $ 122,420 | ||||||||||||
Gross profit | 11,613 | ||||||||||||
Operating income | 4,126 | ||||||||||||
Income from continuing operations before income taxes | 4,134 | ||||||||||||
Provision for income taxes | 81 | ||||||||||||
Income from discontinued operations | $ 4,053 |
Discontinued Operations - Sum59
Discontinued Operations - Summarized Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Noncontrolling interest of discontinued operations | $ 52,791 | $ 38,139 |
Operating Segment Data - Additi
Operating Segment Data - Additional Information (Detail) retail_store in Thousands, $ in Thousands | Aug. 31, 2016USD ($) | Dec. 31, 2017USD ($)ft²Segmentretail_storeclientFacility | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | $ (7,407) | $ 63,218 | $ 23,992 | |
Assets | $ 1,820,303 | 1,777,155 | ||
Number of reportable operating segments | Segment | 9 | |||
Number of reporting units | Segment | 3 | |||
Integration service fees | $ 3,100 | 1,700 | 3,500 | |
Goodwill | 531,689 | 491,637 | 390,655 | |
Property, Plant and Equipment, Net | 173,081 | 142,370 | ||
Interest Expense | (27,793) | (24,672) | (25,942) | |
Other expense, net | 2,634 | (2,919) | (2,323) | |
Crosman | ||||
Segment Reporting Information [Line Items] | ||||
Integration service fees | 800 | |||
Goodwill | 49,352 | 0 | ||
5.11 Tactical | ||||
Segment Reporting Information [Line Items] | ||||
Integration service fees | 2,300 | 1,200 | ||
Goodwill | $ 92,966 | 92,966 | 0 | |
Manitoba Harvest | ||||
Segment Reporting Information [Line Items] | ||||
Number of Stores | retail_store | 13 | |||
Integration service fees | 500 | 500 | ||
Goodwill | $ 41,024 | 44,171 | 52,673 | |
Goodwill and indefinite-lived asset impairment expense | 8,500 | |||
Ergobaby | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill | $ 61,031 | 61,031 | 41,664 | |
Liberty | ||||
Segment Reporting Information [Line Items] | ||||
Manufacturing facility area | ft² | 300,000 | |||
Goodwill | $ 32,828 | 32,828 | 32,828 | |
Arnold Magnetics | Minimum | ||||
Segment Reporting Information [Line Items] | ||||
Number of clients | client | 2,000 | |||
Clean Earth Holdings | ||||
Segment Reporting Information [Line Items] | ||||
Number of facilities | Facility | 18 | |||
Goodwill | $ 119,099 | 118,224 | 111,339 | |
ACI | ||||
Segment Reporting Information [Line Items] | ||||
Goodwill | 58,019 | 58,019 | 58,019 | |
5.11 Tactical | ||||
Segment Reporting Information [Line Items] | ||||
Acquisition-related costs | $ 2,100 | |||
Transaction costs | 2,063 | |||
Inventory basis step-up | 39,100 | |||
Integration service fees | $ 2,300 | $ 1,200 | ||
Goodwill | $ 92,966 | |||
Manitoba Harvest | ||||
Segment Reporting Information [Line Items] | ||||
Transaction costs | $ 1,500 | |||
Foreign | Ergobaby | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 50.00% | |||
Canada | Sales Revenue | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk percentage | 22.40% | 24.00% | 14.60% | |
Reconciliation of Segment to Consolidated | ||||
Segment Reporting Information [Line Items] | ||||
Interest Expense | $ (27,623) | $ (24,651) | $ (25,924) | |
Other expense, net | 2,634 | (2,919) | (2,323) | |
Gain on equity method investment | (5,620) | 74,490 | 4,533 | |
Reconciliation of Segment to Consolidated | Corporate and Other | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | (44,744) | (40,780) | (36,100) | |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | 67,946 | 57,078 | 83,806 | |
Operating Segments | Sterno Candle Lamp | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | 19,194 | 18,799 | 13,200 | |
Operating Segments | Crosman | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | 1,308 | 0 | 0 | |
Operating Segments | 5.11 Tactical | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | (7,121) | (10,153) | 0 | |
Operating Segments | Manitoba Harvest | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | (9,332) | 321 | (6,150) | |
Operating Segments | Ergobaby | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | 24,503 | 17,151 | 22,157 | |
Operating Segments | Liberty | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | 9,475 | 13,234 | 11,858 | |
Operating Segments | Arnold Magnetics | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | (5,693) | (12,921) | 7,584 | |
Operating Segments | Clean Earth Holdings | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | 12,037 | 7,929 | 11,013 | |
Operating Segments | ACI | ||||
Segment Reporting Information [Line Items] | ||||
Total consolidated income from continuing operations before income taxes | $ 23,575 | $ 22,718 | $ 24,144 |
Operating Segment Data - Summar
Operating Segment Data - Summary of Net Sales of Operating Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated revenues | $ 348,199 | $ 323,957 | $ 307,581 | $ 289,992 | $ 318,561 | $ 252,285 | $ 214,176 | $ 193,287 | $ 1,269,729 | $ 978,309 | $ 727,978 |
Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 1,269,729 | 978,309 | 727,978 | ||||||||
Operating Segments | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 309,999 | 109,792 | |||||||||
Operating Segments | Crosman | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 78,387 | ||||||||||
Operating Segments | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 102,969 | 103,348 | 86,506 | ||||||||
Operating Segments | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 91,956 | 103,812 | 101,146 | ||||||||
Operating Segments | Manitoba Harvest | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 55,699 | 59,323 | 17,423 | ||||||||
Operating Segments | ACI | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 87,782 | 86,041 | 87,532 | ||||||||
Operating Segments | Arnold Magnetics | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 105,580 | 108,179 | 119,994 | ||||||||
Operating Segments | Clean Earth Holdings | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 211,247 | 188,997 | 175,386 | ||||||||
Operating Segments | Sterno Candle Lamp | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | 226,110 | 218,817 | 139,991 | ||||||||
Reconciliation of Segment to Consolidated | Corporate and Other | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Net revenue | $ 0 | $ 0 | $ 0 |
Operating Segment Data - Revenu
Operating Segment Data - Revenues from Geographic Location Outside Domestic Country (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
International revenues | $ 1,269,729 | $ 978,309 | $ 727,978 |
UNITED STATES | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
International revenues | 1,020,948 | 798,671 | 623,246 |
Canada | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
International revenues | 55,556 | 42,241 | 14,310 |
Europe | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
International revenues | 89,661 | 58,730 | 46,431 |
Asia Pacific | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
International revenues | 55,082 | 52,612 | 40,872 |
Non United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
International revenues | $ 48,482 | $ 26,055 | $ 3,119 |
Operating Segment Data - Summ63
Operating Segment Data - Summary of Profit (Loss) of Operating Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | $ 1,071,480 | $ 958,356 | $ 1,071,480 | $ 958,356 | |||||||
Total consolidated income from continuing operations before income taxes | (7,407) | 63,218 | $ 23,992 | ||||||||
Interest expense | 27,793 | 24,672 | 25,942 | ||||||||
Other expense, net | 2,634 | (2,919) | (2,323) | ||||||||
Operating income | 11,956 | $ 14,477 | $ 12,183 | $ (11,412) | (10,867) | $ 11,358 | $ 10,489 | $ 8,081 | 27,204 | 19,061 | 49,918 |
Integration service fees | 3,100 | 1,700 | 3,500 | ||||||||
Goodwill impairment expense | (15,153) | (16,000) | |||||||||
5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | 324,068 | 311,560 | 324,068 | 311,560 | |||||||
Cost of coods sold, amortization | 21,700 | 17,400 | |||||||||
Integration service fees | 2,300 | 1,200 | |||||||||
Goodwill impairment expense | 0 | 0 | |||||||||
Crosman | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | 129,033 | 0 | 129,033 | 0 | |||||||
Cost of coods sold, amortization | 3,300 | ||||||||||
Integration service fees | 800 | ||||||||||
Goodwill impairment expense | 0 | ||||||||||
Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | 105,672 | 113,814 | 105,672 | 113,814 | |||||||
Goodwill impairment expense | 0 | 0 | |||||||||
Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | 26,715 | 26,344 | 26,715 | 26,344 | |||||||
Goodwill impairment expense | 0 | 0 | |||||||||
Manitoba Harvest | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | 95,046 | 97,977 | 95,046 | 97,977 | |||||||
Cost of coods sold, amortization | 3,100 | ||||||||||
Integration service fees | 500 | 500 | |||||||||
Goodwill and indefinite-lived asset impairment expense | 8,500 | ||||||||||
Goodwill impairment expense | (8,500) | (6,289) | 0 | ||||||||
ACI | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | 14,522 | 16,541 | 14,522 | 16,541 | |||||||
Goodwill impairment expense | 0 | 0 | |||||||||
Arnold Magnetics | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Goodwill impairment expense | 8,900 | 16,000 | |||||||||
Clean Earth Holdings | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | 183,508 | 193,250 | 183,508 | 193,250 | |||||||
Goodwill impairment expense | 0 | 0 | |||||||||
Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | 67,946 | 57,078 | 83,806 | ||||||||
Operating Segments | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | (7,121) | (10,153) | 0 | ||||||||
Operating Segments | Crosman | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | 1,308 | 0 | 0 | ||||||||
Operating Segments | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | 24,503 | 17,151 | 22,157 | ||||||||
Operating Segments | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | 9,475 | 13,234 | 11,858 | ||||||||
Operating Segments | Manitoba Harvest | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Identifiable assets of segments | $ 1,073,506 | $ 1,104,327 | 1,073,506 | 1,104,327 | |||||||
Total consolidated income from continuing operations before income taxes | (9,332) | 321 | (6,150) | ||||||||
Operating Segments | ACI | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | 23,575 | 22,718 | 24,144 | ||||||||
Operating Segments | Arnold Magnetics | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | (5,693) | (12,921) | 7,584 | ||||||||
Operating Segments | Clean Earth Holdings | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | 12,037 | 7,929 | 11,013 | ||||||||
Operating Segments | Sterno Candle Lamp | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | 19,194 | 18,799 | 13,200 | ||||||||
Reconciliation of Segment to Consolidated | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Interest expense | 27,623 | 24,651 | 25,924 | ||||||||
Other expense, net | 2,634 | (2,919) | (2,323) | ||||||||
Gain on equity method investment | (5,620) | 74,490 | 4,533 | ||||||||
Reconciliation of Segment to Consolidated | Corporate and Other | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Total consolidated income from continuing operations before income taxes | (44,744) | (40,780) | (36,100) | ||||||||
5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Integration service fees | 2,300 | 1,200 | |||||||||
Transaction costs | $ 2,063 | ||||||||||
Crosman | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Integration service fees | 800 | ||||||||||
Transaction costs | $ 1,800 | ||||||||||
Manitoba Harvest | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Transaction costs | $ 1,500 |
Operating Segment Data - Summ64
Operating Segment Data - Summary of Accounts Receivable of Operating Segment (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Allowance for doubtful accounts | $ (3,608) | $ (3,608) |
Total consolidated net accounts receivable | $ 215,108 | $ 181,191 |
Operating Segment Data - Summ65
Operating Segment Data - Summary of Goodwill and Identifiable Assets of Operating Segments (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | $ 531,689 | $ 491,637 | $ 390,655 |
Identifiable assets of segments | 1,071,480 | 958,356 | |
5.11 Tactical | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 92,966 | 92,966 | 0 |
Identifiable assets of segments | 324,068 | 311,560 | |
Ergobaby | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 61,031 | 61,031 | 41,664 |
Identifiable assets of segments | 105,672 | 113,814 | |
Liberty | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 32,828 | 32,828 | 32,828 |
Identifiable assets of segments | 26,715 | 26,344 | |
Manitoba Harvest | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 41,024 | 44,171 | 52,673 |
Identifiable assets of segments | 95,046 | 97,977 | |
ACI | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 58,019 | 58,019 | 58,019 |
Identifiable assets of segments | 14,522 | 16,541 | |
Clean Earth Holdings | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 119,099 | 118,224 | 111,339 |
Identifiable assets of segments | 183,508 | 193,250 | |
Arnold | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 26,903 | 35,767 | $ 51,767 |
Identifiable assets of segments | 66,979 | 64,209 | |
Operating Segments | Manitoba Harvest | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Identifiable assets of segments | 1,073,506 | 1,104,327 | |
PMAG | Arnold | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 15,600 | 24,400 | |
FlexMag | Arnold | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 6,500 | 6,500 | |
Precision Thin Metals | Arnold | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Goodwill | 4,800 | 4,800 | |
UNITED STATES | Operating Segments | Manitoba Harvest | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Identifiable assets of segments | 878,322 | 890,537 | |
Canada | Operating Segments | Manitoba Harvest | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Identifiable assets of segments | 130,033 | 145,032 | |
Europe | Operating Segments | Manitoba Harvest | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Identifiable assets of segments | 47,574 | 41,285 | |
Non United States | Operating Segments | Manitoba Harvest | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Identifiable assets of segments | $ 17,577 | $ 27,473 |
Operating Segment Data Operatin
Operating Segment Data Operating Segment Data - Accounts Receivable and Identifiable Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, Net | $ 215,108 | $ 181,191 | |
Identifiable Assets, Total, Including Other Identifiable Assets | 1,073,506 | 1,104,327 | |
Amortization of Debt Issuance Costs | 4,002 | 2,763 | $ 2,212 |
Accumulated Depreciation, Depletion, and Amortization | 115,058 | 89,170 | 55,958 |
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 110,051 | 85,605 | 52,320 |
Identifiable assets of segments | 1,071,480 | 958,356 | |
Sales Allowances, Services | (9,995) | ||
Sales Allowances, Goods | (5,511) | ||
Corporate | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Amortization of Debt Issuance Costs | 5,007 | 3,565 | 2,883 |
Other Depreciation and Amortization | 0 | 0 | 755 |
Other Identifiable Assets | 2,026 | 145,971 | |
5.11 Tactical | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 39,934 | 23,414 | 0 |
Accounts Receivable, Gross | 60,481 | 49,653 | |
Identifiable assets of segments | 324,068 | 311,560 | |
Crosman | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 7,726 | 0 | 0 |
Accounts Receivable, Gross | 20,396 | 0 | |
Identifiable assets of segments | 129,033 | 0 | |
Ergobaby | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 11,419 | 7,769 | 3,475 |
Accounts Receivable, Gross | 12,869 | 11,018 | |
Identifiable assets of segments | 105,672 | 113,814 | |
Liberty | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 1,657 | 2,758 | 3,518 |
Accounts Receivable, Gross | 13,679 | 13,077 | |
Identifiable assets of segments | 26,715 | 26,344 | |
Manitoba Harvest | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 6,344 | 6,403 | 5,192 |
Accounts Receivable, Gross | 5,663 | 6,468 | |
Identifiable assets of segments | 95,046 | 97,977 | |
ACI | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 3,323 | 3,476 | 2,996 |
Accounts Receivable, Gross | 6,525 | 6,686 | |
Identifiable assets of segments | 14,522 | 16,541 | |
Arnold | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 6,428 | 9,079 | 8,766 |
Accounts Receivable, Gross | 14,804 | 15,195 | |
Identifiable assets of segments | 66,979 | 64,209 | |
Clean Earth Holdings | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 21,647 | 21,157 | 20,410 |
Accounts Receivable, Gross | 50,599 | 45,619 | |
Identifiable assets of segments | 183,508 | 193,250 | |
Sterno Products | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 11,573 | 11,549 | $ 7,963 |
Accounts Receivable, Gross | 40,087 | 38,986 | |
Identifiable assets of segments | $ 125,937 | $ 134,661 |
Property, Plant and Equipment67
Property, Plant and Equipment and Inventory - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |||
Raw materials and supplies | $ 36,124 | $ 29,708 | |
Depreciation expense | 33,041 | 26,853 | $ 21,231 |
Work-in-process | 13,921 | 8,281 | |
Finished goods | 205,512 | 182,886 | |
Inventory Valuation Reserves | (8,629) | (7,891) | |
Inventories | $ 246,928 | $ 212,984 |
Property, Plant and Equipment68
Property, Plant and Equipment and Inventory - Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 285,809 | $ 227,184 |
Construction in Progress, Gross | 18,153 | 8,308 |
Less: accumulated depreciation | (112,728) | (84,814) |
Total | 173,081 | 142,370 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 178,187 | 155,591 |
Office furniture, computers and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 28,824 | 13,737 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 20,630 | 14,156 |
Buildings and Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 40,015 | $ 35,392 |
Property, Plant and Equipment69
Property, Plant and Equipment and Inventory - Summary of Inventory (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Abstract] | ||
Raw materials and supplies | $ 36,124 | $ 29,708 |
Work-in-process | 13,921 | 8,281 |
Finished goods | 205,512 | 182,886 |
Less: obsolescence reserve | (8,629) | (7,891) |
Total | $ 246,928 | $ 212,984 |
Goodwill and Other Intangible70
Goodwill and Other Intangible Assets - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2017USD ($)Reporting_Unit | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |||||||
Number of reporting units at Arnold Subsidiary | Reporting_Unit | 3 | ||||||
Trade names, not subject to amortization | $ 71,267 | $ 72,183 | $ 71,267 | $ 72,183 | |||
Goodwill - gross carrying amount | 562,842 | 507,637 | 562,842 | 507,637 | |||
Loss on disposal of assets | 17,325 | 16,000 | $ 0 | ||||
Goodwill impairment expense | 15,153 | 16,000 | |||||
Goodwill, net | 531,689 | 491,637 | 531,689 | 491,637 | 390,655 | ||
Carrying value of trade names | 509,250 | 467,028 | 509,250 | 467,028 | |||
Goodwill deductible for income tax | 91,100 | 91,100 | |||||
Amortization expense | 52,003 | 35,069 | 28,761 | ||||
Loss on disposal of assets | 0 | 9,204 | 0 | ||||
Trade name | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Carrying value of trade names | 160,458 | 121,842 | 160,458 | $ 121,842 | |||
Liberty | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average cost of capital (percent) | 13.80% | ||||||
Goodwill impairment expense | 0 | $ 0 | |||||
Goodwill, net | 32,828 | 32,828 | 32,828 | 32,828 | 32,828 | ||
Arnold Magnetics | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Goodwill impairment expense | $ (8,900) | (16,000) | |||||
Manitoba Harvest | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average cost of capital (percent) | 12.00% | 11.70% | |||||
Goodwill Impairment Testing, Fair Value Exceeding Carrying Value, Percent | 15.00% | ||||||
Goodwill - gross carrying amount | 6,300 | $ 44,500 | $ 6,300 | ||||
Goodwill impairment expense | 8,500 | 6,289 | 0 | ||||
Goodwill and indefinite-lived asset impairment expense | 8,500 | ||||||
Goodwill, net | 41,024 | 44,171 | 41,024 | $ 44,171 | $ 52,673 | ||
Manitoba Harvest | Trade name | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Goodwill - gross carrying amount | $ 2,300 | $ 2,300 | |||||
PMAG | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average cost of capital (percent) | 12.50% | 13.60% | |||||
FlexMag | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average cost of capital (percent) | 13.00% | 14.60% | |||||
Precision Thin Metals | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Weighted average cost of capital (percent) | 12.00% | ||||||
Orbitbaby | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Loss on disposal of assets | $ 5,900 | ||||||
Impairment of intangible assets | 5,500 | ||||||
Write-off of property, plant and equipment | $ 400 | ||||||
Proceeds from divestiture of businesses | 1,000 | ||||||
Clean Earth Holdings | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Impairment of intangible assets | 1,900 | ||||||
Write-off of property, plant and equipment | 1,400 | ||||||
Disposal group, not discontinued operation, gain (loss) on disposal | $ 3,300 | ||||||
PMAG | |||||||
Finite-Lived Intangible Assets [Line Items] | |||||||
Goodwill impairment expense | $ 9,000 | $ 16,000 | |||||
Goodwill and indefinite-lived asset impairment expense | $ 24,900 |
Goodwill and Other Intangible71
Goodwill and Other Intangible Assets - Summary of Reconciliation of Change in Carrying Value of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Balance as of January 1, 2014 | ||
Goodwill | $ 491,637 | $ 390,655 |
Goodwill, Acquired During Period | 51,916 | 125,484 |
Accumulated impairment losses | (31,153) | (16,000) |
Foreign currency translation | 3,142 | 2,077 |
Goodwill | 531,689 | 491,637 |
Corporate | ||
Balance as of January 1, 2014 | ||
Goodwill | 8,649 | 8,649 |
Goodwill, Acquired During Period | 0 | 0 |
Foreign currency translation | 0 | 0 |
Goodwill | 8,649 | 8,649 |
Ergobaby | ||
Balance as of January 1, 2014 | ||
Goodwill | 61,031 | 41,664 |
Goodwill, Acquired During Period | 0 | 19,367 |
Foreign currency translation | 0 | 0 |
Goodwill | 61,031 | 61,031 |
Liberty | ||
Balance as of January 1, 2014 | ||
Goodwill | 32,828 | 32,828 |
Goodwill, Acquired During Period | 0 | 0 |
Foreign currency translation | 0 | 0 |
Goodwill | 32,828 | 32,828 |
Manitoba Harvest | ||
Balance as of January 1, 2014 | ||
Goodwill | 44,171 | 52,673 |
Goodwill, Acquired During Period | 0 | 0 |
Foreign currency translation | 3,142 | 2,077 |
Goodwill | 41,024 | 44,171 |
ACI | ||
Balance as of January 1, 2014 | ||
Goodwill | 58,019 | 58,019 |
Goodwill, Acquired During Period | 0 | 0 |
Foreign currency translation | 0 | 0 |
Goodwill | 58,019 | 58,019 |
Arnold | ||
Balance as of January 1, 2014 | ||
Goodwill | 35,767 | 51,767 |
Goodwill, Acquired During Period | 0 | 0 |
Foreign currency translation | 0 | 0 |
Goodwill | 26,903 | 35,767 |
Clean Earth Holdings | ||
Balance as of January 1, 2014 | ||
Goodwill | 118,224 | 111,339 |
Goodwill, Acquired During Period | 875 | 6,885 |
Foreign currency translation | 0 | 0 |
Goodwill | 119,099 | 118,224 |
5.11 Tactical | ||
Balance as of January 1, 2014 | ||
Goodwill | 92,966 | 0 |
Goodwill, Acquired During Period | 0 | 92,966 |
Foreign currency translation | 0 | 0 |
Goodwill | $ 92,966 | $ 92,966 |
Goodwill and Other Intangible72
Goodwill and Other Intangible Assets - Summary of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | $ 694,691 | $ 599,882 | |
Total accumulated amortization | (185,441) | (132,854) | |
Carrying value of trade names | 509,250 | 467,028 | |
Trade names, not subject to amortization | 71,267 | 72,183 | |
Intangible Assets, Gross (Excluding Goodwill) | 765,958 | 672,065 | |
Intangible Assets, Net (Excluding Goodwill) | 580,517 | 539,211 | |
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | $ 338,719 | 304,751 | |
Weighted average useful lives | 13 years | ||
Total accumulated amortization | $ (102,271) | (79,607) | |
Carrying value of trade names | 236,448 | 225,144 | |
Technology and patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | $ 49,075 | 44,710 | |
Weighted average useful lives | 9 years | ||
Total accumulated amortization | $ (22,492) | (18,290) | |
Carrying value of trade names | 26,583 | 26,420 | |
Trade names, subject to amortization | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | $ 182,976 | 128,675 | |
Weighted average useful lives | 15 years | ||
Total accumulated amortization | $ (22,518) | (6,833) | |
Carrying value of trade names | 160,458 | 121,842 | |
Licensing and non-compete agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | $ 7,965 | 7,845 | |
Weighted average useful lives | 4 years | ||
Total accumulated amortization | $ (6,488) | (5,987) | |
Carrying value of trade names | 1,477 | 1,858 | |
Permits And Airspace | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | [1] | $ 115,230 | 113,295 |
Weighted average useful lives | [1] | 13 years | |
Total accumulated amortization | $ (31,026) | (21,531) | |
Carrying value of trade names | [1] | 84,204 | 91,764 |
Distributor relations and other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other intangible assets, gross | $ 726 | 606 | |
Weighted average useful lives | 5 years | ||
Total accumulated amortization | $ (646) | (606) | |
Carrying value of trade names | $ 80 | $ 0 | |
[1] | Permits and airspace intangible assets relate to the Company's Clean Earth business. Permits are obtained by Clean Earth for the treatment of soil and solid waste from various government municipalities and are amortized over the estimated life of the permit. Modifications of existing permits to accept new waste streams, alterations of existing permits to enhance the permit |
Goodwill and Other Intangible73
Goodwill and Other Intangible Assets - Summary of Estimated Charges to Amortization Expense of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,015 | $ 62,983 | |
2,016 | 61,930 | |
2,017 | 52,308 | |
2,018 | 42,596 | |
2,019 | 40,917 | |
Total amortization expense | 509,250 | $ 467,028 |
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | $ 260,734 |
Goodwill and Other Intangible74
Goodwill and Other Intangible Asset - Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill - gross carrying amount | $ 562,842 | $ 507,637 | |
Accumulated impairment losses | (31,153) | (16,000) | |
Goodwill - net carrying amount | $ 531,689 | $ 491,637 | $ 390,655 |
Goodwill and Other Intangible75
Goodwill and Other Intangible Assets Goodwill and Other Intangible Asset - Carrying Amount of Goodwill Reconciliation By Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill [Line Items] | ||||||
Goodwill | $ 531,689 | $ 491,637 | $ 531,689 | $ 491,637 | $ 390,655 | |
Goodwill, Acquired During Period | 51,916 | 125,484 | ||||
Goodwill impairment expense | 15,153 | 16,000 | ||||
Foreign currency translation | 3,142 | 2,077 | ||||
Goodwill, Other Increase (Decrease) | 147 | (10,579) | ||||
5.11 Tactical | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 92,966 | 92,966 | 92,966 | 92,966 | 0 | |
Goodwill, Acquired During Period | 0 | 92,966 | ||||
Goodwill impairment expense | 0 | 0 | ||||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 0 | 0 | ||||
Crosman | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 49,352 | 0 | 49,352 | 0 | ||
Goodwill, Acquired During Period | 49,352 | |||||
Goodwill impairment expense | 0 | |||||
Foreign currency translation | 0 | |||||
Goodwill, Other Increase (Decrease) | 0 | |||||
Ergobaby | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 61,031 | 61,031 | 61,031 | 61,031 | 41,664 | |
Goodwill, Acquired During Period | 0 | 19,367 | ||||
Goodwill impairment expense | 0 | 0 | ||||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 0 | 0 | ||||
Liberty | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 32,828 | 32,828 | 32,828 | 32,828 | 32,828 | |
Goodwill, Acquired During Period | 0 | 0 | ||||
Goodwill impairment expense | 0 | 0 | ||||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 0 | 0 | ||||
Manitoba Harvest | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 41,024 | 44,171 | 41,024 | 44,171 | 52,673 | |
Goodwill, Acquired During Period | 0 | 0 | ||||
Goodwill impairment expense | 8,500 | 6,289 | 0 | |||
Foreign currency translation | 3,142 | 2,077 | ||||
Goodwill, Other Increase (Decrease) | 0 | (10,579) | ||||
ACI | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 58,019 | 58,019 | 58,019 | 58,019 | 58,019 | |
Goodwill, Acquired During Period | 0 | 0 | ||||
Goodwill impairment expense | 0 | 0 | ||||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 0 | 0 | ||||
Arnold | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 26,903 | 35,767 | 26,903 | 35,767 | 51,767 | |
Goodwill, Acquired During Period | 0 | 0 | ||||
Goodwill impairment expense | $ 8,900 | 16,000 | 8,864 | 16,000 | ||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 0 | 0 | ||||
Clean Earth Holdings | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 119,099 | 118,224 | 119,099 | 118,224 | 111,339 | |
Goodwill, Acquired During Period | 875 | 6,885 | ||||
Goodwill impairment expense | 0 | 0 | ||||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 0 | 0 | ||||
Sterno Products | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 41,818 | 39,982 | 41,818 | 39,982 | 33,716 | |
Goodwill, Acquired During Period | 1,689 | 6,266 | ||||
Goodwill impairment expense | 0 | 0 | ||||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 147 | 0 | ||||
Corporate | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 8,649 | 8,649 | 8,649 | 8,649 | $ 8,649 | |
Goodwill, Acquired During Period | 0 | 0 | ||||
Goodwill impairment expense | 0 | 0 | ||||
Foreign currency translation | 0 | 0 | ||||
Goodwill, Other Increase (Decrease) | 0 | 0 | ||||
PMAG | ||||||
Goodwill [Line Items] | ||||||
Goodwill impairment expense | $ 9,000 | 16,000 | ||||
PMAG | Arnold | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 15,600 | 24,400 | 15,600 | 24,400 | ||
FlexMag | Arnold | ||||||
Goodwill [Line Items] | ||||||
Goodwill | 6,500 | 6,500 | 6,500 | 6,500 | ||
Precision Thin Metals | Arnold | ||||||
Goodwill [Line Items] | ||||||
Goodwill | $ 4,800 | $ 4,800 | $ 4,800 | $ 4,800 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 22, 2016 | Mar. 31, 2017 | Sep. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | $ 17,325 | $ 16,000 | $ 0 | |||
Total debt | 590,032 | 557,337 | ||||
Term Loan Facility | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Long-term Debt, Gross | 559,973 | 565,658 | ||||
Fair Value, Measurements, Nonrecurring | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | 17,325 | |||||
Fair Value, Measurements, Nonrecurring | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | 16,000 | |||||
Fair Value, Measurements, Nonrecurring | Technology | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | 3,460 | |||||
Fair Value, Measurements, Nonrecurring | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | 317 | |||||
Fair Value, Measurements, Nonrecurring | Carrying Value | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 35,767 | |||||
Fair Value, Measurements, Nonrecurring | Carrying Value | Technology | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Fair Value, Measurements, Nonrecurring | Carrying Value | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 1 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 1 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Technology | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 1 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 3 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 35,767 | |||||
Level 3 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Technology | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 3 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 2 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 2 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Technology | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Level 2 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Northern International, Inc. | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of contingent consideration | 382 | 1,500 | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements | 475 | 450 | ||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 956 | |||||
Baby Tula, LLC | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair value of contingent consideration | 0 | (3,780) | ||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 3,780 | |||||
Arnold | Fair Value, Measurements, Nonrecurring | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | 8,864 | |||||
Arnold | Fair Value, Measurements, Nonrecurring | Carrying Value | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 26,903 | |||||
Arnold | Level 1 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Arnold | Level 3 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 26,903 | |||||
Arnold | Level 2 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
5.11 Tactical | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Issuances | 5 | (50) | ||||
Sterno Products | Northern International, Inc. | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent consideration | $ 1,800 | 1,500 | ||||
Contingent consideration term | 2 years | |||||
Payments of contingent consideration | $ 500 | |||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ (500) | (400) | ||||
Ergobaby | Baby Tula, LLC | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Contingent consideration | 8,200 | |||||
Fair value of contingent consideration | 3,800 | |||||
Liberty | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Other Comprehensive Income (Loss) | (8) | $ (80) | ||||
Manitoba Harvest | Fair Value, Measurements, Nonrecurring | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | 6,188 | |||||
Manitoba Harvest | Fair Value, Measurements, Nonrecurring | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Loss on disposal of assets | 2,273 | |||||
Manitoba Harvest | Fair Value, Measurements, Nonrecurring | Carrying Value | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 41,024 | |||||
Manitoba Harvest | Fair Value, Measurements, Nonrecurring | Carrying Value | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 10,834 | |||||
Manitoba Harvest | Level 1 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Manitoba Harvest | Level 1 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Manitoba Harvest | Level 3 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 41,024 | |||||
Manitoba Harvest | Level 3 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 11,550 | |||||
Manitoba Harvest | Level 2 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | 0 | |||||
Manitoba Harvest | Level 2 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Assets measured on nonrecurring basis | $ 0 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Assets and Liabilities Carried at Fair Value Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Liabilities: | |||
Total recorded at fair value | $ (178) | $ (5,010) | $ (50) |
Fair Value Measurements Recurring | Carrying Value | |||
Assets: | |||
investment - FOX | 141,767 | ||
Liabilities: | |||
Contingent consideration - acquisitions (2) | (4,830) | ||
Total recorded at fair value | (6,285) | 126,038 | |
Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | |||
Assets: | |||
investment - FOX | 141,767 | ||
Liabilities: | |||
Contingent consideration - acquisitions (2) | 0 | ||
Total recorded at fair value | 0 | 141,767 | |
Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | |||
Assets: | |||
investment - FOX | 0 | ||
Liabilities: | |||
Contingent consideration - acquisitions (2) | 0 | ||
Total recorded at fair value | (6,107) | (10,719) | |
Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | |||
Assets: | |||
investment - FOX | 0 | ||
Liabilities: | |||
Contingent consideration - acquisitions (2) | (4,830) | ||
Total recorded at fair value | (178) | (5,010) | |
Interest Rate Swap | Fair Value Measurements Recurring | Carrying Value | |||
Liabilities: | |||
Total recorded at fair value | (6,107) | (10,719) | |
Interest Rate Swap | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | |||
Liabilities: | |||
Total recorded at fair value | 0 | 0 | |
Interest Rate Swap | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | |||
Liabilities: | |||
Total recorded at fair value | (6,107) | (10,719) | |
Interest Rate Swap | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | |||
Liabilities: | |||
Total recorded at fair value | 0 | 0 | |
Put Option | Fair Value Measurements Recurring | Carrying Value | |||
Liabilities: | |||
Total recorded at fair value | (178) | ||
Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | |||
Liabilities: | |||
Total recorded at fair value | 0 | ||
Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | |||
Liabilities: | |||
Total recorded at fair value | 0 | ||
Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | |||
Liabilities: | |||
Total recorded at fair value | $ (178) | ||
Liberty | Put Option | Fair Value Measurements Recurring | Carrying Value | |||
Liabilities: | |||
Total recorded at fair value | (180) | ||
Liberty | Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | |||
Liabilities: | |||
Total recorded at fair value | 0 | ||
Liberty | Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | |||
Liabilities: | |||
Total recorded at fair value | 0 | ||
Liberty | Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | |||
Liabilities: | |||
Total recorded at fair value | $ (180) |
Fair Value Measurement - Reconc
Fair Value Measurement - Reconciliations of Change in Carrying Value of Level 3 Supplemental Put Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Supplemental put liability, beginning balance | $ (5,010) | $ (50) |
Supplemental put liability, ending balance | (178) | (5,010) |
5.11 Tactical | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Put option issued to noncontrolling shareholder | (5) | 50 |
Liberty | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Increase in the fair value of put option of noncontrolling shareholders | 8 | 80 |
Northern International, Inc. | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingent consideration | (382) | (1,500) |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements | 475 | 450 |
Baby Tula, LLC | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingent consideration | $ 0 | $ 3,780 |
Fair Value Measurement - Summ79
Fair Value Measurement - Summary of Assets and Liabilities Carried at Fair Value Measured on Non-recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | $ 17,325 | $ 16,000 | $ 0 |
Fair Value, Measurements, Nonrecurring | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | $ 17,325 | ||
Fair Value, Measurements, Nonrecurring | Goodwill | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | 16,000 | ||
Fair Value, Measurements, Nonrecurring | Trade name | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | 317 | ||
Fair Value, Measurements, Nonrecurring | Technology | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | 3,460 | ||
Fair Value, Measurements, Nonrecurring | Carrying Value | Goodwill | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 35,767 | ||
Fair Value, Measurements, Nonrecurring | Carrying Value | Trade name | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Carrying Value | Technology | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | Level 1 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | Level 2 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | Level 3 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 35,767 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | Level 1 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | Level 2 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Trade name | Level 3 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Technology | Level 1 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Technology | Level 2 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Technology | Level 3 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Customer relationships | Fair Value, Measurements, Nonrecurring | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | 2,426 | ||
Customer relationships | Fair Value, Measurements, Nonrecurring | Carrying Value | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Customer relationships | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 1 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Customer relationships | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 2 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Customer relationships | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 3 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Permits | Fair Value, Measurements, Nonrecurring | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | 1,177 | ||
Permits | Fair Value, Measurements, Nonrecurring | Carrying Value | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Permits | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 1 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Permits | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 2 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Permits | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 3 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Property, plant and equipment | Fair Value, Measurements, Nonrecurring | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Impairment Expenses | 1,824 | ||
Property, plant and equipment | Fair Value, Measurements, Nonrecurring | Carrying Value | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Property, plant and equipment | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 1 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Property, plant and equipment | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 2 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | 0 | ||
Property, plant and equipment | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Level 3 | |||
Fair Value Assets Liabilities Quantitative Information [Line Items] | |||
Assets measured on nonrecurring basis | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Aug. 31, 2016 | Jun. 06, 2014 | Oct. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 15, 2016 |
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Unamortized Discount | $ (3,483,000) | $ (3,483,000) | $ (4,706,000) | ||||||
Deferred debt issuance costs | 21,491,000 | 21,491,000 | 18,960,000 | ||||||
Long-term Debt | 590,032,000 | 590,032,000 | 557,337,000 | ||||||
Debt modification and extinguishment costs | 2,899,000 | 5,986,000 | $ 440,000 | ||||||
Quarterly term loan facility payment | 70,000 | 108,000 | 121,000 | ||||||
Interest Rate Swap | |||||||||
Debt Instrument [Line Items] | |||||||||
Amount of debt hedged | 220,000,000 | 220,000,000 | |||||||
Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | 42,000,000 | 42,000,000 | 4,400,000 | ||||||
Term Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt, Gross | 559,973,000 | 559,973,000 | 565,658,000 | ||||||
2014 Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt | 598,490,000 | 598,490,000 | |||||||
Debt issuance cost | $ 6,000,000 | $ 7,300,000 | |||||||
Debt modification and extinguishment costs | 200,000 | ||||||||
Amortized debt | 7,100,000 | ||||||||
2014 Credit Agreement | Line of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Letter of credit, aggregate face amount | $ 25,000,000 | ||||||||
2014 Credit Agreement | Revolving Credit Facility | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Unused fee percentage | 0.45% | ||||||||
2014 Credit Agreement | Revolving Credit Facility | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Unused fee percentage | 0.60% | ||||||||
2014 Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 2.00% | ||||||||
2014 Credit Agreement | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 2.75% | ||||||||
2014 Credit Agreement | Revolving Credit Facility | Federal Funds Effective Swap Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 0.50% | ||||||||
2014 Credit Agreement | Revolving Credit Facility | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 1.00% | ||||||||
2014 Credit Agreement | Revolving Credit Facility | Base Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 1.75% | ||||||||
2014 Credit Agreement | Letter of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Letter of credit, aggregate face amount | $ 100,000,000 | ||||||||
2014 Credit Agreement - The Fourth Amendment [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Deferred debt issuance costs | $ 1,200,000 | ||||||||
2014 Credit Agreement - The Fourth Amendment [Member] | Term Loan | London Interbank Offered Rate (LIBOR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 2.75% | ||||||||
2014 Credit Agreement - The Fourth Amendment [Member] | Term Loan | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 1.75% | ||||||||
2014 Credit Facility - The First Refinancing Amendment [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Deferred debt issuance costs | $ 1,400,000 | ||||||||
2014 Credit Facility - The First Refinancing Amendment [Member] | Term Loan | London Interbank Offered Rate (LIBOR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 2.25% | ||||||||
2014 Credit Facility - The First Refinancing Amendment [Member] | Term Loan | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 1.25% | ||||||||
2016 Incremental Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt issuance cost | 6,000,000 | ||||||||
2011 Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt modification and extinguishment costs | 2,100,000 | ||||||||
Letter of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Letter of credit, aggregate face amount | 100,000,000 | 100,000,000 | |||||||
Letter of credit outstanding | 600,000 | 600,000 | 4,200,000 | ||||||
Debt instrument fees amount | 100,000 | 100,000 | $ 100,000 | $ 100,000 | |||||
Loans Payable | 2014 Credit Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Letter of credit, aggregate face amount | 725,000,000 | ||||||||
Loans Payable | 2014 Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Unamortized Discount | $ 1,900,000 | 4,600,000 | |||||||
Letter of credit, aggregate face amount | $ 325,000,000 | 325,000,000 | 325,000,000 | ||||||
Frequency of required payments | quarterly | ||||||||
Term loan facility discount | 99.25% | 99.50% | |||||||
Long-term Debt, Maturities, Increase (Decrease) to Quarterly Payments | $ 1,400,000 | ||||||||
Loans Payable | 2014 Term Loan | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 1.00% | ||||||||
Loans Payable | 2014 Term Loan | London Interbank Offered Rate (LIBOR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 3.25% | ||||||||
Loans Payable | 2014 Term Loan | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Fluctuating rate equal to LIBOR for relative period margin | 2.25% | ||||||||
Loans Payable | 2016 Incremental Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Letter of credit, aggregate face amount | 250,000,000 | 250,000,000 | |||||||
Line of credit facility borrowing capacity increase | 250,000,000 | ||||||||
Line of Credit | 2014 Revolving Credit Facility | Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit facility obtained | $ 400,000,000 | $ 550,000,000 | $ 550,000,000 | $ 400,000,000 | |||||
Line of credit facility borrowing capacity increase | $ 150,000,000 | ||||||||
Term Loan And Revolving Line Of Credit | 2014 Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit facility obtained | $ 200,000,000 |
Debt - Summary of Actual Financ
Debt - Summary of Actual Financial Ratios as Part of Affirmative Covenants Credit Facility (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Instrument [Line Items] | |
Fixed Charge Coverage Ratio | 4.44 |
Total Debt to EBITDA Ratio | 2.99 |
Minimum | |
Debt Instrument [Line Items] | |
Covenant Ratio Requirement | greater than or equal to 1.50: 1.00 |
Maximum | |
Debt Instrument [Line Items] | |
Covenant Ratio Requirement | less than or equal to 3:50: 1.00 |
Debt - Summary of Debt Holdings
Debt - Summary of Debt Holdings (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Original issue discount | $ 3,483 | $ 4,706 |
Total debt | 590,032 | 557,337 |
Less: Current portion, term loan facilities | (5,685) | (5,685) |
Long term debt | 584,347 | 551,652 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 42,000 | 4,400 |
Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 559,973 | $ 565,658 |
Debt - Summary of Annual Maturi
Debt - Summary of Annual Maturities of Term Loan Facility and Revolving Credit Facility (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Disclosure [Abstract] | ||
Total debt | $ 590,032 | $ 557,337 |
Debt - Summary of Components of
Debt - Summary of Components of Interest Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |||
Interest on credit facilities | $ 23,940 | $ 19,861 | $ 17,590 |
Unused fee on Revolving Credit Facility | 2,856 | 1,947 | 1,612 |
Amortization of original issue discount | 1,037 | 802 | 671 |
Unrealized losses on interest rate derivatives | (648) | 1,539 | 5,662 |
Letter of credit fees | 70 | 108 | 121 |
Other | 538 | 415 | 286 |
Interest expense | 27,793 | 24,672 | 25,942 |
Average daily balance of debt outstanding | $ 597,114 | $ 477,656 | $ 443,348 |
Effective interest rate | 4.70% | 5.20% | 5.90% |
Debt - Issuance Costs (Details)
Debt - Issuance Costs (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Deferred debt issuance costs | $ 21,491 | $ 18,960 |
Accumulated amortization | (10,250) | (6,248) |
Deferred debt issuance costs, net | 11,241 | 12,712 |
Other noncurrent assets | ||
Debt Instrument [Line Items] | ||
Deferred debt issuance costs, net | 2,784 | 4,698 |
Long-term debt | ||
Debt Instrument [Line Items] | ||
Deferred debt issuance costs, net | $ 8,458 | $ 8,014 |
Debt Debt - Schedule Of Long Te
Debt Debt - Schedule Of Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 31, 2016 | Jun. 06, 2014 |
Debt Instrument [Line Items] | ||||
Debt Instrument, Unamortized Discount | $ (3,483) | $ (4,706) | ||
Deferred Financing Costs | (8,458) | (8,015) | ||
Long-term Debt, Current Maturities | (5,685) | (5,685) | ||
Long-term Debt, Excluding Current Maturities | 584,347 | 551,652 | ||
Total debt | 590,032 | 557,337 | ||
Loans Payable | 2014 Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Unamortized Discount | $ 1,900 | $ 4,600 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | 42,000 | 4,400 | ||
Term Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Long-term Debt, Gross | $ 559,973 | $ 565,658 |
Debt Debt - Future Debt Obligat
Debt Debt - Future Debt Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 590,032 | $ 557,337 |
2014 Credit Agreement | ||
Debt Instrument [Line Items] | ||
2,018 | 5,685 | |
2,019 | 47,685 | |
2,020 | 5,685 | |
2,021 | 539,435 | |
Long-term Debt | $ 598,490 |
Derivative Instruments and He88
Derivative Instruments and Hedging Activities - Additional Information (Detail) $ in Thousands | Mar. 31, 2016USD ($) | Sep. 16, 2014USD ($) | Oct. 31, 2011USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2016EUR (€) | Aug. 31, 2016USD ($) | Jun. 06, 2014USD ($) |
Derivative [Line Items] | ||||||||||
Debt Instrument, Unamortized Discount | $ (3,483) | $ (4,706) | ||||||||
Deferred debt issuance costs | 21,491 | 18,960 | ||||||||
Fair value loss on derivative | (648) | 1,539 | $ 5,662 | |||||||
Fair value of interest | 6,107 | 10,719 | ||||||||
Payments on derivatives | 3,964 | 4,303 | $ 2,007 | |||||||
New Interest Rate Swap | ||||||||||
Derivative [Line Items] | ||||||||||
Notional amount | $ 220,000 | |||||||||
Interest rate on notional amount | 2.97% | |||||||||
Interest Rate Cap Period | 3 months | |||||||||
Derivative, Gain (Loss) on Derivative, Net | 6,100 | 10,700 | ||||||||
Three-Year Interest Rate Swap | ||||||||||
Derivative [Line Items] | ||||||||||
Notional amount | $ 200,000 | |||||||||
Interest Rate Cap Period | 3 years | |||||||||
Derivative, Term of Contract | 3 years | |||||||||
Three-Year Interest Rate Swap | ||||||||||
Derivative [Line Items] | ||||||||||
Interest rate on notional amount | 2.49% | |||||||||
Fair value of interest | 500 | |||||||||
Payments on derivatives | $ 500 | |||||||||
Three-Year Interest Rate Swap | Other Current Liabilities [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Fair value of interest | 2,468 | 4,010 | ||||||||
Three-Year Interest Rate Swap | Long-term debt | ||||||||||
Derivative [Line Items] | ||||||||||
Fair value of interest | $ 3,639 | $ 6,709 | ||||||||
Foreign Currency Contracts | ||||||||||
Derivative [Line Items] | ||||||||||
Notional amount | € | € 300,000 | € 800,000 | ||||||||
3-month LIBOR | Three-Year Interest Rate Swap | Interest Rate Floor | ||||||||||
Derivative [Line Items] | ||||||||||
Interest rate on LIBOR | 1.50% | |||||||||
Loans Payable | 2014 Term Loan | ||||||||||
Derivative [Line Items] | ||||||||||
Debt Instrument, Unamortized Discount | $ 1,900 | $ 4,600 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Income Tax Examination [Line Items] | ||||
Recognized deferred tax liabilities | $ (119,900) | $ (156,285) | ||
Valuation allowance | [1] | (5,912) | (7,256) | |
Reductions for prior years’ tax positions | 9,397 | 16 | $ 15 | |
Unrecognized tax benefits, if recognized, would affect the Company's effective tax rate | $ 1,000 | $ 10,400 | ||
[1] | Primarily relates to the 5.11 and Arnold operating segments. |
Income Taxes - Components of th
Income Taxes - Components of the Company's pretax income (loss) before taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Domestic (including U.S. exports) | $ (13,276) | $ 63,782 | $ 29,432 |
Foreign subsidiaries | 5,869 | (564) | (5,440) |
Income Before Income Taxes | $ (7,407) | $ 63,218 | $ 23,992 |
Income Taxes - Components of 91
Income Taxes - Components of the Company's Income Tax Provision (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current taxes | |||
Federal | $ 10,293 | $ 12,994 | $ 16,079 |
State | 2,221 | 2,486 | 2,567 |
Foreign | 6,236 | 3,857 | 688 |
Total current taxes | 18,750 | 19,337 | 19,334 |
Deferred taxes: | |||
Federal | (55,299) | (5,816) | (764) |
State | (1,712) | (1,357) | 70 |
Foreign | (2,418) | (2,695) | (3,639) |
Total deferred taxes | (59,429) | (9,868) | (4,333) |
Total tax provision | $ (40,679) | $ 9,469 | $ 15,001 |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets and Deferred Tax Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Deferred tax assets: | |||
Tax credits | $ 5,035 | $ 11,485 | |
Accounts receivable and allowances | 1,134 | 1,032 | |
Net operating loss carryforwards | 27,631 | 28,896 | |
Accrued expenses | 5,789 | 7,324 | |
Other | 5,174 | 3,966 | |
Valuation allowance (1) | 44,763 | 52,703 | |
Valuation allowance | [1] | (5,912) | (7,256) |
Net deferred tax assets | 38,851 | 45,447 | |
Deferred tax liabilities: | |||
Intangible assets | (102,581) | (120,645) | |
Property and equipment | (17,060) | (19,810) | |
Repatriation of foreign earnings | (68) | (8,973) | |
Prepaid and other expenses | (191) | (6,857) | |
Total deferred tax liabilities | (119,900) | (156,285) | |
Total net deferred tax liability | $ (81,049) | $ (110,838) | |
[1] | Primarily relates to the 5.11 and Arnold operating segments. |
Income Taxes - Reconciliation B
Income Taxes - Reconciliation Between Federal Statutory Rate and Effective Income Tax Rate (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Income Tax Disclosure [Abstract] | |||||
United States Federal Statutory Rate | (35.00%) | 35.00% | 35.00% | ||
State income taxes (net of Federal benefits) | (6.50%) | 0.60% | 6.50% | ||
Foreign income taxes | (18.40%) | 1.50% | 1.20% | ||
Expenses of Compass Group Diversified Holdings, LLC representing a pass through to shareholders | [1] | (3.30%) | 3.60% | 29.10% | |
Effect of (gain) loss on equity method investment | [1] | 26.60% | (41.20%) | (6.60%) | |
Impact of subsidiary employee stock options | 9.90% | 1.30% | 1.30% | ||
Domestic production activities deduction | (8.40%) | (0.90%) | (3.20%) | ||
Non-deductible acquisition costs | 4.60% | 1.90% | 0.00% | ||
Goodwill impairment expense | 69.40% | 0.00% | 0.00% | ||
Effect of undistributed foreign earnings | (18.70%) | 4.20% | 0.00% | ||
Non-recognition of NOL carryforwards at subsidiaries | (18.10%) | 3.60% | (6.10%) | ||
Adjustments to uncertain tax positions (2) | (124.00%) | 0.00% | 0.00% | ||
Utilization of tax credits | (40.10%) | (0.70%) | (1.10%) | ||
Effect of Tax Act - remeasurement of deferred tax assets and liabilities (3) | (468.00%) | 0.00% | 0.00% | ||
Effect of Tax Act - transition tax on non-U.S. subsidiaries' earnings(3) | 65.60% | 0.00% | 0.00% | ||
Other | 15.20% | 6.10% | 6.40% | ||
Effective income tax rate | (549.20%) | 15.00% | 62.50% | ||
Reversal of uncertain tax position, tax benefit, amount | $ 9.2 | ||||
Tax cuts and job acts of 2017, change in tax rate, income tax expense (benefit) | $ 34.7 | ||||
Tax cuts and jobs act of 2017, transition tax for accumulated foreign earnings, income tax expense (benefit) | $ 4.9 | ||||
[1] | The effective income tax rate for each of the years presented includes losses at the Company’s parent, which is taxed as a partnership. |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 10,500 | $ 389 | $ 433 |
Additions for current years’ tax positions | 96 | 64 | 73 |
Additions for prior years’ tax positions | 23 | 10,150 | 0 |
Reductions for prior years’ tax positions (1) | (9,397) | (16) | (15) |
Reductions for settlements | 0 | 0 | 0 |
Reductions for expiration of statute of limitations | (87) | (87) | (102) |
Ending balance | $ 1,135 | $ 10,500 | $ 389 |
Defined Benefit Plan - Addition
Defined Benefit Plan - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
2,017 | $ 551 | |
Long-term debt | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unfunded liability | $ (3,621) | $ (3,255) |
Defined Benefit Plan - Summary
Defined Benefit Plan - Summary of Foreign Plan's Status and Recognized Amounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Change in benefit obligation: | |||
Benefit obligation, beginning of year | $ 13,804 | $ 13,392 | |
Service cost | 534 | 409 | $ 578 |
Interest cost | 94 | 130 | 167 |
Actuarial (gain)/loss | (59) | 817 | |
Plan amendment | 319 | 315 | |
Benefits paid | (555) | (810) | |
Foreign currency translation | 616 | (449) | |
Benefit obligation, end of year | 14,753 | 13,804 | 13,392 |
Change in plan assets: | |||
Fair value of assets, beginning of period | 10,549 | 10,897 | |
Actual return on plan assets | 348 | 122 | |
Company contribution | 7 | 390 | |
Benefits paid | (555) | (810) | |
Foreign currency translation | 464 | (365) | |
Fair value of assets, end of period | 11,132 | 10,549 | $ 10,897 |
Defined Benefit Plan, Plan Assets, Increase (Decrease) for Assets Transferred to (from) Plan | $ 319 | $ 315 |
Defined Benefit Plan - Summar97
Defined Benefit Plan - Summary of Net Periodic Benefit Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Retirement Benefits [Abstract] | |||
Service cost | $ 534 | $ 409 | $ 578 |
Interest cost | 94 | 130 | 167 |
Expected return on plan assets | (155) | (147) | 310 |
Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Curtailment | 250 | 165 | 0 |
Net periodic benefit cost | $ 723 | $ 557 | $ 1,055 |
Defined Benefit Plan - Summar98
Defined Benefit Plan - Summary of Assumptions Used to Determine the Benefit Obligations and Components of the Net Periodic Benefit Cost (Detail) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Benefits [Abstract] | ||
Discount rate | 0.65% | 0.65% |
Expected return on plan assets | 1.40% | 1.40% |
Rate of compensation increase | 1.00% | 1.00% |
Defined Benefit Plan - Summar99
Defined Benefit Plan - Summary of Expected Foreign Plan Benefit Payments (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Retirement Benefits [Abstract] | |
2,017 | $ 551 |
2,018 | 963 |
2,019 | 1,254 |
2,020 | 706 |
2,021 | 635 |
Thereafter | 3,692 |
Total | $ 7,801 |
Defined Benefit Plan - Summa100
Defined Benefit Plan - Summary of Allocation of Assets in Swiss Life's Group Life Portfolio (Detail) - Pension Plan | Dec. 31, 2017 |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 100.00% |
Certificates of deposit and cash and cash equivalents | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 66.00% |
Fixed income bonds and securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 8.00% |
Private equity and hedge funds | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 8.00% |
Real estate | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 16.00% |
Equity and other investments | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 2.00% |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 30, 2018 | Oct. 30, 2017 | Jun. 28, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 25, 2018 | Oct. 26, 2017 | Jul. 27, 2017 | Apr. 27, 2017 | Jan. 26, 2017 | Oct. 27, 2016 | Jul. 28, 2016 | Apr. 28, 2016 | Jan. 28, 2016 | Oct. 29, 2015 | Jul. 29, 2015 | Apr. 29, 2015 | Jan. 29, 2015 |
Stockholders Equity [Line Items] | |||||||||||||||||||||||||
Trust shares, authorized (in shares) | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | ||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | $ 96,417 | $ 99,359 | |||||||||||||||||||||||
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 | |||||||||||||||||||||||
Preferred Stock, Value, Issued | $ 96,417 | $ 96,417 | |||||||||||||||||||||||
Trust shares, issued (in shares) | 5,600,000 | ||||||||||||||||||||||||
Proceeds from issuance of Trust shares | $ 0 | $ 99,359 | $ 0 | ||||||||||||||||||||||
Trust shares, voting rights | One vote per share | ||||||||||||||||||||||||
Distribution declared per share (in dollars per share) | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | ||||||||||||
Retained Earnings | |||||||||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||||||||
Equity Method Investment, Cash Distributions Declared | (13,354) | ||||||||||||||||||||||||
CamelBak and American Furniture | |||||||||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||||||||
Proceeds from Equity Method Investment, Distribution, Return of Capital | $ 14,600 | ||||||||||||||||||||||||
FOX | |||||||||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||||||||
Ownership holding period | 5 years | ||||||||||||||||||||||||
Proceeds from Equity Method Investment, Distribution, Return of Capital | 7,000 | $ 8,200 | $ 8,600 | ||||||||||||||||||||||
Equity Method Investment, Cash Distributions Declared | $ (13,400) | $ (11,600) | $ (8,600) | ||||||||||||||||||||||
Ergobaby | |||||||||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||||||||
Ownership holding period | 5 years | ||||||||||||||||||||||||
Holders paid related to contribution based profit | $ 3,100 | ||||||||||||||||||||||||
Series A Preferred Stock | |||||||||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | ||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 100,000 | ||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ 25 | ||||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Increase In Distribution Rate Per Annum Following Notice Period | 5.00% | ||||||||||||||||||||||||
Preferred Stock, Cash Distributions Paid, Per Share | $ 0.45312500 | $ 0.61423611 | |||||||||||||||||||||||
Minimum | Series A Preferred Stock | |||||||||||||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ 25.25 | $ 25.25 | |||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Notice Period | 31 days | ||||||||||||||||||||||||
Preferred Shares Redemption, Notice Period | 30 days | ||||||||||||||||||||||||
Preferred Shares Tax Redemption, Notice Period | 60 days |
Stockholder's Equity Stockho102
Stockholder's Equity Stockholders' Equity - Summary of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 11 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 13, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Class of Stock [Line Items] | |||||||||||||
Income from continuing operations | $ (13,994) | $ 28,009 | $ (13,873) | ||||||||||
Less: Effect of contribution based profit—Holding Event | 12,726 | 2,862 | 2,804 | ||||||||||
Income (loss) from Holdings attributable to common shares | (26,720) | 25,147 | (16,677) | ||||||||||
Income from discontinued operations attributable to Holdings | 340 | 2,898 | 157,980 | ||||||||||
Income from discontinued operations of Holdings attributable to common shares | $ 340 | $ 2,898 | $ 157,980 | ||||||||||
Basic and diluted weighted average shares outstanding (in shares) | 54,300 | 59,900 | 54,591 | 54,300 | 49,089 | ||||||||
Income from operations—Basic and fully diluted (in dollars per share) | $ 0.53 | $ 0.10 | $ (0.45) | $ (0.61) | $ (0.14) | $ 0.72 | $ (0.05) | $ (0.31) | $ (0.45) | $ 0.46 | $ (0.30) | ||
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | $ 0 | $ 0 | $ 0 | $ 0.01 | $ 0 | $ 0.03 | $ 0.11 | $ 0 | 0.01 | 0.05 | 2.91 | ||
Earnings per share, diluted | $ (0.44) | $ 0.51 | $ 2.61 | ||||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Less: Effect of contribution based profit—Holding Event | $ 0 | $ 0 |
Noncontrolling Interest - Compa
Noncontrolling Interest - Company's Ownership Percentage of its Majority Owned Operating Segments and Related Noncontrolling Interest (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | 1080 Months Ended | |||||||||
Dec. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | May 11, 2106 | ||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Distribution To Shareholders | $ 78,192 | $ 78,192 | |||||||||||
Payments Of Distributions To Shareholders | $ 86,256 | 78,192 | 78,192 | ||||||||||
Allocated Share-based Compensation Expense | $ 7,000 | $ 4,400 | $ 3,200 | ||||||||||
5.11 Tactical | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 97.50% | 97.50% | 97.50% | |||||||||
5.11 Tactical | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 85.10% | 85.50% | 85.10% | |||||||||
Ergobaby | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 83.50% | 82.70% | 83.50% | 81.00% | ||||||||
Ergobaby | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 76.90% | 76.60% | 76.90% | 74.20% | ||||||||
Liberty | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Distribution To Shareholders | $ 35,300 | ||||||||||||
Payments Of Distributions To Shareholders | 5,300 | ||||||||||||
Proceeds from Stock Options Exercised | $ 3,800 | ||||||||||||
Liberty | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | 88.60% | [1] | 88.60% | 88.60% | [1] | 88.60% | [1] | 96.20% | [1] | ||||
Liberty | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | 84.70% | [1] | 84.70% | 84.70% | [1] | 84.70% | [1] | 84.60% | [1] | ||||
Manitoba Harvest | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 76.60% | 76.60% | 76.60% | 76.60% | ||||||||
Manitoba Harvest | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 65.60% | 67.00% | 65.60% | 65.60% | ||||||||
ACI | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Distribution To Shareholders | $ 60,100 | ||||||||||||
Payments Of Distributions To Shareholders | 18,400 | ||||||||||||
ACI | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 69.40% | 69.40% | 69.40% | 69.40% | ||||||||
ACI | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 69.30% | 69.20% | 69.30% | 69.30% | ||||||||
Arnold Magnetics | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 96.70% | 96.70% | 96.70% | 96.70% | ||||||||
Arnold Magnetics | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 84.70% | 84.70% | 84.70% | 87.30% | ||||||||
Clean Earth Holdings | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 97.50% | 97.50% | 97.50% | 97.50% | ||||||||
Clean Earth Holdings | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 79.80% | 79.80% | 79.80% | 86.20% | ||||||||
Sterno Candle Lamp | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 100.00% | 100.00% | 100.00% | 100.00% | ||||||||
Sterno Candle Lamp | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | [1] | 89.50% | 89.50% | 89.50% | 89.70% | ||||||||
Term Loan Facility | Liberty | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Letter of credit, aggregate face amount | $ 38,000 | ||||||||||||
Term Loan Facility | ACI | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Letter of credit, aggregate face amount | $ 61,000 | $ 61,000 | |||||||||||
Revolving Credit Facility | Liberty | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Letter of credit, aggregate face amount | $ 5,000 | ||||||||||||
Employee Stock Option [Member] | Liberty | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Share-based compensation arrangement by share-based payment award, options, exercises in period (in shares) | 75,095 | ||||||||||||
Allocated Share-based Compensation Expense | $ 300 | ||||||||||||
Management [Member] | Liberty | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | 11.40% | ||||||||||||
Amount Of Shares Purchased From Noncontrolling Shareholders | $ 1,500 | ||||||||||||
Ergobaby | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Treasury Stock, Shares, Acquired | 6,204 | 77,425 | |||||||||||
Payments for Repurchase of Common Stock | $ 1,400 | $ 15,400 | |||||||||||
Stock issued during period from exercised stock options | 10,989 | ||||||||||||
Ergobaby | Primary | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | 77.90% | 77.90% | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 83.50% | 83.90% | 83.90% | 83.50% | |||||||||
Ergobaby | Fully Diluted | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
% Ownership | 71.20% | 71.20% | |||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 76.90% | 76.20% | 76.20% | 76.90% | |||||||||
Ergobaby | New Baby Tula, LLC [Member] | |||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 8,200 | ||||||||||||
[1] | The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. |
Noncontrolling Interest - Summa
Noncontrolling Interest - Summary of Each Purchase of Noncontrolling Interest (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | ||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 52,791 | $ 38,139 | ||||||
5.11 Tactical | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 8,003 | 5,934 | ||||||
Crosman | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 1,373 | |||||||
Ergobaby | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 23,416 | 18,647 | ||||||
Liberty | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 3,254 | 2,681 | ||||||
Manitoba Harvest | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 11,725 | 13,687 | ||||||
ACI | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | (5,850) | (11,220) | ||||||
Arnold Magnetics | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 1,368 | 1,536 | ||||||
Clean Earth Holdings | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 7,357 | 5,469 | ||||||
Sterno Candle Lamp | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 2,045 | 1,305 | ||||||
Allocation Interests | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 100 | $ 100 | ||||||
Primary | 5.11 Tactical | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 97.50% | 97.50% | |||||
Primary | Crosman | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 98.80% | ||||||
Primary | Ergobaby | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 82.70% | 83.50% | 81.00% | ||||
Primary | Liberty | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | 88.60% | [1] | 88.60% | [1] | 88.60% | 96.20% | [1] | |
Primary | Manitoba Harvest | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 76.60% | 76.60% | 76.60% | ||||
Primary | ACI | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 69.40% | 69.40% | 69.40% | ||||
Primary | Arnold Magnetics | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 96.70% | 96.70% | 96.70% | ||||
Primary | Clean Earth Holdings | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 97.50% | 97.50% | 97.50% | ||||
Primary | Sterno Candle Lamp | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 100.00% | 100.00% | 100.00% | ||||
Fully Diluted | 5.11 Tactical | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 85.50% | 85.10% | |||||
Fully Diluted | Crosman | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 89.20% | ||||||
Fully Diluted | Ergobaby | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 76.60% | 76.90% | 74.20% | ||||
Fully Diluted | Liberty | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | 84.70% | [1] | 84.70% | [1] | 84.70% | 84.60% | [1] | |
Fully Diluted | Manitoba Harvest | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 67.00% | 65.60% | 65.60% | ||||
Fully Diluted | ACI | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 69.20% | 69.30% | 69.30% | ||||
Fully Diluted | Arnold Magnetics | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 84.70% | 84.70% | 87.30% | ||||
Fully Diluted | Clean Earth Holdings | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 79.80% | 79.80% | 86.20% | ||||
Fully Diluted | Sterno Candle Lamp | ||||||||
Noncontrolling Interest [Line Items] | ||||||||
% Ownership | [1] | 89.50% | 89.50% | 89.70% | ||||
[1] | The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating lease expiration period | One year or more | ||
Rent expenses | $ 23.5 | $ 15.9 | $ 10.7 |
Commitments and Contingencie106
Commitments and Contingencies - Summary of Future Minimum Rental Commitments under Operating Leases (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,015 | $ 17,857 |
2,016 | 14,005 |
2,017 | 12,540 |
2,018 | 11,327 |
2,019 | 9,595 |
Thereafter | 41,518 |
Total | $ 106,842 |
Supplemental Data - Summary of
Supplemental Data - Summary of Supplemental Balance Sheet Data (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Summary of accrued expenses: | ||
Accrued payroll and fringes | $ 23,905 | $ 22,440 |
Accrued taxes | 3,441 | 5,307 |
Income taxes payable | 6,873 | 6,232 |
Accrued interest | 221 | 182 |
Accrued rebates | 13,516 | 12,289 |
Warranty payable | 2,197 | 1,258 |
Accrued inventory | 32,810 | 20,763 |
Accrued transportation and disposal costs | 4,985 | 7,324 |
Other accrued expenses | 18,925 | 15,246 |
Total | 106,873 | 91,041 |
Warranty liability: | ||
Beginning balance | 1,258 | 1,259 |
Accrual | 1,982 | 252 |
Warranty payments | (1,552) | (253) |
Other (1) | 509 | 0 |
Ending balance | $ 2,197 | $ 1,258 |
Supplemental Data - Summary 108
Supplemental Data - Summary of Supplemental Cash Flow Data (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |||
Interest paid | $ 27,754 | $ 22,840 | $ 21,180 |
Taxes paid | $ 19,326 | $ 15,324 | $ 6,494 |
Supplemental Data - Statement o
Supplemental Data - Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Foreign currency gain (loss) | $ 3,268 | $ (1,386) | $ (2,561) |
Gain (loss) on sale of capital assets | 47 | (1,249) | (138) |
Other income (expense) | (681) | (284) | 376 |
Other expense, net | $ 2,634 | $ (2,919) | $ (2,323) |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | Jul. 10, 2014shares | Jun. 18, 2012 | Aug. 23, 2011shares | May 16, 2006 | Jan. 31, 2018USD ($) | Jul. 31, 2014USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017executivevendor | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($)vendor | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 02, 2017USD ($) | Jan. 01, 2017 | Nov. 30, 2016 | Aug. 31, 2016USD ($) | Mar. 31, 2016 | Feb. 29, 2016 |
Related Party Transaction [Line Items] | ||||||||||||||||||||
Notes Payable, Related Parties | $ 7,400,000 | $ 7,400,000 | ||||||||||||||||||
Unpaid management fees incurred | $ 7,796,000 | 20,848,000 | $ 7,796,000 | 20,848,000 | ||||||||||||||||
Payments to Noncontrolling Interests | $ 0 | 23,630,000 | $ 0 | |||||||||||||||||
Percentage of allocation agreement | 39.60% | |||||||||||||||||||
Integration service fees | $ 3,100,000 | 1,700,000 | 3,500,000 | |||||||||||||||||
Reimbursement of occupancy and staffing costs to CGM | 3,800,000 | 3,800,000 | 3,500,000 | |||||||||||||||||
Stock issued during period shares acquisitions through private placement (in shares) | shares | 1,575,000 | |||||||||||||||||||
Company's ownership interest before transaction | 53.00% | |||||||||||||||||||
Company's ownership interest after transaction | 41.00% | |||||||||||||||||||
Investment owned, balance, shares | shares | 15,108,718 | |||||||||||||||||||
Gain on deconsolidation of subsidiary | $ 264,300,000 | |||||||||||||||||||
Rent expenses | 23,500,000 | 15,900,000 | $ 10,700,000 | |||||||||||||||||
Property, Plant and Equipment, Additions | $ 2,000,000 | |||||||||||||||||||
Secondary Offering | Subsidiaries | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of shares to be sold by shareholders | shares | 5,750,000 | |||||||||||||||||||
Secondary Offering | Parent Company | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of shares to be sold by shareholders | shares | 4,466,569 | |||||||||||||||||||
5.11 Tactical | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Integration service fees | 3,500,000 | 3,500,000 | $ 3,500,000 | |||||||||||||||||
Integration service fees | 2,300,000 | 1,200,000 | ||||||||||||||||||
Crosman | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Integration service fees | 800,000 | 800,000 | $ 1,500,000 | |||||||||||||||||
Integration service fees | $ 800,000 | |||||||||||||||||||
Employees and Partners of the Manager | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Percentage of allocation agreement | 60.40% | 58.80% | ||||||||||||||||||
Board of Directors Chairman | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Percentage of allocation agreement | 5.00% | |||||||||||||||||||
Founding Partner | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Percentage of allocation agreement | 29.60% | |||||||||||||||||||
Liberty | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Effect of FOX IPO proceeds | (1,476,000) | |||||||||||||||||||
Liberty | Non-Controlling Interest | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Effect of FOX IPO proceeds | (469,000) | |||||||||||||||||||
Liberty | Stockholders' Equity Attributable to Holdings | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Effect of FOX IPO proceeds | (1,007,000) | |||||||||||||||||||
Ergobaby | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Holders paid related to contribution based profit | $ 3,100,000 | |||||||||||||||||||
Manitoba Harvest | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Integration service fees | $ 1,000,000 | $ 1,000,000 | ||||||||||||||||||
Integration service fees | 500,000 | $ 500,000 | ||||||||||||||||||
FOX | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Period to acquired controlling interest in business on fifth anniversary | 30 days | |||||||||||||||||||
Term of lease | 2018-07 | |||||||||||||||||||
Outstanding inter company loan repaid | 2013-07 | |||||||||||||||||||
Tridien | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Term of lease | 2014-02 | |||||||||||||||||||
Management Service Agreement with CGM | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Management fees paid equal to net asset | 0.50% | |||||||||||||||||||
Management Service Agreement with CGM | CamelBak | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Management fee paid by Halo | 300,000 | |||||||||||||||||||
Vendor | 5.11 Tactical | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Non-controlling interest percent | 40.00% | 40.00% | ||||||||||||||||||
Purchases from related party | 2,300,000 | |||||||||||||||||||
Vendor | Executive Officer | 5.11 Tactical | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of Related Party Vendors | vendor | 1 | |||||||||||||||||||
CGI Diversified Holdings LP | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Percentage of allocation agreement | 5.00% | |||||||||||||||||||
FOX | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Equity Method Investment, Cash Distributions Declared | $ 13,400,000 | $ 11,600,000 | $ 8,600,000 | |||||||||||||||||
Non-controlling interest percent | 14.00% | 23.00% | 33.00% | 41.20% | ||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 14.00% | |||||||||||||||||||
Sarbanes-Oxley Act Service Agreement | Equity Method Investee [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Service fee | $ 72,000 | |||||||||||||||||||
Purchase of Raw Materials | Liberty | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of Related Party Vendors | vendor | 2 | |||||||||||||||||||
Purchase of Raw Materials | Liberty | Executive Officer | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Number of Related Parties | executive | 2 | |||||||||||||||||||
Purchase of Raw Materials | Family Members of Management, Vendor | Liberty | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Purchases from related party | 2,100,000 | 2,500,000 | 3,300,000 | |||||||||||||||||
Coral Springs Florida Facility Lease Agreement | Affiliated Entity | Tridien | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Rent expenses | $ 400,000 | $ 400,000 | ||||||||||||||||||
Forecast | Sarbanes-Oxley Act Service Agreement | Equity Method Investee [Member] | ||||||||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||||||||
Service fee | $ 135,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Incurred Management Fees (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | $ 32,693 | $ 29,406 | $ 25,658 |
Tridien | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 200 | 400 | |
Management Service Agreement with CGM | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 32,693 | 29,406 | 25,658 |
Management Service Agreement with CGM | 5.11 Tactical | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 1,000 | 333 | |
Management Service Agreement with CGM | Crosman | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 290 | ||
Management Service Agreement with CGM | Ergobaby | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Liberty | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Manitoba Harvest | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 350 | 350 | 175 |
Management Service Agreement with CGM | Advanced Circuits | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Arnold Magnetics | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Clean Earth Holdings | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Sterno Candle Lamp | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Corporate | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | $ 28,053 | $ 25,723 | $ 22,483 |
Unaudited Quarterly Financia112
Unaudited Quarterly Financial Data - Summary of Unaudited Quarterly Financial Data (Detail) - USD ($) | Aug. 31, 2016 | Jul. 10, 2014 | Dec. 31, 2016 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Aug. 03, 2015 | Sep. 21, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 06, 2014 |
Selected Quarterly Financial Information [Line Items] | |||||||||||||||||
Goodwill impairment expense | $ 15,153,000 | $ 16,000,000 | |||||||||||||||
Net sales | $ 15,978,000 | $ 15,212,000 | $ 14,760,000 | ||||||||||||||
Total revenues | $ 348,199,000 | 323,957,000 | 307,581,000 | 289,992,000 | $ 318,561,000 | $ 252,285,000 | $ 214,176,000 | $ 193,287,000 | 1,269,729,000 | 978,309,000 | $ 727,978,000 | ||||||
Gross profit | 125,931,000 | 117,725,000 | 109,720,000 | 94,333,000 | 103,366,000 | 82,415,000 | 76,670,000 | 64,119,000 | 447,709,000 | 326,570,000 | 240,736,000 | ||||||
Operating income | 11,956,000 | 14,477,000 | 12,183,000 | (11,412,000) | (10,867,000) | 11,358,000 | 10,489,000 | 8,081,000 | 27,204,000 | 19,061,000 | 49,918,000 | ||||||
Income (loss) from continuing operations | 44,131,000 | 8,356,000 | 2,260,000 | (21,475,000) | 1,802,000 | 48,544,000 | 18,017,000 | (14,614,000) | 33,272,000 | 53,749,000 | 8,991,000 | ||||||
Net income (loss) attributable to Holdings | $ 41,002,000 | $ 7,706,000 | $ 888,000 | $ (21,605,000) | $ 1,764,000 | $ 49,705,000 | $ 19,239,000 | $ (16,023,000) | $ 27,991,000 | $ 54,685,000 | $ 161,838,000 | ||||||
Continuing operations (in dollars per share) | $ 0.53 | $ 0.10 | $ (0.45) | $ (0.61) | $ (0.14) | $ 0.72 | $ (0.05) | $ (0.31) | $ (0.45) | $ 0.46 | $ (0.30) | ||||||
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | $ 0 | 0 | 0 | 0.01 | $ 0 | 0.03 | 0.11 | 0 | $ 0.01 | $ 0.05 | $ 2.91 | ||||||
Tax cuts and jobs act of 2017, measurement period adjustment, income tax expense (benefit) | $ 29,800,000 | ||||||||||||||||
Goodwill, impaired, accumulated impairment loss | $ 16,000,000 | $ 31,153,000 | $ 16,000,000 | $ 31,153,000 | $ 16,000,000 | ||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Basic and fully income (loss) per share attributable to Holdings (in dollars per share) | $ 0.53 | $ 0.10 | $ (0.45) | $ (0.60) | $ (0.14) | $ 0.75 | $ 0.06 | $ (0.31) | |||||||||
Trust shares, issued (in shares) | 5,600,000 | ||||||||||||||||
Proceeds from issuance of Trust shares | 0 | 99,359,000 | $ 0 | ||||||||||||||
Company's ownership interest after transaction | 41.00% | ||||||||||||||||
Operating income | $ 1,107,000 | $ (577,000) | |||||||||||||||
Income from discontinued operations | $ (455,000) | 1,341,000 | (413,000) | $ 0 | $ (455,000) | $ 1,341,000 | $ (413,000) | 0 | 473,000 | 6,981,000 | |||||||
Gain on sale of discontinued operations, net of income tax | 175,000 | 2,134,000 | 340,000 | 2,308,000 | 149,798,000 | ||||||||||||
Manitoba Harvest | |||||||||||||||||
Selected Quarterly Financial Information [Line Items] | |||||||||||||||||
Goodwill impairment expense | $ 8,500,000 | 6,289,000 | 0 | ||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Goodwill and indefinite-lived asset impairment expense | 8,500,000 | ||||||||||||||||
Arnold | |||||||||||||||||
Selected Quarterly Financial Information [Line Items] | |||||||||||||||||
Goodwill impairment expense | 8,900,000 | 16,000,000 | $ 8,864,000 | 16,000,000 | |||||||||||||
2014 Credit Agreement | Loans Payable | |||||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Letter of credit, aggregate face amount | $ 725,000,000 | ||||||||||||||||
Secondary Offering | Parent Company | |||||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Number of shares to be sold by shareholders | 4,466,569 | ||||||||||||||||
5.11 Tactical | |||||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Purchase price, net | $ 408,222,000 | ||||||||||||||||
Tridien | |||||||||||||||||
Selected Quarterly Financial Information [Line Items] | |||||||||||||||||
Disposal group, not discontinued operation, gain (loss) on disposal | $ (200,000) | $ (1,500,000) | |||||||||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||||||||
Selected Quarterly Financial Information [Line Items] | |||||||||||||||||
Discontinued Operation, Gain on Disposal of Discontinued Operation, Net of Tax | $ 0 | 0 | 340,000 | ||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Gross profit | 3,223,000 | $ 2,821,000 | $ 2,142,000 | ||||||||||||||
Operating income | 967,000 | ||||||||||||||||
Discontinued Operations, Disposed of by Sale | Tridien | |||||||||||||||||
Selected Quarterly Financial Information [Line Items] | |||||||||||||||||
Net sales | $ 45,951,000 | 77,406,000 | |||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Gross profit | 7,917,000 | 13,137,000 | |||||||||||||||
Operating income | 437,000 | (8,703,000) | |||||||||||||||
Income from discontinued operations | $ 473,000 | $ (8,669,000) | |||||||||||||||
Gain on sale of discontinued operations, net of income tax | 1,700,000 | ||||||||||||||||
Discontinued Operations, Disposed of by Sale | CamelBak | |||||||||||||||||
Selected Quarterly Financial Information [Line Items] | |||||||||||||||||
Net sales | $ 96,519,000 | ||||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | |||||||||||||||||
Gross profit | 41,415,000 | ||||||||||||||||
Operating income | 14,348,000 | ||||||||||||||||
Income from discontinued operations | $ 11,597,000 | ||||||||||||||||
Gain on sale of discontinued operations, net of income tax | $ 600,000 | $ 164,000,000 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event $ in Millions | Nov. 30, 2017USD ($) | Jan. 31, 2018USD ($)Facilityshares |
Sterno Products | ||
Subsequent Event [Line Items] | ||
Subsidiary or equity method investee, cumulative percentage ownership after all transactions | 100.00% | |
Share-based compensation arrangement by share-based payment award, options, exercises in period (in shares) | shares | 58,000 | |
Stock repurchased during period, shares | shares | 58,000 | |
Stock repurchased during period, value | $ 6 | |
Foam Fabricators | ||
Subsequent Event [Line Items] | ||
Purchase price | $ 247.5 | |
Number of facilities acquired | Facility | 13 | |
Business acquisition, revenue of acquiree, trailing twelve months | $ 126 | |
Rimports | Sterno Products | ||
Subsequent Event [Line Items] | ||
Purchase price | $ 145 | |
Business acquisition, revenue of acquiree, trailing twelve months | $ 155 | |
Contingent consideration | 25 | |
Term Loan | Sterno Products | ||
Subsequent Event [Line Items] | ||
Credit facility obtained | $ 56.8 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Allowance for Doubtful Accounts | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at beginning of year | $ 5,511 | $ 3,445 | $ 3,756 | |
Additions, Charge to costs and expense | 15,612 | 4,775 | 3,164 | |
Other | [1] | 1,164 | 2,105 | 15 |
Deductions | 12,292 | 4,814 | 3,490 | |
Balance at end of Year | 9,995 | 5,511 | 3,445 | |
Valuation Allowance of Deferred Tax Assets | ||||
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at beginning of year | 7,256 | 1,308 | 2,776 | |
Additions, Charge to costs and expense | 625 | 2,266 | 1 | |
Other | [1] | 0 | 3,692 | 0 |
Deductions | 1,969 | 10 | 1,469 | |
Balance at end of Year | $ 5,912 | $ 7,256 | $ 1,308 | |
[1] | Represents opening allowance balances related to acquisitions |