Document and Entity Information
Document and Entity Information - USD ($) | 6 Months Ended | |
Mar. 31, 2016 | Apr. 30, 2016 | |
Document And Entity Information [Abstract] | ||
Document Fiscal Period Focus | Q2 | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Entity Well-known Seasoned Issuer | No | |
Entity Registrant Name | Mueller Water Products, Inc. | |
Entity Central Index Key | 1,350,593 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 161,550,146 | |
Entity Public Float | $ 1,560,136,849 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 |
Assets: | ||
Cash and cash equivalents | $ 93.6 | $ 113.1 |
Receivables, net | 185.3 | 175.3 |
Inventories | 221.5 | 219.1 |
Deferred income taxes | 0 | 28.3 |
Other current assets | 14.8 | 13.7 |
Total current assets | 515.2 | 549.5 |
Property, plant and equipment, net | 148.8 | 148.9 |
Identifiable intangible assets | 496.6 | 507.3 |
Other noncurrent assets | 24.5 | 24.1 |
Total assets | 1,185.1 | 1,229.8 |
Liabilities and stockholders' equity: | ||
Current portion of long-term debt | 5.9 | 6.1 |
Accounts payable | 74.4 | 98.7 |
Other current liabilities | 57.3 | 63.2 |
Total current liabilities | 137.6 | 168 |
Long-term debt | 481 | 482.9 |
Deferred income taxes | 113.4 | 145.3 |
Other noncurrent liabilities | 79.7 | 65.8 |
Total liabilities | 811.7 | 862 |
Common Stock | 1.6 | 1.6 |
Additional paid-in capital | 1,564.7 | 1,574.8 |
Accumulated deficit | (1,120.9) | (1,142.8) |
Accumulated Other Comprehensive Income (Loss), Net of Tax | (73.3) | (67.3) |
Total stockholders' equity | 372.1 | 366.3 |
Noncontrolling interest | 1.3 | 1.5 |
Total equity | 373.4 | 367.8 |
Total liabilities and stockholders' equity | $ 1,185.1 | $ 1,229.8 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Mar. 31, 2016 | Sep. 30, 2014 |
Statement of Financial Position [Abstract] | ||
Series A common stock, shares authorized | 600,000,000 | 600,000,000 |
Series A common stock, shares outstanding | 161,481,039 | 160,497,841 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Net sales | $ 283.6 | $ 290.3 | $ 526.3 | $ 552.1 |
Cost of sales | 198.7 | 208.2 | 372.7 | 398.7 |
Gross profit | 84.9 | 82.1 | 153.6 | 153.4 |
Operating expenses: | ||||
Selling, general and administrative | 54.7 | 55.8 | 107.7 | 110.8 |
Restructuring | 0.9 | 0.7 | 1.7 | 8.9 |
Total operating expenses | 55.6 | 56.5 | 109.4 | 119.7 |
Operating income | 29.3 | 25.6 | 44.2 | 33.7 |
Interest expense, net | 5.9 | 6.1 | 12 | 15.5 |
Loss on early extinguishment of debt | 0 | 0 | 0 | 31.3 |
Income (loss) before income taxes | 23.4 | 19.5 | 32.2 | (13.1) |
Income tax expense (benefit) | 7.7 | 7.2 | 10.3 | (5.2) |
Net income (loss) | $ 15.7 | $ 12.3 | $ 21.9 | $ (7.9) |
Net loss per basic share: | ||||
Net income (loss) per basic share | $ 0.10 | $ 0.08 | $ 0.14 | $ (0.05) |
Net loss per diluted share: | ||||
Net income (loss) per diluted share | $ 0.10 | $ 0.08 | $ 0.13 | $ (0.05) |
Weighted average shares outstanding: | ||||
Basic, in shares | 161.3 | 160.7 | 161 | 160.4 |
Diluted, in shares | 163.1 | 163.3 | 163.1 | 160.4 |
Dividends declared per share, in dollars per share | $ 0.0500 | $ 0.0175 | $ 0.0700 | $ 0.0350 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income Statement - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Net Income (Loss) Attributable to Parent | $ 15.7 | $ 12.3 | $ 21.9 | $ (7.9) |
Other comprehensive income (loss): | ||||
Minimum pension liability | (4.2) | (5.3) | (8.4) | (10.5) |
Income tax effects | 1.7 | 2.1 | 3.3 | 4.1 |
Foreign currency translation | 2.5 | (3.6) | 1 | (5.7) |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, before Tax | (3.8) | 0 | (3.1) | 0 |
Income tax effects | 1.5 | 0 | 1.2 | 0 |
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | (2.3) | (6.8) | (6) | (12.1) |
Other Comprehensive Income (Loss), Net of Tax | (6) | |||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ 13.4 | $ 5.5 | $ 15.9 | $ (20) |
Consolidated Statement Of Stock
Consolidated Statement Of Stockholders' Equity - 6 months ended Mar. 31, 2016 - USD ($) $ in Millions | Total | Common stock | Additional paid-in capital | Accumulated deficit | Accumulated other comprehensive income (loss) | Noncontrolling Interest [Member] |
Balance at Sep. 30, 2015 | $ 367.8 | $ 1.6 | $ 1,574.8 | $ (1,142.8) | $ (67.3) | $ 1.5 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Dividends declared | (11.2) | 0 | (11.2) | 0 | 0 | 0 |
Stock-based compensation | 2.7 | 0 | 2.7 | 0 | 0 | 0 |
Shares retained for employee taxes | (3.2) | 0 | 0 | 0 | 0 | |
Stock issued under stock compensation plans | 1.6 | 0 | 1.6 | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax | (6) | 0 | 0 | 0 | (6) | 0 |
Net Income (Loss) Attributable to Parent | 21.9 | 0 | 0 | 0 | ||
Net Income (Loss) Attributable to Noncontrolling Interest | (0.2) | |||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 21.7 | |||||
Balance at Mar. 31, 2016 | $ 373.4 | $ 1.6 | $ 1,564.7 | $ (1,120.9) | $ (73.3) | $ 1.3 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net Cash Provided by (Used in) Operating Activities [Abstract] | ||
Net Income (Loss) Attributable to Parent | $ 21.9 | $ (7.9) |
Adjustments to reconcile net income (loss) to income (loss) from continuing operations: | ||
Depreciation | 14 | 14.1 |
Amortization | 12.1 | 14.6 |
Loss on early extinguishment of debt | 0 | 31.3 |
Stock-based compensation expense | 2.7 | 3.4 |
Deferred income taxes | 0 | (1.8) |
Retirement plans | 2.3 | 0.3 |
Other, net | 1 | 4.3 |
Changes in assets and liabilities, net of acquisitions: | ||
Receivables | (9.6) | (7) |
Inventories | (2) | (28.3) |
Other current assets and other noncurrent assets | (1.3) | (2.4) |
Accounts payable and other liabilities | (34.2) | (59.5) |
Net cash provided by (used in) operating activities | 6.9 | (38.9) |
Investing activities: | ||
Capital expenditures | (15.3) | (17) |
Acquisitions, net of cash acquired | 0 | 0.3 |
Proceeds from Sale of Productive Assets | 0.1 | 4.8 |
Net cash provided by (used in) investing activities | (15.2) | (11.9) |
Repayments of debt | 2.5 | 571.4 |
Financing activities: | ||
Debt borrowings | 0 | 512.5 |
Dividends paid | (6.4) | (5.6) |
Common stock issued | 1.6 | 2 |
Shares retained for employee taxes | (3.2) | (2.2) |
Payments of Debt Issuance Costs | 0.1 | 8.4 |
Other | (0.7) | 0.7 |
Net cash used in financing activities | (11.3) | (72.4) |
Effect of currency exchange rate changes on cash | 0.1 | (3.8) |
Net Cash Provided by (Used in) Discontinued Operations [Abstract] | ||
Net change in cash and cash equivalents | (19.5) | (127) |
Cash and cash equivalents at beginning of period | 113.1 | 161.1 |
Cash and cash equivalents at end of period | $ 93.6 | $ 34.1 |
Organization
Organization | 6 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Mueller Water Products, Inc., a Delaware corporation, together with its consolidated subsidiaries, operates in three business segments: Mueller Co., Anvil and Mueller Technologies. Mueller Co. manufactures valves for water and gas systems, including butterfly, iron gate, tapping, check, knife, plug and ball valves, as well as dry-barrel and wet-barrel fire hydrants. Anvil manufactures and sources a broad range of products, including a variety of fittings, couplings, hangers and related products. Mueller Technologies offers metering systems, leak detection, pipe condition assessment and other related products and services. The “Company,” “we,” “us” or “our” refer to Mueller Water Products, Inc. and its subsidiaries. With regard to the Company’s segments, “we,” “us” or “our” may also refer to the segment being discussed. Mueller Co. owns a 49% ownership interest in an industrial valve joint venture. Due to substantive control features in the operating agreement, all of the joint venture’s assets, liabilities and results of operations are included in our consolidated financial statements. The net loss attributable to noncontrolling interest is included in selling, general and administrative expenses. Noncontrolling interest is recorded at its carrying value, which approximates fair value. Unless the context indicates otherwise, whenever we refer to a particular year, we mean our fiscal year ended or ending September 30 in that particular calendar year. Our consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which require us to make certain estimates and assumptions that affect the reported amounts of assets, liabilities, sales and expenses and the disclosure of contingent assets and liabilities for the reporting periods. Actual results could differ from those estimates. All significant intercompany balances and transactions have been eliminated. In our opinion, all normal and recurring adjustments that we consider necessary for a fair financial statement presentation have been made. Certain reclassifications have been made to previously reported amounts to conform to the current presentation. The condensed consolidated balance sheet data at September 30, 2015 was derived from audited financial statements, but does not include all disclosures required by GAAP. At March 31, 2016, we adopted FASB Accounting Standards Update 2016-09 Improvements to Employee Share-Based Payment Accounting. Most significantly, this update changes the accounting for “excess tax benefits” related to stock-based compensation awards by requiring such benefits be included in earnings, rather than recorded directly to additional paid-in capital. During the quarter ended December 31, 2015, we recorded $0.7 million in excess tax benefits as a credit to additional paid-in capital. During the quarter ended March 31, 2016, we recognized this amount as a reduction to income tax expense. At December 31, 2015, we adopted FASB Accounting Standards Update 2015-17 Balance Sheet Classification of Deferred Taxes , which requires that all deferred tax assets and deferred tax liabilities, netted by tax jurisdiction, be classified as noncurrent on the balance sheet. The prior period condensed consolidated balance sheet has not been reclassified. During the quarter ended March 31, 2016, FASB issued Accounting Standards Update 2016-02 Leases , which will require us to recognize lease assets and lease liabilities for those leases currently referred to as operating leases. This requirement is effective for our fiscal year 2020, though early adoption is permitted. The update allows for several different methods of application and adoption of the requirement. We are currently evaluating these methods, in what period we will adopt the requirement, and the impact of this requirement, which we do not believe will be material to our consolidated financial statements as a whole. |
Borrowing Arrangements
Borrowing Arrangements | 6 Months Ended |
Mar. 31, 2016 | |
Long-term Debt and Capital Lease Obligations [Abstract] | |
Borrowing Arrangements | Borrowing Arrangements The components of our long-term debt are presented below. March 31, September 30, 2016 2015 (in millions) ABL Agreement $ — $ — Term Loan 491.7 494.0 Other 2.1 2.4 Deferred financing costs (6.9 ) (7.4 ) 486.9 489.0 Less current portion (5.9 ) (6.1 ) Long-term debt $ 481.0 $ 482.9 ABL Agreement . At March 31, 2016 , our asset based lending agreement (“ABL Agreement”) consisted of a revolving credit facility for up to $225 million of revolving credit borrowings, swing line loans and letters of credit. The ABL Agreement permits us to increase the size of the credit facility by an additional $150 million in certain circumstances subject to adequate borrowing base availability. We may borrow up to $25 million through swing line loans and may have up to $60 million of letters of credit outstanding. Borrowings under the ABL Agreement bear interest at a floating rate equal to LIBOR, plus a margin ranging from 175 to 225 basis points, or a base rate, as defined in the ABL Agreement, plus a margin ranging from 75 to 125 basis points. At March 31, 2016 , the applicable rate was LIBOR plus 175 basis points. The ABL Agreement terminates on December 18, 2017 . We pay a commitment fee for any unused borrowing capacity under the ABL Agreement of either 37.5 basis points per annum or 25 basis points per annum, based on daily average availability during the previous calendar quarter. At March 31, 2016 , our commitment fee was 37.5 basis points. Our obligations under the ABL Agreement are secured by a first-priority perfected lien on all of our U.S. receivables and inventories, certain cash and other supporting obligations. Borrowings are not subject to any financial maintenance covenants unless excess availability is less than the greater of $22.5 million and 10% of the aggregate commitments under the ABL Agreement. Excess availability based on March 31, 2016 data, as reduced by outstanding letters of credit, interest rate swap contract liabilities and accrued fees and expenses of $27.8 million , was $179.8 million . Term Loan . On November 25, 2014 , we entered into a $500.0 million senior secured term loan (“Term Loan”). The proceeds from the Term Loan, along with other cash, were used to prepay our 7.375% Senior Subordinated Notes and 8.75% Senior Unsecured Notes and to satisfy and discharge our obligations under the respective indentures. We recorded a loss on early extinguishment of debt of $31.3 million . The Term Loan accrues interest at a floating rate equal to LIBOR, subject to a floor of 0.75% , plus 325 basis points. At March 31, 2016 , the weighted-average effective interest rate was 4.02% . We may voluntarily repay amounts borrowed under the Term Loan at any time. The principal amount of the Term Loan is required to be repaid in quarterly installments of $1.25 million , with any remaining principal due on November 25, 2021 . The Term Loan is guaranteed by substantially all of our U.S. subsidiaries and is secured by essentially all of our assets, although the ABL Agreement has a senior claim on certain collateral securing borrowings thereunder. The Term Loan is reported net of unamortized discount of $2.0 million . Based on quoted market prices, the outstanding Term Loan had a fair value of $495.0 million at March 31, 2016 . The Term Loan contains affirmative and negative operating covenants applicable to us and our restricted subsidiaries. We believe we were compliant with these covenants at March 31, 2016 and expect to remain in compliance through March 31, 2017 . |
Retirement Plans
Retirement Plans | 6 Months Ended |
Mar. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Retirement Plans | Retirement Plans The components of net periodic benefit cost for our pension plans are as follows. Three months ended Six months ended March 31, March 31, 2016 2015 2016 2015 (in millions) Service cost $ 0.4 $ 0.5 $ 0.8 $ 1.0 Interest cost 5.0 5.0 10.1 10.0 Expected return on plan assets (5.1 ) (6.1 ) (10.2 ) (12.3 ) Amortization of actuarial net loss 0.8 0.8 1.6 1.6 Net periodic benefit cost $ 1.1 $ 0.2 $ 2.3 $ 0.3 The amortization of actuarial losses, net of tax, is recorded as a component of other comprehensive income (loss). During the second quarter, our U.S. pension plan initiated a pension obligation settlement program targeting terminated participants not yet receiving benefits. Pension plan assets will be used to currently settle expected future retirement benefits for those pension plan participants who elect to participate in the program. We expect to incur a one-time, non-cash charge of approximately $18 million before related income tax effects. We do not expect this settlement will have a material impact on the U.S. pension plan’s funded ratio. |
Stock-based Compensation Plans
Stock-based Compensation Plans | 6 Months Ended |
Mar. 31, 2016 | |
Share-based Compensation [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Stock-based Compensation Plans We have granted various forms of stock-based compensation, including stock options, restricted stock units and both cash-settled and stock-settled performance-based restricted stock units (“PRSUs”) under our Amended and Restated 2006 Mueller Water Products, Inc. Stock Incentive Plan (the “2006 Stock Plan”). A PRSU award represents a target number of units that may be paid out at the end of a multi-year award cycle consisting of a series of annual performance periods coinciding with our fiscal years. After we determine the financial performance targets related to PRSUs for a given performance period, typically during the first quarter of that fiscal year, we consider that portion of a PRSU award to be granted. Thus, each award consists of a grant in the year of award and grants in the designated following years. Settlement will range from zero to two times the number of PRSUs granted, depending on our financial performance against the targets. As determined at the date of award, PRSUs may settle in cash-value equivalent of, or directly in, shares of our common stock. The stock-settled PRSUs awarded in 2013 settled in the quarter ended December 31, 2015 with an issuance of 542,212 shares of our common stock. This settlement reflected payouts of zero times target for the 2015 performance period, two times target for the 2014 performance period and two times target for the 2013 performance period. We awarded 233,471 stock-settled PRSUs in the quarter ended December 31, 2015 that will settle in three years. We have granted cash-settled Phantom Plan instruments under the Mueller Water Products, Inc. Phantom Plan (“Phantom Plan”). At March 31, 2016 , the outstanding Phantom Plan instruments had a fair value of $9.88 per instrument and our liability for Phantom Plan instruments was $2.0 million . We granted stock-based compensation awards under the 2006 Stock Plan, the Mueller Water Products, Inc. 2006 Employee Stock Purchase Plan and the Phantom Plan during the six months ended March 31, 2016 as follows. Number granted Weighted average grant date fair value per instrument Total grant date fair value (in millions) Quarter ended December 31, 2015: Restricted stock units 233,471 $ 9.38 $ 2.2 Employee stock purchase plan instruments 61,313 1.84 0.1 Phantom Plan awards 232,090 9.38 2.2 PRSUs: 2016 award 77,824 9.38 0.7 2015 award 80,229 9.38 0.8 2014 award 90,849 9.38 0.9 Quarter ended March 31, 2016: Restricted stock units 93,849 8.63 0.8 Phantom Plan awards 1,500 8.11 — Employee stock purchase plan instruments 58,411 1.67 0.1 $ 7.8 We recorded stock-based compensation expense of $2.1 million and $1.9 million during the three months ended March 31, 2016 and 2015 , respectively, and $4.5 million and $5.3 million during the six months ended March 31, 2016 and 2015 , respectively. At March 31, 2016 , there was approximately $6.4 million of unrecognized compensation expense related to stock-based compensation arrangements, and 235,876 PRSUs that have been awarded but not yet granted. We excluded 1,038,029 and 998,980 of stock-based compensation instruments from the calculations of diluted earnings per share for the quarters ended March 31, 2016 and 2015 , respectively, and 1,016,155 and 2,812,066 for the six months ended March 31, 2016 and 2015 , respectively, since their inclusion would have been antidilutive. We recorded a net loss during the six months ended March 31, 2015; therefore, all stock-based compensation instruments were excluded from the diluted loss per share calculation since their inclusion would have been antidilutive. |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 6 Months Ended |
Mar. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Supplemental Balance Sheet Information | Selected supplemental balance sheet information is presented below. March 31, September 30, 2016 2015 (in millions) Inventories: Purchased components and raw material $ 78.3 $ 77.8 Work in process 39.1 40.7 Finished goods 104.1 100.6 $ 221.5 $ 219.1 Property, plant and equipment: Land $ 9.9 $ 9.4 Buildings 81.2 79.3 Machinery and equipment 360.1 350.7 Construction in progress 18.7 20.1 469.9 459.5 Accumulated depreciation (321.1 ) (310.6 ) $ 148.8 $ 148.9 Other current liabilities: Compensation and benefits $ 25.8 $ 30.5 Customer rebates 9.6 15.4 Dividends payable 4.8 — Taxes other than income taxes 3.9 4.0 Warranty 2.7 2.9 Income taxes 1.8 0.8 Environmental 1.7 1.9 Interest 0.5 0.5 Restructuring — 0.1 Other 6.5 7.1 $ 57.3 $ 63.2 Gross liabilities for unrecognized income tax benefits $ 2.8 $ 2.6 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Mar. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Accumulated Other Comprehensive Loss Accumulated other comprehensive loss is presented below. Minimum pension liability, net of tax Foreign currency translation Derivative instruments, net of tax Total Balance at September 30, 2015 $ (59.4 ) $ (6.3 ) $ (1.6 ) $ (67.3 ) Current period other comprehensive income (loss) (5.1 ) 1.0 (1.9 ) (6.0 ) Balance at March 31, 2016 $ (64.5 ) $ (5.3 ) $ (3.5 ) $ (73.3 ) Accumulated other comprehensive loss is presented below. Minimum pension liability, net of tax Foreign currency translation Derivative instruments, net of tax Total Balance at September 30, 2015 $ (59.4 ) $ (6.3 ) $ (1.6 ) $ (67.3 ) Current period other comprehensive income (loss) (5.1 ) 1.0 (1.9 ) (6.0 ) Balance at March 31, 2016 $ (64.5 ) $ (5.3 ) $ (3.5 ) $ (73.3 ) |
Segment Information
Segment Information | 6 Months Ended |
Mar. 31, 2016 | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segment Information Summarized financial information for our segments is presented below. Three months ended Six months ended March 31, March 31, 2016 2015 2016 2015 (in millions) Net sales, excluding intercompany: Mueller Co. $ 182.2 $ 177.3 $ 326.9 $ 322.4 Anvil 86.4 91.1 166.0 188.2 Mueller Technologies 15.0 21.9 33.4 41.5 $ 283.6 $ 290.3 $ 526.3 $ 552.1 Intercompany sales: Mueller Co. $ 1.3 $ 1.7 $ 2.9 $ 3.6 Anvil 0.1 0.1 0.1 0.1 Mueller Technologies — — — — $ 1.4 $ 1.8 $ 3.0 $ 3.7 Operating income (loss): Mueller Co. $ 34.9 $ 32.4 $ 58.7 $ 44.8 Anvil 8.0 7.2 11.6 14.4 Mueller Technologies (4.9 ) (4.7 ) (8.7 ) (7.6 ) Corporate (8.7 ) (9.3 ) (17.4 ) (17.9 ) $ 29.3 $ 25.6 $ 44.2 $ 33.7 Depreciation and amortization: Mueller Co. $ 8.6 $ 9.7 $ 17.0 $ 19.4 Anvil 3.2 3.6 6.6 7.2 Mueller Technologies 1.2 1.0 2.3 1.9 Corporate 0.1 0.1 0.2 0.2 $ 13.1 $ 14.4 $ 26.1 $ 28.7 Restructuring: Mueller Co. $ 0.4 $ — $ 0.6 $ 8.1 Anvil 0.5 0.2 0.6 0.2 Mueller Technologies — 0.1 0.5 0.1 Corporate — 0.4 — 0.5 $ 0.9 $ 0.7 $ 1.7 $ 8.9 Capital expenditures: Mueller Co. $ 5.2 $ 4.9 $ 8.8 $ 8.3 Anvil 1.7 3.4 3.3 6.0 Mueller Technologies 2.1 1.5 3.1 2.7 Corporate — — 0.1 — $ 9.0 $ 9.8 $ 15.3 $ 17.0 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | Commitments and Contingencies We are involved in various legal proceedings that have arisen in the normal course of operations, including the proceedings summarized below. The effect of the outcome of these matters on our financial statements cannot be predicted with certainty as any such effect depends on the amount and timing of the resolution of such matters. Other than the litigation described below, we do not believe that any of our outstanding litigation would have a material adverse effect on our business or prospects. Environmental. We are subject to a wide variety of laws and regulations concerning the protection of the environment, both with respect to the operations at many of our properties and with respect to remediating environmental conditions that may exist at our own or other properties. We accrue for environmental expenses resulting from existing conditions that relate to past operations when the costs are probable and reasonably estimable. In the acquisition agreement pursuant to which a predecessor to Tyco sold our businesses to a previous owner in August 1999, Tyco agreed to indemnify us and our affiliates, among other things, for all “Excluded Liabilities.” Excluded Liabilities include, among other things, substantially all liabilities relating to the time prior to August 1999, including environmental liabilities. The indemnity survives indefinitely. Tyco’s indemnity does not cover liabilities to the extent caused by us or the operation of our businesses after August 1999, nor does it cover liabilities arising with respect to businesses or sites acquired after August 1999. Since 2007, Tyco has engaged in multiple corporate restructurings, split-offs and divestitures. While none of these transactions directly affects the indemnification obligations of the Tyco indemnitors under the 1999 acquisition agreement, the result of such transactions is that the assets of, and control over, such Tyco indemnitors has changed. Should any of these Tyco indemnitors become financially unable or fail to comply with the terms of the indemnity, we may be responsible for such obligations or liabilities. In September 1987, we implemented an Administrative Consent Order (“ACO”) for our Burlington, New Jersey property, which was required under the New Jersey Environmental Cleanup Responsibility Act (now known as the Industrial Site Recovery Act). The ACO required soil and ground-water cleanup, and we completed, and received final approval on, the soil cleanup required by the ACO. We retained this property when we sold our former U.S. Pipe segment. We expect ground-water issues as well as issues associated with the demolition of former manufacturing facilities at this site will continue and remediation by us could be required. Long-term ground-water monitoring may also be required, but we do not know how long such monitoring would be required and do not believe monitoring or further remediation costs, if any, will have a material adverse effect on any of our financial statements. On July 13, 2010, Rohcan Investments Limited, the former owner of property leased by Mueller Canada Ltd. and located in Milton, Ontario, filed suit against Mueller Canada Ltd. and its directors seeking C$10.0 million in damages arising from the defendants’ alleged environmental contamination of the property and breach of lease. Mueller Canada Ltd. leased the property from 1988 through 2008. We are pursuing indemnification from a former owner for certain potential liabilities that are alleged in this lawsuit, and we have accrued for other liabilities not covered by indemnification. On December 7, 2011, the court denied the plaintiff’s motion for summary judgment. The purchaser of U.S. Pipe has been identified as a “potentially responsible party” (“PRP”) under the Comprehensive Environmental Response, Compensation and Liability Act (“Superfund”) in connection with a former manufacturing facility operated by U.S. Pipe that was in the vicinity of a Superfund site located in North Birmingham, Alabama. Under the terms of the acquisition agreement relating to our sale of U.S. Pipe, we agreed to indemnify the purchaser for certain environmental liabilities, including those arising out of the former manufacturing site located in North Birmingham. Accordingly, the purchaser tendered the matter to us for indemnification, which we accepted. Ultimate liability for the site will depend on many factors that have not yet been determined, including the determination of EPA’s remediation costs, the number and financial viability of the other PRPs (there are four other PRPs currently) and the determination of the final allocation of the costs among the PRPs, if any. Accordingly, because the amount of such costs cannot be reasonably estimated at this time, no amounts were accrued for this matter at March 31, 2016 . Walter Energy . Each member of the Walter Energy consolidated group, which included us (including our subsidiaries) through December 14, 2006, is jointly and severally liable for the federal income tax liability of each other member of the consolidated group for any year in which it is a member of the group at any time during such year. Accordingly, we could be liable in the event any such federal income tax liability is incurred, and not discharged, by any other member of the Walter Energy consolidated group for any period during which we were included in the Walter Energy consolidated group. Walter Energy effectively controlled all of our tax decisions for periods during which we were a member of the Walter Energy consolidated group for federal income tax purposes and certain combined, consolidated or unitary state and local income tax groups. Under the terms of an income tax allocation agreement between us and Walter Energy, dated May 26, 2006, we generally computed our tax liability on a stand-alone basis, but Walter Energy has sole authority to respond to and conduct all tax proceedings (including tax audits) relating to our federal income and combined state tax returns, to file all such tax returns on our behalf and to determine the amount of our liability to (or entitlement to payment from) Walter Energy for such previous periods. According to Walter Energy’s quarterly report on Form 10-Q filed with the SEC on November 5, 2015 (“Walter November 2015 Filing”), a dispute exists with the IRS with regard to federal income taxes for years 1980 to 1994 and 1999 to 2001 allegedly owed by the Walter Energy consolidated group, which included U.S. Pipe during these periods. As a matter of law, we are jointly and severally liable for any final tax determination, which means we would be liable in the event Walter Energy is unable to pay any amounts owed. According to the Walter November 2015 Filing, at September 30, 2015, Walter Energy had $33.0 million of accruals for unrecognized tax benefits on the matters subject to disposition. In the Walter November 2015 Filing, Walter Energy stated it believed it had sufficient accruals to address any claims, including interest and penalties, and did not believe that any potential difference between any final settlements and amounts accrued would have a material effect on Walter Energy’s financial position, but such potential difference could be material to its results of operations in a future reporting period. Walter Energy filed a petition for reorganization under Chapter 11 of the U.S. Bankruptcy Code in July 2015 which is pending before the Bankruptcy Court for the Northern District of Alabama (“Bankruptcy Case”). We continue to monitor the progress of the Bankruptcy Case to determine whether we could be liable for all or a portion of this federal income tax liability if it is incurred, and not discharged, for any period during which we were included in the Walter Energy consolidated group. On January 11, 2016, the IRS filed a proof of claim in the Bankruptcy Case, alleging that Walter Energy owes amounts for prior taxable periods (specifically, 1983-1994, 2000-2002 and 2005) in an aggregate amount of $554.3 million ( $229.1 million of which the IRS claims is entitled to priority status in the Bankruptcy Case). The IRS asserts that its claim is based on an alleged settlement of Walter Energy’s tax liability for the 1983-1995 taxable periods in connection with Walter Energy’s prior bankruptcy proceeding in the United States Bankruptcy Court for the Middle District of Florida. In the proof of claim, the IRS included an alternative calculation in the event the alleged settlement of the prior bankruptcy court is found to be non-binding, which provides for a claim by the IRS in an aggregate amount of $860.4 million ( $535.3 million of which the IRS claims is entitled to priority status in the Bankruptcy Case). According to a current report on Form 8-K filed by Walter Energy with the SEC on April 1, 2016 (“Walter April 2016 Filing”), on March 31, 2016, Walter Energy closed on the sale of substantially all of Walter Energy's Alabama assets pursuant to the provisions of Sections 105, 363 and 365 of the Bankruptcy Code. The Walter April 2016 Filing further stated that Walter Energy would have no further material business operations after April 1, 2016 and Walter Energy was evaluating its options with respect to the wind down of its remaining assets. The asset sale did not impact the IRS’ proof of claim filed in the Bankruptcy Case and the proof of claim, as well as the alleged tax liability thereunder, remain unresolved. We cannot predict whether or to what extent we may become liable for the tax-related amounts of the Walter Energy consolidated group asserted in the IRS’ proof of claim filed in the Bankruptcy Case, in part, because: (i) the amounts owed by the Walter Energy consolidated group for certain of the taxable periods from 1980 through 2006 remain unresolved; (ii) it is unclear whether Walter Energy will be obligated to pay any or all of such amounts owed; and (iii) in the event Walter Energy does not discharge all tax obligations for the consolidated group, it is unclear whether and to what extent the IRS will seek to enforce claims against us and any other member of the Walter Energy consolidated group. Walter Energy stated in the Walter November 2015 Filing that it believes its tax filing positions have substantial merit and it intends to vigorously defend the claims asserted by the IRS. We also intend to vigorously assert any and all available defenses against any liability we may have as a member of the Walter Energy consolidated group. However, we cannot currently estimate our liability, if any, relating to the tax-related liabilities of Walter Energy’s consolidated tax group for tax years prior to 2007, and such liability could have a material adverse effect on our business, financial condition, liquidity or results of operations. In accordance with the income tax allocation agreement entered into in connection with our spin-off from Walter Energy, Walter Energy used certain tax assets of one of our predecessors in its calendar 2006 tax return for which payment to us is required. The income tax allocation agreement only requires Walter Energy to make the payment upon realization of this tax benefit by receiving a refund or otherwise offsetting taxes due. Walter Energy owes us $11.6 million that is payable pending completion of an IRS audit of Walter Energy’s 2006 tax year and the related refund of tax from that year. As a result of the Bankruptcy Case, we wrote off this receivable during the quarter ended September 30, 2015. Indemnifications . We are a party to contracts in which it is common for us to agree to indemnify third parties for certain liabilities that arise out of or relate to the subject matter of the contract. In some cases, this indemnity extends to related liabilities arising from the negligence of the indemnified parties, but usually excludes any liabilities caused by gross negligence or willful misconduct. We cannot estimate the potential amount of future payments under these indemnities until events arise that would trigger a liability under the indemnities. Additionally, in connection with the sale of assets and the divestiture of businesses, such as the divestiture of our former U.S. Pipe segment, we may agree to indemnify buyers and related parties for certain losses or liabilities incurred by these parties with respect to: (i) the representations and warranties made by us to these parties in connection with the sale and (ii) liabilities related to the pre-closing operations of the assets or business sold. Indemnities related to pre-closing operations generally include certain environmental, tax and other liabilities not assumed by these parties in the transaction. Indemnities related to the pre-closing operations of sold assets or businesses normally do not represent additional liabilities to us, but simply serve to protect these parties from potential liability associated with our obligations existing at the time of the sale. As with any liability, we have accrued for those pre-closing obligations that are considered probable and reasonably estimable. Should circumstances change, increasing the likelihood of payments related to a specific indemnity, we will accrue a liability when future payment is probable and the amount is reasonably estimable. Other Matters. Anvil is in a dispute with Victaulic Company (“Victaulic”) regarding two patents held by Victaulic, U.S. Patent 7,086,131 (“131 Patent”) and U.S. Patent 7,712,796 (“796 Patent” and collectively with the 131 Patent, “U.S. Patents”), which Anvil believes are invalid. The U.S. Patents potentially relate to a coupling product currently manufactured and marketed by Anvil. Anvil filed multiple reexamination requests with the U.S. Patent and Trademark Office (“PTO”) regarding the U.S. Patents, and the PTO granted the requests. Although the PTO examiner initially invalidated most of the claims of the 796 Patent, the PTO examiner affirmed the validity of the 796 Patent in September 2014. In April 2015, the PTO examiner invalidated the original claim of the 131 Patent but found several claims added during reexamination that appear substantially similar to those included in the 796 Patent patentable. The PTO examiners’ decisions with respect to the U.S. Patents have been appealed by Anvil and Victaulic. Relatedly, Anvil and Victaulic are engaged in lawsuits in the U.S. District Court for the Northern District of Georgia and in the Federal Court of Toronto, Ontario, Canada. The Georgia District Court litigation has been stayed pending the final outcome of the ongoing reexaminations of the U.S. Patents by the PTO. Although Anvil intends to continue to vigorously contest the validity of the U.S. Patents, as well as Victaulic’s related patents in Canada, and to defend itself against any counterclaims made by Victaulic, the probability of a favorable or unfavorable outcome with respect to these proceedings is unknown. Any number of potential outcomes is possible due to the multiple claims associated with the proceedings, each of which is in different stages and subject to appeal. Further, there are a number of highly complex factual and technical issues involved, and it is uncertain whether a favorable or unfavorable result with respect to a particular ruling or proceeding will impact the other matters in controversy. Accordingly, we have not recorded any accrual with respect to these proceedings and a range of liability is not reasonably estimable. We are party to a number of other lawsuits arising in the ordinary course of business, including product liability cases for products manufactured by us or third parties. We provide for costs relating to these matters when a loss is probable and the amount is reasonably estimable. Administrative costs related to these matters are expensed as incurred. The effect of the outcome of these matters on our future financial statements cannot be predicted with certainty as any such effect depends on the amount and timing of the resolution of such matters. While the results of litigation cannot be predicted with certainty, we believe that the final outcome of such other litigation is not likely to have a materially adverse effect on our business or prospects. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events |
Borrowing Arrangements (Tables)
Borrowing Arrangements (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Long-term Debt and Capital Lease Obligations [Abstract] | |
Components of Long-Term Debt | The components of our long-term debt are presented below. March 31, September 30, 2016 2015 (in millions) ABL Agreement $ — $ — Term Loan 491.7 494.0 Other 2.1 2.4 Deferred financing costs (6.9 ) (7.4 ) 486.9 489.0 Less current portion (5.9 ) (6.1 ) Long-term debt $ 481.0 $ 482.9 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of Net Periodic Benefit Cost | The components of net periodic benefit cost for our pension plans are as follows. Three months ended Six months ended March 31, March 31, 2016 2015 2016 2015 (in millions) Service cost $ 0.4 $ 0.5 $ 0.8 $ 1.0 Interest cost 5.0 5.0 10.1 10.0 Expected return on plan assets (5.1 ) (6.1 ) (10.2 ) (12.3 ) Amortization of actuarial net loss 0.8 0.8 1.6 1.6 Net periodic benefit cost $ 1.1 $ 0.2 $ 2.3 $ 0.3 |
Stock-based Compensation Plans
Stock-based Compensation Plans (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Share-based Compensation [Abstract] | |
Schedule of Share-based Compensation, Activity [Table Text Block] | Number granted Weighted average grant date fair value per instrument Total grant date fair value (in millions) Quarter ended December 31, 2015: Restricted stock units 233,471 $ 9.38 $ 2.2 Employee stock purchase plan instruments 61,313 1.84 0.1 Phantom Plan awards 232,090 9.38 2.2 PRSUs: 2016 award 77,824 9.38 0.7 2015 award 80,229 9.38 0.8 2014 award 90,849 9.38 0.9 Quarter ended March 31, 2016: Restricted stock units 93,849 8.63 0.8 Phantom Plan awards 1,500 8.11 — Employee stock purchase plan instruments 58,411 1.67 0.1 $ 7.8 |
Supplemental Balance Sheet In20
Supplemental Balance Sheet Information (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule Of Selected Supplemental Balance Sheet Information [Table Text Block] | ental balance sheet information is presented below. March 31, September 30, 2016 2015 (in millions) Inventories: Purchased components and raw material $ 78.3 $ 77.8 Work in process 39.1 40.7 Finished goods 104.1 100.6 $ 221.5 $ 219.1 Property, plant and equipment: Land $ 9.9 $ 9.4 Buildings 81.2 79.3 Machinery and equipment 360.1 350.7 Construction in progress 18.7 20.1 469.9 459.5 Accumulated depreciation (321.1 ) (310.6 ) $ 148.8 $ 148.9 Other current liabilities: Compensation and benefits $ 25.8 $ 30.5 Customer rebates 9.6 15.4 Dividends payable 4.8 — Taxes other than income taxes 3.9 4.0 Warranty 2.7 2.9 Income taxes 1.8 0.8 Environmental 1.7 1.9 Interest 0.5 0.5 Restructuring — 0.1 Other 6.5 7.1 $ 57.3 $ 63.2 Gross liabilities for unrecognized income tax benefits $ 2.8 $ 2.6 |
Accumulated Other Comprehensi21
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule Of Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Accumulated other comprehensive loss is presented below. Minimum pension liability, net of tax Foreign currency translation Derivative instruments, net of tax Total Balance at September 30, 2015 $ (59.4 ) $ (6.3 ) $ (1.6 ) $ (67.3 ) Current period other comprehensive income (loss) (5.1 ) 1.0 (1.9 ) (6.0 ) Balance at March 31, 2016 $ (64.5 ) $ (5.3 ) $ (3.5 ) $ (73.3 ) Accumulated other comprehensive loss is presented below. Minimum pension liability, net of tax Foreign currency translation Derivative instruments, net of tax Total Balance at September 30, 2015 $ (59.4 ) $ (6.3 ) $ (1.6 ) $ (67.3 ) Current period other comprehensive income (loss) (5.1 ) 1.0 (1.9 ) (6.0 ) Balance at March 31, 2016 $ (64.5 ) $ (5.3 ) $ (3.5 ) $ (73.3 ) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Mar. 31, 2016 | |
Segment Reporting, Measurement Disclosures [Abstract] | |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | |
Schedule Of Selected Supplemental Balance Sheet Information | Summarized financial information for our segments is presented below. Three months ended Six months ended March 31, March 31, 2016 2015 2016 2015 (in millions) Net sales, excluding intercompany: Mueller Co. $ 182.2 $ 177.3 $ 326.9 $ 322.4 Anvil 86.4 91.1 166.0 188.2 Mueller Technologies 15.0 21.9 33.4 41.5 $ 283.6 $ 290.3 $ 526.3 $ 552.1 Intercompany sales: Mueller Co. $ 1.3 $ 1.7 $ 2.9 $ 3.6 Anvil 0.1 0.1 0.1 0.1 Mueller Technologies — — — — $ 1.4 $ 1.8 $ 3.0 $ 3.7 Operating income (loss): Mueller Co. $ 34.9 $ 32.4 $ 58.7 $ 44.8 Anvil 8.0 7.2 11.6 14.4 Mueller Technologies (4.9 ) (4.7 ) (8.7 ) (7.6 ) Corporate (8.7 ) (9.3 ) (17.4 ) (17.9 ) $ 29.3 $ 25.6 $ 44.2 $ 33.7 Depreciation and amortization: Mueller Co. $ 8.6 $ 9.7 $ 17.0 $ 19.4 Anvil 3.2 3.6 6.6 7.2 Mueller Technologies 1.2 1.0 2.3 1.9 Corporate 0.1 0.1 0.2 0.2 $ 13.1 $ 14.4 $ 26.1 $ 28.7 Restructuring: Mueller Co. $ 0.4 $ — $ 0.6 $ 8.1 Anvil 0.5 0.2 0.6 0.2 Mueller Technologies — 0.1 0.5 0.1 Corporate — 0.4 — 0.5 $ 0.9 $ 0.7 $ 1.7 $ 8.9 Capital expenditures: Mueller Co. $ 5.2 $ 4.9 $ 8.8 $ 8.3 Anvil 1.7 3.4 3.3 6.0 Mueller Technologies 2.1 1.5 3.1 2.7 Corporate — — 0.1 — $ 9.0 $ 9.8 $ 15.3 $ 17.0 |
Organization (Details)
Organization (Details) $ in Millions | Jul. 31, 2014 | Dec. 31, 2015USD ($) | Mar. 31, 2016 |
Segment Reporting Information [Line Items] | |||
Number of Reportable Segments | 3 | ||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 49.00% | ||
Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation | $ 0.7 |
Discontinued Operations, Assets
Discontinued Operations, Assets Held for Sale and Divestitures (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 30, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Restructuring | $ 0.9 | $ 0.7 | $ 1.7 | $ 8.9 | |
Net sales | $ 283.6 | $ 290.3 | $ 526.3 | 552.1 | |
St. Jerome [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Restructuring | 7.2 | ||||
Disposal Group, Including Discontinued Operation, Operating Income (Loss) | 2.5 | ||||
Environmental Remediation Expense | 2.3 | ||||
Severance Costs | $ 2.4 | ||||
Net sales | $ 11.5 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 |
Income Tax Disclosure [Abstract] | ||
Unrecognized Tax Benefits | $ 2.8 | $ 2.6 |
Borrowing Arrangements (Narrati
Borrowing Arrangements (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Cash and cash equivalents | $ 93,600 | $ 34,100 | $ 93,600 | $ 34,100 | $ 113,100 | $ 161,100 |
Future maturities of outstanding borrowings | ||||||
Loss on early extinguishment of debt | 0 | $ 0 | 0 | 31,300 | ||
Payments of Debt Issuance Costs | 100 | $ 8,400 | ||||
Debt Instrument, Unamortized Discount | 2,000 | 2,000 | ||||
Domestic Line of Credit [Member] | ||||||
Revolving credit facility amount | $ (225,000) | (225,000) | ||||
Potential increase size of the credit facility by an additional amount | $ 150,000 | |||||
Line of Credit Facility, Interest Rate at Period End | 17500.00% | 17500.00% | ||||
Agreement termination date | Dec. 18, 2017 | |||||
Aggregate commitments availability | $ 22,500 | |||||
Aggregate commitments availability, percentage | 10.00% | |||||
Outstanding letter of credit accrued fees and expenses | $ 27,800 | $ 27,800 | ||||
Excess availability reduced by outstanding borrowings, outstanding letters of credit and accrued fees and expenses | 179,800 | $ 179,800 | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 3750.00% | |||||
Swing Line Loans [Member] | ||||||
Revolving credit facility amount | (25,000) | $ (25,000) | ||||
Letters Of Credit Outstanding [Member] | ||||||
Revolving credit facility amount | (60,000) | (60,000) | ||||
Secured Debt [Member] | ||||||
Long-term Debt, Gross | $ 500,000 | $ 500,000 | ||||
Debt Instrument, Basis Spread on Variable Rate | 32500.00% | |||||
Debt Instrument, Interest Rate, Effective Percentage | 4.02% | 4.02% | ||||
Debt Instrument, Periodic Payment, Principal | $ 1,250 | |||||
Agreement termination date | Nov. 25, 2021 | |||||
Future maturities of outstanding borrowings | ||||||
Financial Liabilities Fair Value Disclosure | $ 495,000 | $ 495,000 | ||||
Minimum [Member] | Domestic Line of Credit [Member] | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 2500.00% | |||||
Maximum [Member] | Domestic Line of Credit [Member] | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 3750.00% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Secured Debt [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 0.75% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Long-term Debt [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 7500.00% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Domestic Line of Credit [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 17500.00% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | Domestic Line of Credit [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 22500.00% | |||||
Base Rate [Member] | Maximum [Member] | Domestic Line of Credit [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 12500.00% |
Borrowing Arrangements (Compone
Borrowing Arrangements (Components Of Long-Term Debt) (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 |
Debt instrument | $ 486.9 | $ 489 |
Deferred financing costs | (6.9) | (7.4) |
Current portion of long-term debt | (5.9) | (6.1) |
Long-term debt | 481 | 482.9 |
Domestic Line of Credit [Member] | ||
Debt instrument | 0 | 0 |
Secured Debt [Member] | ||
Debt instrument | 491.7 | 494 |
Other [Member] | ||
Debt instrument | $ 2.1 | $ 2.4 |
Derivative Financial Instrument
Derivative Financial Instruments (Details) - USD ($) $ in Millions | 6 Months Ended | 60 Months Ended | |
Mar. 31, 2016 | Sep. 30, 2021 | Sep. 30, 2016 | |
Derivative [Line Items] | |||
Cash Flow Hedge Derivative Instrument Assets at Fair Value | $ (5.7) | ||
Secured Debt [Member] | |||
Derivative [Line Items] | |||
Long-term Debt, Gross | $ 500 | ||
Debt Instrument, Interest Rate, Effective Percentage | 4.02% | ||
Debt Instrument, Basis Spread on Variable Rate | 32500.00% | ||
Scenario, Forecast [Member] | |||
Derivative [Line Items] | |||
HedgePeriodStart | Sep. 30, 2016 | ||
Derivative, Cap Interest Rate | 0.75% | ||
Derivative, Fixed Interest Rate | 2.341% | ||
Derivative, Amount of Hedged Item | $ 150 | ||
Derivative, Maturity Date | Sep. 30, 2021 | ||
Scenario, Forecast [Member] | Secured Debt [Member] | |||
Derivative [Line Items] | |||
Long-term Debt, Gross | $ 150 | ||
Debt Instrument, Interest Rate, Effective Percentage | 5.591% |
Retirement Plans (Narrative) (D
Retirement Plans (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Mar. 31, 2016 | |
Decrease in accumulated other comprehensive loss net of tax | $ (5.1) | |
Scenario, Forecast [Member] | ||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Settlements | $ 18 |
Retirement Plans (Net Periodic
Retirement Plans (Net Periodic Benefit Cost) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Defined Benefit Plan, Service Cost | $ 0.4 | $ 0.5 | $ 0.8 | $ 1 |
Defined Benefit Plan, Interest Cost | 5 | 5 | 10.1 | 10 |
Defined Benefit Plan, Expected Return on Plan Assets | (5.1) | (6.1) | (10.2) | (12.3) |
Amortization of actuarial net loss | 0.8 | 0.8 | 1.6 | 1.6 |
Net periodic benefit cost | $ 1.1 | $ 0.2 | $ 2.3 | $ 0.3 |
Stock-based Compensation Plan31
Stock-based Compensation Plans (Narrative) (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016USD ($)$ / sharesshares | Mar. 31, 2015USD ($)shares | Mar. 31, 2016USD ($)$ / sharesshares | Mar. 31, 2015USD ($) | |
Allocated Share-based Compensation Expense | $ | $ 2.1 | $ 1.9 | $ 4.5 | $ 5.3 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ | $ 6.4 | $ 6.4 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,038,029 | 998,980 | 1,016,155 | |
Phantom Share Units (PSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Intrinsic Value, Amount Per Share | $ / shares | $ 9.88 | $ 9.88 | ||
Share-based compensation liability | $ | $ 2 | $ 2 | ||
Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 542,212 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 233,471 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Share-based compensation, units awarded but not yet granted | 235,876 | 235,876 | ||
Minimum [Member] | Performance Shares [Member] | ||||
Performance Factor | 0 | |||
Maximum [Member] | Performance Shares [Member] | ||||
Performance Factor | 2 | |||
Share-based Compensation Award, Tranche One [Member] | Performance Shares [Member] | ||||
Performance Factor | 2 | |||
Share-based Compensation Award, Tranche Two [Member] | Performance Shares [Member] | ||||
Performance Factor | 2 | |||
Share-based Compensation Award, Tranche Three [Member] | Performance Shares [Member] | ||||
Performance Factor | 0 |
Stock-based Compensation Plan32
Stock-based Compensation Plans Grants Table - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock Granted, Value, Share-based Compensation, Gross | $ 7.8 | ||
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 93,849 | 233,471 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 8.63 | $ 9.38 | |
Stock Granted, Value, Share-based Compensation, Gross | $ 0.8 | $ 2.2 | |
Employee Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 58,411 | 61,313 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 1.67 | $ 1.84 | |
Stock Granted, Value, Share-based Compensation, Gross | $ 0.1 | $ 0.1 | |
Phantom Share Units (PSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 1,500 | 232,090 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 8.11 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 9.38 | ||
Stock Granted, Value, Share-based Compensation, Gross | $ 0 | $ 2.2 | |
Share-based Compensation Award, Tranche One [Member] | Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 77,824 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 9.38 | ||
Stock Granted, Value, Share-based Compensation, Gross | $ 0.7 | ||
Share-based Compensation Award, Tranche Two [Member] | Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 80,229 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 9.38 | ||
Stock Granted, Value, Share-based Compensation, Gross | $ 0.8 | ||
Share-based Compensation Award, Tranche Three [Member] | Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted, shares | 90,849 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 9.38 | ||
Stock Granted, Value, Share-based Compensation, Gross | $ 0.9 |
Supplemental Balance Sheet In33
Supplemental Balance Sheet Information (Schedule Of Selected Supplemental Balance Sheet Information) (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Sep. 30, 2015 |
Unrecognized Tax Benefits | $ 2.8 | $ 2.6 |
Inventories: | ||
Purchased components and raw material | 78.3 | 77.8 |
Work in process | 39.1 | 40.7 |
Finished goods | 104.1 | 100.6 |
Inventories, net | 221.5 | 219.1 |
Property, plant and equipment: | ||
Land | 9.9 | 9.4 |
Buildings | 81.2 | 79.3 |
Machinery and equipment | 360.1 | 350.7 |
Construction in progress | 18.7 | 20.1 |
Property, plant and equipment, gross | 469.9 | 459.5 |
Accumulated depreciation | (321.1) | (310.6) |
Property, plant and equipment net | 148.8 | 148.9 |
Other current liabilities: | ||
Compensation and benefits | 25.8 | 30.5 |
Customer rebates | 9.6 | 15.4 |
Dividends payable | 4.8 | 0 |
Interest | 0.5 | 0.5 |
Taxes other than income taxes | 3.9 | 4 |
Warranty | 2.7 | 2.9 |
Environmental | 1.7 | 1.9 |
Income taxes | 1.8 | 0.8 |
Restructuring | 0 | 0.1 |
Other | 6.5 | 7.1 |
Other current liabilities | $ 57.3 | $ 63.2 |
Accumulated Other Comprehensi34
Accumulated Other Comprehensive Loss (Schedule Of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 30, 2015 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |||||
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | $ (59.4) | ||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | (6.3) | ||||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | (1.6) | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (73.3) | (73.3) | $ (67.3) | ||
Minimum pension liability, net of tax | (5.1) | ||||
Foreign currency translation | 2.5 | $ (3.6) | 1 | $ (5.7) | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | (1.9) | ||||
Other Comprehensive Income (Loss), Net of Tax | (6) | ||||
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | (64.5) | (64.5) | |||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | (5.3) | (5.3) | |||
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | (3.5) | (3.5) | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax | $ (73.3) | $ (73.3) |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 6 Months Ended |
Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | |
Number of Reportable Segments | 3 |
Segment Information (Schedule O
Segment Information (Schedule Of Selected Supplemental Balance Sheet Information) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | |||||
Net sales, excluding intercompany | $ 283.6 | $ 290.3 | $ 526.3 | $ 552.1 | |
2,013 | 1.4 | 1.8 | 3 | 3.7 | |
Operating income | 29.3 | 25.6 | 44.2 | 33.7 | |
Depreciation and amortization | 13.1 | 14.4 | 26.1 | 28.7 | |
Restructuring | 0.9 | 0.7 | 1.7 | 8.9 | |
Payments to Acquire Productive Assets | 9 | 9.8 | 15.3 | 17 | |
Total assets | 1,185.1 | 1,185.1 | $ 1,229.8 | ||
Intangible intangible assets, net | 496.6 | 496.6 | $ 507.3 | ||
Mueller Co. [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales, excluding intercompany | 182.2 | 177.3 | 326.9 | 322.4 | |
2,013 | 1.3 | 1.7 | 2.9 | 3.6 | |
Operating income | 34.9 | 32.4 | 58.7 | 44.8 | |
Depreciation and amortization | 8.6 | 9.7 | 17 | 19.4 | |
Restructuring | 0.4 | 0 | 0.6 | 8.1 | |
Payments to Acquire Productive Assets | 5.2 | 4.9 | 8.8 | 8.3 | |
Anvil [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales, excluding intercompany | 86.4 | 91.1 | 166 | 188.2 | |
2,013 | 0.1 | 0.1 | 0.1 | 0.1 | |
Operating income | 8 | 7.2 | 11.6 | 14.4 | |
Depreciation and amortization | 3.2 | 3.6 | 6.6 | 7.2 | |
Restructuring | 0.5 | 0.2 | 0.6 | 0.2 | |
Payments to Acquire Productive Assets | 1.7 | 3.4 | 3.3 | 6 | |
Mueller Technologies [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales, excluding intercompany | 15 | 21.9 | 33.4 | 41.5 | |
2,013 | 0 | 0 | 0 | 0 | |
Operating income | (4.9) | (4.7) | (8.7) | (7.6) | |
Depreciation and amortization | 1.2 | 1 | 2.3 | 1.9 | |
Restructuring | 0 | 0.1 | 0.5 | 0.1 | |
Payments to Acquire Productive Assets | 2.1 | 1.5 | 3.1 | 2.7 | |
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating income | (8.7) | (9.3) | (17.4) | (17.9) | |
Depreciation and amortization | 0.1 | 0.1 | 0.2 | 0.2 | |
Restructuring | 0 | 0.4 | 0 | 0.5 | |
Payments to Acquire Productive Assets | $ 0 | $ 0 | $ 0.1 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) CAD in Millions, $ in Millions | 6 Months Ended | ||
Mar. 31, 2016USD ($) | Mar. 31, 2016CAD | Mar. 31, 2015USD ($) | |
Loss Contingency, Damages Sought, Value | CAD | CAD 10 | ||
Amount payable pending completion of an IRS audit | $ 11.6 | ||
Operating Leases | |||
Proceeds from Sale of Productive Assets | 0.1 | $ 4.8 | |
Prior To 1995 [member] | |||
Walter Energy tax assessment | $ 33 | ||
IRS-Walter Energy Claim 1 [Member] | |||
Loss Contingency, Range of Possible Loss, Maximum | 554.3 | ||
IRS-Walter Energy Claim 1 Priority [Member] | |||
Loss Contingency, Range of Possible Loss, Maximum | 229.1 | ||
IRS-Walter Energy Claim 2 [Member] | |||
Loss Contingency, Range of Possible Loss, Maximum | 860.4 | ||
IRS-Walter Energy Claim 2 Priority [Member] | |||
Loss Contingency, Range of Possible Loss, Maximum | $ 535.3 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Subsequent Event [Line Items] | ||||
Dividends declared, in dollars per share | $ 0.0500 | $ 0.0175 | $ 0.0700 | $ 0.0350 |