Cover Page
Cover Page - shares | 9 Months Ended | |
Jun. 30, 2019 | Aug. 01, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-35253 | |
Entity Registrant Name | WESCO AIRCRAFT HOLDINGS, INC | |
Entity Incorporation, State | DE | |
Entity Tax Identification Number | 20-5441563 | |
Entity Address, Address Line One | 24911 Avenue Stanford | |
Entity Address, City or Town | Valencia | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91355 | |
City Area Code | 661 | |
Local Phone Number | 775-7200 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | WAIR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Smaller Reporting Company | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 99,749,063 | |
Entity Central Index Key | 0001378718 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Current assets | ||
Cash and cash equivalents | $ 45,418 | $ 46,222 |
Accounts receivable, net of allowance for doubtful accounts of $2,909 and $2,877 at June 30, 2019 and September 30, 2018, respectively | 333,446 | 283,775 |
Inventories | 879,565 | 884,212 |
Prepaid expenses and other current assets | 18,110 | 15,291 |
Income taxes receivable | 2,602 | 2,017 |
Total current assets | 1,279,141 | 1,231,517 |
Property and equipment, net | 54,186 | 44,205 |
Deferred debt issuance costs, net | 1,848 | 2,827 |
Goodwill | 266,644 | 266,644 |
Intangible assets, net | 152,241 | 163,438 |
Deferred tax assets | 67,823 | 65,135 |
Other assets | 14,300 | 15,710 |
Total assets | 1,836,183 | 1,789,476 |
Current liabilities | ||
Accounts payable | 216,400 | 180,494 |
Accrued expenses and other current liabilities | 52,569 | 42,767 |
Income taxes payable | 4,111 | 2,295 |
Capital lease obligations, current portion | 1,877 | 2,205 |
Short-term borrowings and current portion of long-term debt | 58,000 | 74,000 |
Total current liabilities | 332,957 | 301,761 |
Capital lease obligations, less current portion | 1,475 | 2,329 |
Long-term debt, less current portion | 759,712 | 771,777 |
Deferred income taxes | 3,507 | 2,803 |
Other liabilities | 12,440 | 18,337 |
Total liabilities | 1,110,091 | 1,097,007 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity | ||
Preferred stock, $0.001 par value per share: 50,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 950,000,000 shares authorized, 99,749,063 and 99,557,885 shares issued and outstanding at June 30, 2019 and September 30, 2018, respectively | 100 | 99 |
Additional paid-in capital | 451,544 | 444,531 |
Accumulated other comprehensive loss | (88,788) | (82,980) |
Retained earnings | 363,236 | 330,819 |
Total stockholders’ equity | 726,092 | 692,469 |
Total liabilities and stockholders’ equity | $ 1,836,183 | $ 1,789,476 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 2,909 | $ 2,877 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 950,000,000 | 950,000,000 |
Common stock, shares issued (in shares) | 99,749,063 | 99,557,885 |
Common stock, shares outstanding (in shares) | 99,749,063 | 99,557,885 |
Consolidated Statements of Earn
Consolidated Statements of Earnings and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
Net sales | $ 442,374 | $ 410,359 | $ 1,264,159 | $ 1,163,633 |
Cost of sales | 336,504 | 306,162 | 951,200 | 859,277 |
Gross profit | 105,870 | 104,197 | 312,959 | 304,356 |
Selling, general and administrative expenses | 83,368 | 74,869 | 238,539 | 217,260 |
Income from operations | 22,502 | 29,328 | 74,420 | 87,096 |
Interest expense, net | (12,878) | (12,717) | (38,180) | (36,520) |
Other (expense) income, net | (630) | 239 | (1,161) | 391 |
Income before income taxes and equity method investment impairment charge | 8,994 | 16,850 | 35,079 | 50,967 |
Benefit (provision) for income taxes | 7,377 | (6,096) | (405) | (25,587) |
Income before equity method investment impairment charge | 16,371 | 10,754 | 34,674 | 25,380 |
Equity method investment impairment charge, net of income taxes | 2,257 | 0 | 2,257 | 0 |
Net income | 14,114 | 10,754 | 32,417 | 25,380 |
Other comprehensive (loss) income, net of income taxes | (1,576) | (3,106) | (5,808) | 1,009 |
Comprehensive income | $ 12,538 | $ 7,648 | $ 26,609 | $ 26,389 |
Net income per share: | ||||
Basic (in dollars per share) | $ 0.14 | $ 0.11 | $ 0.33 | $ 0.26 |
Diluted (in dollars per share) | $ 0.14 | $ 0.11 | $ 0.32 | $ 0.26 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 99,647,188 | 99,180,632 | 99,586,122 | 99,137,710 |
Dilutive (in shares) | 100,205,475 | 99,739,217 | 100,029,458 | 99,396,613 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities | ||
Net income | $ 32,417 | $ 25,380 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 21,327 | 21,909 |
Amortization of deferred debt issuance costs | 3,914 | 4,300 |
Bad debt and sales return reserve | 232 | 503 |
Stock-based compensation expense | 7,418 | 6,286 |
Net inventory provision | (1,555) | 10,976 |
Equity method investment impairment charge | 2,966 | 0 |
Deferred income taxes | (24) | 523 |
Other non-cash items | (556) | (678) |
Subtotal | 66,139 | 69,199 |
Changes in assets and liabilities: | ||
Accounts receivable | (50,321) | (47,008) |
Income taxes receivable | (582) | 995 |
Inventories | 6,219 | (76,884) |
Prepaid expenses and other assets | (6,476) | 1,608 |
Accounts payable | 33,400 | 9,122 |
Accrued expenses and other liabilities | (870) | 14,648 |
Income taxes payable | 1,805 | 9,255 |
Net cash provided by (used in) operating activities | 49,314 | (19,065) |
Cash flows from investing activities | ||
Purchase of property and equipment | (16,481) | (4,009) |
Net cash used in investing activities | (16,481) | (4,009) |
Cash flows from financing activities | ||
Proceeds from short-term borrowings | 57,000 | 67,500 |
Repayment of short-term borrowings | (73,000) | (41,000) |
Repayment of long-term debt | (15,000) | (15,000) |
Debt issuance costs | 0 | (1,900) |
Repayment of capital lease obligations | (2,094) | (2,207) |
Net proceeds from exercise of stock options | 37 | 63 |
Settlement on restricted stock tax withholding | (442) | (126) |
Net cash (used in) provided by financing activities | (33,499) | 7,330 |
Effect of foreign currency exchange rate on cash and cash equivalents | (138) | (293) |
Net decrease in cash and cash equivalents | (804) | (16,037) |
Cash and cash equivalents, beginning of period | 46,222 | 61,625 |
Cash and cash equivalents, end of period | $ 45,418 | $ 45,588 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies The accompanying unaudited consolidated financial statements include the accounts of Wesco Aircraft Holdings, Inc. and its wholly owned subsidiaries (referred to herein as Wesco or the Company) prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and with the instructions to Form 10-Q and Article 10 of Regulation S-X. The financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for fair statement of the financial position, results of operations and cash flows for the period. However, these results are not necessarily indicative of results for any other interim period or for the full fiscal year. The preparation of financial statements in conformity with GAAP requires us to make certain estimates and assumptions for the reporting periods covered by the financial statements. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent liabilities. Actual amounts could differ from these estimates. Our financial statements have been prepared under the assumption that our Company will continue as a going concern. Certain information and footnote disclosures normally included in financial statements in accordance with GAAP have been omitted pursuant to the rules of the Securities and Exchange Commission (the SEC). The accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended September 30, 2018 filed with the SEC on November 16, 2018 (the 2018 Form 10-K). Except for the changes below, no material changes have been made to our significant accounting policies disclosed in Note 2 of the Notes to the Consolidated Financial Statements in Part II, Item 8 of the 2018 Form 10-K. Revenue from Contracts with Customers Pursuant to Accounting Standard Codification Topic 606, Revenue from Contracts with Customers (ASC 606) , we recognize revenue when our customer obtains control of promised goods or services, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. To determine revenue recognition for arrangements that we determine are within the scope of ASC 606, we perform the following five steps: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. We recognize revenue in the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Typically, our master purchase contracts with our customer run for three to five years without minimum purchase requirements annually or for over the term of the contract, and contain termination for convenience provisions, which generally allow for our customers to terminate their contracts on short notice without meaningful penalties. Pursuant to ASC 606, we have concluded that for revenue recognition purposes, our customers’ purchase orders (P.O.'s) are considered contracts, which are supplemented by certain contract terms such as service fee arrangements and variable price considerations in our master purchase contracts. The P.O.'s are typically fulfilled within one year . Our contracts for hardware and chemical product sales have a single performance obligation. Revenues from these contract sales are recognized when the customer obtains control of our products, which occurs at a point in time, typically upon delivery in accordance with the terms of the sales contract. Services under our hardware just-in-time (JIT) arrangements are provided by us contemporaneously with the delivery of these products and are not separately identifiable from the products, and as such, once the products are delivered, we do not have a post-delivery obligation to provide services to the customer. Accordingly, the price of such services is generally included in the price of the products delivered to the customer, and revenue is recognized upon delivery of the products. Payment is generally due within 30 to 90 days of delivery; therefore, our contracts do not create significant financing components. Warranties are limited to replacement of goods that are defective upon delivery. The Company does not provide service-type warranties. Our chemical management services (CMS) contracts include the sale of chemical products as well as services such as product procurement, receiving and quality inspection, warehouse and inventory management, and waste disposal. The CMS contracts represent an end-to-end integrated chemical management solution. While each of the products and various services benefits the customer, we determined that they are a single output in the context of the CMS contract due to the significant commercial integration of these products and services. Therefore, chemical products and services provided under a CMS contract represent a single performance obligation and revenue is recognized over time for these contracts using product deliveries as our output measure of progress under the CMS contract to depict the transfer of control to the customer. We report revenue on a gross or net basis in our presentation of net sales and costs of sales based on management’s assessment of whether we act as a principal or agent in the transaction. If we are the principal in the transaction and have control of the specified good or service before that good or service is transferred to a customer, the transactions are recorded as gross in the consolidated statements of comprehensive income. If we do not act as a principal in the transaction, the transactions are recorded on a net basis in the consolidated statements of earnings and comprehensive income. This assessment requires significant judgment to evaluate indicators of control within our contracts. We base our judgment on various indicators that include whether we take possession of the products, whether we are responsible for their acceptability, whether we have inventory risk, and whether we have discretion in establishing the price paid by the customer. The majority of our revenue is recorded on a gross basis with the exception of certain gas, energy and chemical management service contracts that are recorded on a net basis. With respect to variable consideration, we apply judgment in estimating its impact to determine the amount of revenue to recognize. Sales rebates and profit-sharing arrangements are accounted for as a reduction to gross sales and recorded based upon estimates at the time products are sold. These estimates are based upon historical experience for similar programs and products. We review such rebates and profit-sharing arrangements on an ongoing basis and accruals are adjusted, if necessary, as additional information becomes available. We provide allowances for credits and returns based on historic experience and adjust such allowances as considered necessary. To date, such provisions have been within the range of our expectations and the allowance established. Returns and refunds are allowed only for materials that are defective or not compliant with the customer’s order. Sales tax collected from customers is excluded from net sales in the consolidated statements of comprehensive income. We have determined that sales backlog is not a relevant measure of our business. Few, if any, of our contracts include minimum purchase requirements, annually or over the term of the agreement. As a result, we have no material sales backlog. Equity Method Investment We apply the equity method of accounting for investments in which we have significant influence but not a controlling interest. Our APAC reporting unit has an equity investment in a joint venture in China, the carrying value of which was $7.4 million and $10.4 million as of June 30, 2019 and September 30, 2018, respectively, and was included in “Other assets” in the unaudited Consolidated Balance Sheets. During the three months ended June 30, 2019, we recorded an impairment charge of $3.0 million ( $2.3 million net of income taxes) resulting from a decline in value below the carrying amount of our equity method investment which we determined was other than temporary in nature. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Changes to GAAP are established by the Financial Accounting Standards Board (FASB) in the form of Accounting Standards Updates (ASUs) to the FASB’s Accounting Standards Codification (ASC). We consider the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position and results of operations. New Accounting Standards Issued In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the current requirements for testing goodwill for impairment by eliminating the second step of the two-step impairment test to measure the amount of an impairment loss. ASU 2017-04 is effective for the Company in fiscal year 2021, including interim reporting periods within that reporting period, and all annual and interim reporting periods thereafter. Early adoption is permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-02 is amended by ASU 2018-01, ASU2018-10, ASU 2018-11, ASU 2018-20 and ASU 2019-01, which FASB issued in January 2018, July 2018, July 2018, December 2018 and March 2019, respectively (collectively, the amended ASU 2016-02). The amended ASU 2016-02 requires lessees to recognize on the balance sheet a right-of-use asset, representing its right to use the underlying asset for the lease term, and a lease liability for all leases with terms greater than 12 months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from current GAAP. The amended ASU 2016-02 retains a distinction between finance leases (i.e. capital leases under current GAAP) and operating leases. The classification criteria for distinguishing between finance leases and operating leases will be substantially similar to the classification criteria for distinguishing between capital leases and operating leases under current GAAP. The amended ASU 2016-02 also requires qualitative and quantitative disclosures designed to assess the amount, timing, and uncertainty of cash flows arising from leases. A modified retrospective transition approach is permitted to be used when an entity adopts the amended ASU 2016-02, which includes a number of optional practical expedients that entities may elect to apply. The amended ASU 2016-02 is effective for the Company in fiscal year 2020 and interim periods therein, with early application permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. We have compiled our worldwide lease population, completed our evaluation of the completeness of our lease population and are in the process of uploading our leases into a new cloud-based lease accounting system. The adoption of the amended ASU 2016-02 is expected to result in material increases to our balance sheet for the recognition of right-of-use assets and lease liabilities. As of September 30, 2018, total future minimum payments under our operating leases amounted to $50.8 million . Adopted Accounting Standards On October 1, 2018, we adopted ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which affects the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements of financial instruments. The adoption of ASU 2016-01 did not have a material impact on our consolidated financial statements. On October 1, 2018, we adopted ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting, which specifies the modification accounting applicable to any entity that changes the terms or conditions of a share-based payment award. The adoption of ASU 2017-09 did not have a material impact on our consolidated financial statements. Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 is amended by ASU 2015-14, ASU 2016-08, ASU 2016-10, ASU 2016-11, ASU 2016-12, ASU 2016-20, ASU 2017-10, ASU 2017-13 and ASU 2017-14, which the FASB issued in August 2015, March 2016, April 2016, May 2016, May 2016, December 2016, May 2017, September 2017 and November 2017, respectively (collectively, the amended ASU 2014-09). The amended ASU 2014-09 provides a single comprehensive model for the recognition of revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. It requires an entity to recognize revenue when the entity transfers 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. The amended ASU 2014-09 creates a five-step model that requires entities to exercise judgment when considering the terms of contract(s), which includes (1) identifying the contract(s) with the customer, (2) identifying the separate performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The amended ASU 2014-09 requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. Effective October 1, 2018, we adopted the amended ASU 2014-09 (ASC 606) using the modified retrospective method of adoption, which resulted in no changes to our opening consolidated balance sheet at the beginning of October 1, 2018. Our initial and incremental contract acquisition costs including sign up commissions and set up costs, which are required to be capitalized under ASC 606, are insignificant and expensed as incurred. Our revenues recognized under ASC 606 for the three and nine months ended June 30, 2019 were not materially different from what would have been recognized under the previous revenue standard, ASC 605, that is superseded. Prior period consolidated statements of earnings and comprehensive income remain unchanged. We have designed and implemented internal controls, policies and processes to comply with ASC 606 . The additional disclosures required by ASC 606 are included in Note 1 and Note 9. |
Inventory
Inventory | 9 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Our inventory is comprised solely of finished goods. We record provisions to write down excess and obsolete (E&O) inventory to estimated net realizable value. We continually assess and refine our methodology for evaluating E&O inventory based on current facts and circumstances. Our hardware inventory E&O assessment requires the use of subjective judgments and estimates including the forecasted demand for each part. The forecasted demand considers a number of factors, including historical sales trends, current and forecasted customer demand, including customer liability provisions based on selected contractual rights, consideration of available sales channels and the time horizon over which we expect the hardware part to be sold. During the three months ended June 30, 2019 and 2018 , net adjustments to cost of sales related to E&O inventory related activities were $(4.1) million and $6.2 million , respectively. The net adjustments for the three months ended June 30, 2019 and 2018 reflect a combination of additional expense for E&O related provisions ( $2.4 million and $12.9 million , respectively) offset by sales and disposals ( $6.5 million and $6.7 million , respectively) of inventory for which an E&O provision was provided previously through expense recognized in prior periods. During the nine months ended June 30, 2019 and 2018 , net adjustments to cost of sales related to E&O inventory related activities were $(1.6) million and $11.0 million , respectively. The net adjustments for the nine months ended June 30, 2019 and 2018 reflect a combination of additional expense for E&O related provisions ( $17.0 million and $28.1 million , respectively) offset by sales and disposals ( $18.6 million and $17.1 million |
Goodwill
Goodwill | 9 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill As of June 30, 2019 , goodwill consists of the following (in thousands): Americas EMEA APAC Total Goodwill as of September 30, 2018, gross $ 773,384 $ 51,190 $ 16,955 $ 841,529 Accumulated impairment (569,201 ) — (5,684 ) (574,885 ) Goodwill as of September 30, 2018, net 204,183 51,190 11,271 266,644 Changes during the period — — — — Goodwill as of June 30, 2019, gross 773,384 51,190 16,955 841,529 Accumulated impairment (569,201 ) — (5,684 ) (574,885 ) Goodwill as of June 30, 2019, net $ 204,183 $ 51,190 $ 11,271 $ 266,644 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Derivative Financial Instruments Our primary objective in using financial derivatives is to reduce the volatility of earnings and cash flows associated with fluctuations in foreign exchange rates and changes in interest rates. Our use of financial derivatives exposes us to credit risk to the extent that associated counter-parties may be unable to meet the terms of the derivatives. We, however, seek to mitigate such risks by limiting our counter-parties to major financial institutions. In addition, the potential risk of loss with any one counter-party resulting from this type of credit risk is monitored. Management does not expect material losses as a result of defaults by counter-parties. Cash Flow Hedges of Interest Rate Risk Our objectives in using interest rate derivatives are to add stability to interest expense and to manage our exposure to interest rate movements. To accomplish these objectives, we primarily use interest rate swaps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for our making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. We have three interest rate swap agreements outstanding, which we have designated as cash flow hedges, in order to reduce our exposure to variability in cash flows related to interest payments on a portion of our outstanding debt. The first interest rate swap agreement (the "First Swap Agreement") has an amortizing notional amount, which was $200.0 million on June 30, 2019 , and matures on September 30, 2019, giving us the contractual right to pay a fixed interest rate of 2.2625% plus the applicable margin under the term loan B facility (as defined in Note 6 below; see Note 6 for the applicable margin). The remaining two interest rate swap agreements (the “Remaining Swap Agreements”), entered into on May 14, 2018, have variable notional amounts which initially will increase in amount approximately equal to amortization of the notional amount of the First Swap Agreement and then amortize thereafter. The Remaining Swap Agreements totaled $198.3 million on June 30, 2019 , and mature on February 26, 2021, giving us the contractual right to pay a fixed interest rate of 2.79% plus the applicable margin under the term loan B facility (as defined in Note 6 below; see Note 6 for the applicable margin). The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) (AOCI) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the nine months ended June 30, 2019 , such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. No portion of our interest rate swap agreements is excluded from the assessment of hedge effectiveness. Amounts reported in AOCI related to derivatives and the related deferred tax are reclassified to interest expense as interest payments are made on our variable-rate debt. As of June 30, 2019 , we expect to reclassify $3.0 million from accumulated other comprehensive loss and the related deferred tax to earnings as an increase to interest expense over the next 12 months when the underlying hedged item impacts earnings. Non-Designated Derivatives From time to time, we enter into foreign currency forward contracts to partially reduce our exposure to foreign currency fluctuations for a subsidiary's net monetary assets, which are denominated in a foreign currency. The derivatives are not designated as a hedging instrument. The change in their fair value is recognized as periodic gain or loss in the other income, net line of our consolidated statements of earnings and comprehensive income. We did not have foreign currency forward contracts as of June 30, 2019 and September 30, 2018 . The following table summarizes the notional principal amounts at June 30, 2019 , and September 30, 2018 of our outstanding interest rate swap agreements discussed above (in thousands). Derivative Notional June 30, 2019 September 30, 2018 Instruments designated as accounting hedges: Interest rate swap contracts $ 398,300 $ 435,800 The following table provides the location and fair value amounts of our financial instruments, which are reported in our consolidated balance sheets as of June 30, 2019 and September 30, 2018 (in thousands). Fair Value Balance Sheet Locations June 30, 2019 September 30, 2018 Instruments designated as accounting hedge: Interest rate swap contracts Other current assets $ 34 $ 1,045 Interest rate swap contracts Other assets — 1,051 Interest rate swap contracts Accrued expenses and other current liabilities 3,038 289 Interest rate swap contracts Other liabilities 2,431 — The following table provides the (gain) losses of our cash flow hedging instruments (net of income tax benefit), which were transferred from AOCI to interest expense on our consolidated statements of earnings and comprehensive income during the three and nine months ended June 30, 2019 and 2018 (in thousands). Location in Consolidated Statements of Earnings and Comprehensive Income Three Months Ended Nine Months Ended Cash Flow Hedge 2019 2018 2019 2018 Interest rate swap contracts Interest (income) expense, net $ (27 ) $ (20 ) $ (97 ) $ 841 Total interest expense, net presented in the consolidated statements of earnings and comprehensive income in which the above effects of cash flow hedges are recorded $ 12,878 $ 12,717 $ 38,180 $ 36,520 The following table provides the effective portion of the amount of (loss) gain recognized in other comprehensive income (net of income taxes) for the three and nine months ended June 30, 2019 and 2018 (in thousands). Three Months Ended Nine Months Ended Cash Flow Hedge 2019 2018 2019 2018 Interest rate swap contracts $ (1,892 ) $ (91 ) $ (5,174 ) $ 2,740 The following table provides a summary of changes to our AOCI related to our cash flow hedging instrument (net of income taxes) during the three and nine months ended June 30, 2019 (in thousands). AOCI - Unrealized (Loss) Gain on Hedging Instruments Three Months Ended June 30, 2019 Nine Months Ended June 30, 2019 Balance at beginning of period $ (1,977 ) $ 1,375 Change in fair value of hedging instruments (1,892 ) (5,174 ) Amounts reclassified to earnings (27 ) (97 ) Net current period other comprehensive loss (1,919 ) (5,271 ) Balance at end of period $ (3,896 ) $ (3,896 ) Other Financial Instruments Our financial instruments consist of cash and cash equivalents, accounts receivable and payable, accrued expenses and other current liabilities, and the Credit Facilities (as defined below in Note 6). The carrying amounts of these instruments approximate fair value because of their short-term duration. The fair value of interest rate swap agreements is determined using pricing models that use observable market inputs as of the balance sheet date, a Level 2 measurement (as defined below). The fair value of the long-term debt instruments is determined using current applicable rates for similar instruments as of the balance sheet date, a Level 2 measurement (as defined below). The principal amounts and fair values of the debt instruments and interest rate swap agreements were as follows (in thousands): June 30, 2019 September 30, 2018 Principal Amount Fair Value Principal Amount Fair Value Term loan A facility $ 345,000 $ 341,550 $ 360,000 $ 357,840 Term loan B facility 440,562 433,514 440,562 432,192 Revolving facility 38,000 38,000 54,000 54,000 Interest rate swap contract liability (assets), net 5,435 5,435 (1,807 ) (1,807 ) Fair Value Measurement Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To determine fair value, we primarily utilize reported market transactions and discounted cash flow analysis. We use a three-tier fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs. The fair value hierarchy prioritizes the inputs to valuation techniques into three broad levels whereby the highest priority is given to Level 1 inputs and the lowest to Level 3 inputs. The three broad categories are: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. Level 3: Unobservable inputs for the asset or liability. The definition of fair value includes the consideration of nonperformance risk. Nonperformance risk refers to the risk that an obligation (either by a counter-party or us) will not be fulfilled. For financial assets traded in an active market (Level 1), the nonperformance risk is included in the market price. For certain other financial assets and liabilities (Level 2 and 3), our fair value calculations have been adjusted accordingly. There were no transfers between the assets and liabilities under Level 1 and Level 2 during the nine months ended June 30, 2019 . The following tables provide the valuation hierarchy classification of assets and liabilities that are carried at fair value and measured on a recurring basis in our consolidated balance sheets as of June 30, 2019 and September 30, 2018 (in thousands). June 30, 2019 Balance Sheet Locations Total Level 1 Level 2 Level 3 Instruments designated as accounting hedge: Interest rate swap contracts Other current assets $ 34 $ — $ 34 $ — Interest rate swap contracts Accrued expenses and other current liabilities 3,038 — 3,038 — Interest rate swap contracts Other liabilities 2,431 — 2,431 — September 30, 2018 Balance Sheet Locations Total Level 1 Level 2 Level 3 Instrument designated as accounting hedge: Interest rate swap contracts Other current assets $ 1,045 $ — $ 1,045 $ — Interest rate swap contracts Other assets 1,051 — 1,051 — Interest rate swap contracts Accrued expenses and other current liabilities 289 — 289 — We use observable market-based inputs to calculate fair value of our interest rate swap agreements and outstanding debt instruments, in which case the measurements are classified within Level 2. If quoted or observable market prices are not available, fair value is based upon internally developed models that use, where possible, current market‑based parameters such as interest rates, yield curves and currency rates. These measurements are classified within Level 3. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consists of the following (in thousands): June 30, 2019 September 30, 2018 Principal Amount Deferred Debt Issuance Costs Carrying Amount Principal Amount Deferred Debt Issuance Costs Carrying Amount Term loan A facility $ 345,000 $ (3,820 ) $ 341,180 $ 360,000 $ (5,842 ) $ 354,158 Term loan B facility 440,562 (2,030 ) 438,532 440,562 (2,943 ) 437,619 Revolving facility 38,000 — 38,000 54,000 — 54,000 823,562 (5,850 ) 817,712 854,562 (8,785 ) 845,777 Less: current portion 58,000 — 58,000 74,000 — 74,000 Non-current portion $ 765,562 $ (5,850 ) $ 759,712 $ 780,562 $ (8,785 ) $ 771,777 Senior Secured Credit Facilities The credit agreement, dated as of December 7, 2012 (as amended, the Credit Agreement), by and among the Company, Wesco Aircraft Hardware Corp. and the lenders and agents party thereto, which governs our senior secured credit facilities, provides for (1) a $400.0 million senior secured term loan A facility (the term loan A facility), (2) a $180.0 million revolving facility (the revolving facility) and (3) a $525.0 million senior secured term loan B facility (the term loan B facility). We refer to the term loan A facility, the revolving facility and the term loan B facility, together, as the “Credit Facilities.” As of June 30, 2019 , our outstanding indebtedness under our Credit Facilities was $823.6 million , which consisted of (1) $345.0 million of indebtedness under the term loan A facility, (2) $38.0 million of indebtedness under the revolving facility, and (3) $440.6 million of indebtedness under the term loan B facility. As of June 30, 2019 , a $1.0 million letter of credit was outstanding and $141.0 million was available for borrowing under the revolving facility to fund our operating and investing activities without breaching any covenants contained in the Credit Agreement. During the nine months ended June 30, 2019 , we borrowed $57.0 million under the revolving facility, and made our required quarterly payments of $15.0 million on our term loan A facility and voluntary prepayments totaling $73.0 million on our borrowings under the revolving facility. The interest rate for the term loan A facility is based on our Consolidated Total Leverage Ratio (as such term is defined in the Credit Agreement) as determined in the most recently delivered financial statements, with the respective margins ranging from 2.00% to 3.00% for Eurocurrency loans and 1.00% to 2.00% for ABR loans. The term loan A facility amortizes in equal quarterly installments of 1.25% of the original principal amount of $400.0 million with the balance due on the earlier of (1) 90 days before the maturity of the term loan B facility, and (2) October 4, 2021. As of June 30, 2019 , the interest rate for borrowings under the term loan A facility was 5.44% , which approximated the effective interest rate. The interest rate for the term loan B facility has a margin of 2.50% per annum for Eurocurrency loans (subject to a minimum Eurocurrency rate floor of 0.75% per annum) or 1.50% per annum for ABR loans (subject to a minimum ABR floor of 1.75% per annum). The term loan B facility amortizes in equal quarterly installments of 0.25% of the original principal amount of $525.0 million , with the balance due at maturity on February 28, 2021. As of June 30, 2019 , the interest rate for borrowings under the term loan B facility was 4.94% , which approximated the effective interest rate. We have an interest rate swap agreement relating to this indebtedness, which is described in greater detail in Note 5 above. The interest rate for the revolving facility is based on our Consolidated Total Leverage Ratio as determined in the most recently delivered financial statements, with the respective margins ranging from 2.00% to 3.00% for Eurocurrency loans and 1.00% to 2.00% for ABR loans. The revolving facility expires on the earlier of (1) 90 days before the maturity of the term loan B facility, and (2) October 4, 2021. As of June 30, 2019 , the weighted-average interest rate for borrowings under the revolving facility was 5.42% . Our borrowings under the Credit Facilities are guaranteed by us and all of our direct and indirect, wholly-owned, domestic restricted subsidiaries (subject to certain exceptions) and secured by a first lien on substantially all of our assets and the assets of our guarantor subsidiaries, including capital stock of the subsidiaries (in each case, subject to certain exceptions). The Credit Agreement contains customary negative covenants, including restrictions on our and our restricted subsidiaries’ ability to merge and consolidate with other companies, incur indebtedness, grant liens or security interests on assets, make acquisitions, loans, advances or investments, pay dividends, sell or otherwise transfer assets, optionally prepay or modify terms of any junior indebtedness or enter into transactions with affiliates. Our borrowings under the Credit Facilities are subject to a financial covenant based upon our Consolidated Total Leverage Ratio, with the maximum ratio set at 5.25 for the quarter ending June 30, 2019 . As of June 30, 2019 , we were in compliance with all of the foregoing covenants, and our Consolidated Total Leverage Ratio was 4.02 . The Consolidated Total Leverage Ratio requirement for the financial covenant is scheduled to step-down to 4.75 for the quarters ending September 30, 2019, December 31, 2019 and March 31, 2020; 4.00 for the quarters ending June 30, 2020, September 30, 2020, December 31, 2020 and March 31, 2021; and 3.00 for the quarter ending June 30, 2021 and thereafter. Based on our current covenants and forecasts, we expect to be in compliance for the one-year period after August 8, 2019 . The Credit Agreement also includes an Excess Cash Flow Percentage (as such term is defined in the Credit Agreement), which is currently set at 75% , provided that the Excess Cash Flow Percentage shall be reduced to (1) 50% , if the Consolidated Total Leverage Ratio is less than 4.00 but greater than or equal to 3.00 , (2) 25% , if the Consolidated Total Leverage Ratio is less than 3.00 but greater than or equal to 2.50 , and (3) 0% , if the Consolidated Total Leverage Ratio is less than 2.50 . The excess cash flow payment calculation is determined annually, and for fiscal year 2018, no excess cash flow payment was required. The following table summarizes the total deferred debt issuance costs for the term loan A facility, the term loan B facility and the revolving facility as of June 30, 2019 and September 30, 2018 (dollars in thousands). The remaining deferred debt issuance costs as of June 30, 2019 will be amortized over their remaining terms. Term Loan A Facility Term Loan B Facility Revolving Facility Total Deferred debt issuance costs as of September 30, 2018 $ 5,842 $ 2,943 $ 2,827 $ 11,612 Amortization of deferred debt issuance costs (2,022 ) (913 ) (979 ) (3,914 ) Deferred debt issuance costs as of June 30, 2019 $ 3,820 $ 2,030 $ 1,848 $ 7,698 UK Line of Credit Our subsidiary, Wesco Aircraft EMEA, Ltd., has a £5.0 million ( $6.3 million based on the June 30, 2019 exchange rate) line of credit that automatically renews annually on November 1 (the UK line of credit). The line of credit bears interest based on the base rate plus an applicable margin of 1.65% . As of June 30, 2019 , the full £5.0 million was available for borrowing under the UK line of credit without breaching any covenants contained in the agreements governing our indebtedness. |
Comprehensive Income
Comprehensive Income | 9 Months Ended |
Jun. 30, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Comprehensive Income | Comprehensive Income Comprehensive income, which is net of income taxes, consists of the following (in thousands): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Net income $ 14,114 $ 10,754 $ 32,417 $ 25,380 Foreign currency translation gain (loss) 343 (3,015 ) (537 ) (1,731 ) Unrealized (loss) gain on cash flow hedging instruments (1,919 ) (91 ) (5,271 ) 2,740 Total comprehensive income $ 12,538 $ 7,648 $ 26,609 $ 26,389 |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted net income per share includes the dilutive effect of both outstanding stock options and restricted stock, if any, calculated using the treasury stock method. Assumed proceeds from in-the-money awards are calculated under the “as-if” method as prescribed by ASC 718, Compensation—Stock Compensation . The following table provides our basic and diluted net income per share for the three and nine months ended June 30, 2019 and 2018 (dollars in thousands except share data): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Net income $ 14,114 $ 10,754 $ 32,417 $ 25,380 Basic weighted average shares outstanding 99,647,188 99,180,632 99,586,122 99,137,710 Dilutive effect of stock options and restricted stock 558,287 558,585 443,336 258,903 Dilutive weighted average shares outstanding 100,205,475 99,739,217 100,029,458 99,396,613 Basic net income per share $ 0.14 $ 0.11 $ 0.33 $ 0.26 Diluted net income per share $ 0.14 $ 0.11 $ 0.32 $ 0.26 For the three months ended June 30, 2019 and 2018 , 2,498,189 and 2,367,729 shares of common stock equivalents, respectively, were not included in the diluted calculation due to their anti-dilutive effect. For the nine months ended June 30, 2019 and 2018 , 3,122,135 and 2,874,825 |
Segment Reporting
Segment Reporting | 9 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting We are organized based on geographical location. We conduct our business through three reportable segments: the Americas, EMEA (Europe, Middle East and Africa) and APAC (Asia Pacific). We evaluate segment performance based primarily on segment income from operations. Each segment reports its results of operations and makes requests for capital expenditures and working capital needs to our chief operating decision-maker (CODM). Our Chief Executive Officer serves as our CODM. The following tables present operating and financial information by business segment (in thousands): Three Months Ended June 30, 2019 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 364,098 $ 63,634 $ 14,642 $ — $ 442,374 Income (loss) from operations 32,852 (1,948 ) 1,492 (9,894 ) 22,502 Interest expense, net (11,518 ) (1,336 ) (24 ) — (12,878 ) Capital expenditures 8,271 161 53 — 8,485 Depreciation and amortization 6,160 898 104 — 7,162 Three Months Ended June 30, 2018 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 333,602 $ 66,728 $ 10,029 $ — $ 410,359 Income from operations 35,979 4,749 332 (11,732 ) 29,328 Interest expense, net (11,115 ) (1,578 ) (24 ) — (12,717 ) Capital expenditures 997 75 28 — 1,100 Depreciation and amortization 6,417 863 88 — 7,368 Nine Months Ended June 30, 2019 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 1,032,524 $ 191,672 $ 39,963 $ — $ 1,264,159 Income from operations 97,236 2,326 3,722 (28,864 ) 74,420 Interest expense, net (33,918 ) (4,187 ) (75 ) — (38,180 ) Capital expenditures 14,818 1,085 578 — 16,481 Depreciation and amortization 18,441 2,612 274 — 21,327 Nine Months Ended June 30, 2018 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 936,367 $ 199,113 $ 28,153 $ — $ 1,163,633 Income from operations 96,867 16,731 2,607 (29,109 ) 87,096 Interest expense, net (32,706 ) (3,739 ) (75 ) — (36,520 ) Capital expenditures 3,367 475 167 — 4,009 Depreciation and amortization 19,076 2,598 235 — 21,909 As of June 30, 2019 Americas EMEA APAC Consolidated Total assets $ 1,498,600 $ 270,957 $ 66,626 $ 1,836,183 Goodwill 204,183 51,190 11,271 266,644 As of September 30, 2018 Americas EMEA APAC Consolidated Total assets $ 1,485,453 $ 248,937 $ 55,086 $ 1,789,476 Goodwill 204,183 51,190 11,271 266,644 Product and Service Information Net sales by product categories for the three months and nine months ended June 30, 2019 were as follows (dollars in thousands): Three Months Ended June 30, 2019 Americas EMEA APAC Consolidated Sales % of Total Sales % of Total Sales % of Total Sales % of Total Hardware $ 168,220 46.2 % $ 28,253 44.4 % $ 5,675 38.8 % $ 202,148 45.7 % Chemicals (1) 148,985 40.9 % 31,379 49.3 % 7,668 52.4 % 188,032 42.5 % Electronic components 31,530 8.7 % 2,107 3.3 % 310 2.1 % 33,947 7.7 % Bearings 7,946 2.2 % 1,176 1.8 % 546 3.7 % 9,668 2.2 % Machined parts and other 7,417 2.0 % 719 1.2 % 443 3.0 % 8,579 1.9 % Total $ 364,098 100.0 % $ 63,634 100.0 % $ 14,642 100.0 % $ 442,374 100.0 % Nine Months Ended June 30, 2019 Americas EMEA APAC Consolidated Sales % of Total Sales % of Total Sales % of Total Sales % of Total Hardware $ 484,380 46.9 % $ 84,858 44.3 % $ 13,768 34.5 % $ 583,006 46.1 % Chemicals (1) 420,890 40.8 % 92,374 48.2 % 21,382 53.5 % 534,646 42.3 % Electronic components 87,454 8.5 % 5,901 3.0 % 948 2.4 % 94,303 7.5 % Bearings 17,275 1.6 % 4,189 2.2 % 2,730 6.8 % 24,194 1.9 % Machined parts and other 22,525 2.2 % 4,350 2.3 % 1,135 2.8 % 28,010 2.2 % Total $ 1,032,524 100.0 % $ 191,672 100.0 % $ 39,963 100.0 % $ 1,264,159 100.0 % (1) Includes CMS contracts |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Three Months Ended Nine Months Ended (dollars in thousands) 2019 2018 2019 2018 Benefit (provision) for income taxes $ 7,377 $ (6,096 ) $ (405 ) $ (25,587 ) Effective tax rate (82.0 )% 36.2 % 1.2 % 50.2 % For the three months ended June 30, 2019, our effective tax rate changed 118.2 percentage points compared to the same period in the prior year and also reflects a movement from tax expense to a tax benefit in the current quarter. The difference in effective tax rates is primarily related to a favorable $9.2 million adjustment to the one-time tax imposed on accumulated earnings and profits of foreign operations (the “Transition Tax”) as a result of the enactment of the Tax Cuts and Jobs Act (the “Tax Act”) on December 22, 2017. Without consideration of this discrete adjustment, our effective tax rate would have been 19.0% for the three months ended June 30, 2019 and 32.8% for three months ended June 30, 2018. The decrease of our effective tax rate without consideration of discrete adjustments reflects other impacts of the Tax Act, including the reduction of the U.S. federal statutory tax rate, the inclusion of certain foreign earnings under the global intangible low-taxed income (“GILTI”) rules and changes to the foreign tax credit provisions. For the nine months ended June 30, 2019, our effective tax rate decreased 49.0 percentage points compared to the same period in the prior year. The difference in effective tax rates is primarily related to a favorable $9.2 million adjustment to the Transition Tax which occurred during the three months ended June 30, 2019 as well as a provisional $37.7 million charge to tax expense related to the remeasurement of deferred tax assets and liabilities, a provisional $37.7 million tax benefit related to the partial reversal of a deferred tax liability for unremitted foreign earnings and a provisional $8.8 million Transition Tax charge, each of which occurred during the three months ended December 31, 2018 as a result of the Tax Act. An additional $0.4 million Transition Tax charge was recorded in subsequent quarters. Without consideration of these discrete adjustments, our effective tax rate would have been 26.4% for the nine months ended June 30, 2019 and 30.3% for the nine months ended June 30, 2018. The decrease of our effective tax rate without consideration of discrete adjustments reflects other impacts of the Tax Act, including the reduction of the U.S. federal statutory tax rate, the inclusion of certain foreign earnings under the GILTI rules and changes to the foreign tax credit provisions. The completion of our calculations for the fiscal year 2018 U.S. federal tax return during the three months ended June 30, 2019 resulted in a $9.2 million adjustment to the Transition Tax which we had previously recorded. The adjustment results from the utilization of additional foreign tax credits for which we had previously recorded a valuation allowance. Our tax return calculation of the Transition Tax complies with the Tax Act as enacted, which is inconsistent with final regulations issued by the U.S. Treasury Department on June 21, 2019 and proposed regulations which were previously issued on November 28, 2018. Based on the final regulations, we would incur an additional Transition Tax liability of $7.1 million but would also utilize, and release the valuation allowance on, an additional $7.1 million of foreign tax credits to offset the additional Transition Tax liability, with the result being that no Transition Tax payment would be required. We therefore recorded an uncertain tax position of $7.1 million for the potential Transaction Tax liability, reduced our foreign tax credits by $7.1 million and released a $7.1 million valuation allowance against the foreign tax credits. Taking into consideration the foreign tax credits which we utilized related to both the $9.2 million adjustment to the Transition Tax and the additional $7.1 million of foreign tax credits which we would utilize to offset the Transition Tax liability under the final regulations, we had a foreign tax credit carryforward of $10.6 million as of September 30, 2018. The Company also recorded a $0.7 million tax benefit related to an impairment loss from equity method investment. This tax benefit is not included in the Company’s provision for income taxes but rather is a component of the impairment loss, which is shown separately as equity method investment impairment charge, net of income taxes. In May 2019 we received a letter from the Canada Revenue Agency for the 2014 fiscal year. The letter addressed the purchase price paid by our Canadian subsidiary to our U.K. subsidiary in September 2014 for the transfer of the Canadian portion of the Interfast business which our U.K. subsidiary had previously acquired in July 2012. The letter does not represent an assessment of tax from the Canada Revenue Agency, nor has any assessment been received as of the date of this filing. Based on limited information received at this time we believe that we have been, and continue to be, in compliance with Canadian tax law. As a result we have not recorded a contingent liability for an uncertain tax position in connection with the letter. If an assessment of tax were to occur, an unfavorable resolution of this matter could have a material effect on our result of operations or cash flows in the period or periods in which an adjustment is recorded or the tax is due or paid. In the event of a Canadian tax assessment, the Company may seek corresponding U.K. tax relief through administrative proceedings in the U.K. but it is uncertain whether any tax relief would be granted. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders' Equity The following tables provide changes to our shareholders' equity for the three months ended June 30, 2019 and 2018 (dollars in thousands): Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at March 31, 2019 99,743,379 $ 100 $ 449,173 $ (87,212 ) $ 349,122 $ 711,183 Issuance of common stock 5,684 — 25 — — 25 Settlement on restricted stock tax withholding — — (14 ) — — (14 ) Stock-based compensation expense — — 2,360 — — 2,360 Net income — — — — 14,114 14,114 Other comprehensive loss — — — (1,576 ) — (1,576 ) Balance at June 30, 2019 99,749,063 $ 100 $ 451,544 $ (88,788 ) $ 363,236 $ 726,092 Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at March 31, 2018 99,490,648 $ 99 $ 440,143 $ (80,511 ) $ 312,361 $ 672,092 Issuance of common stock 3,234 — 30 — 1 31 Settlement on restricted stock tax withholding — — (26 ) — — (26 ) Stock-based compensation expense — — 2,598 — — 2,598 Net income — — — — 10,754 10,754 Other comprehensive loss — — — (3,106 ) — (3,106 ) Balance at June 30, 2018 99,493,882 $ 99 $ 442,745 $ (83,617 ) $ 323,116 $ 682,343 The following tables provide changes to our shareholders' equity for the nine months ended June 30, 2019 and 2018 (dollars in thousands): Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at September 30, 2018 99,557,885 $ 99 $ 444,531 $ (82,980 ) $ 330,819 $ 692,469 Issuance of common stock 191,178 1 37 — — 38 Settlement on restricted stock tax withholding — — (442 ) — — (442 ) Stock-based compensation expense — — 7,418 — — 7,418 Net income — — — — 32,417 32,417 Other comprehensive loss — — — (5,808 ) — (5,808 ) Balance at June 30, 2019 99,749,063 $ 100 $ 451,544 $ (88,788 ) $ 363,236 $ 726,092 Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at September 30, 2017 99,450,902 $ 99 $ 436,522 $ (84,626 ) $ 297,736 $ 649,731 Issuance of common stock 42,980 — 63 — — 63 Settlement on restricted stock tax withholding — — (126 ) — — (126 ) Stock-based compensation expense — — 6,286 — — 6,286 Net income — — — — 25,380 25,380 Other comprehensive income — — — 1,009 — 1,009 Balance at June 30, 2018 99,493,882 $ 99 $ 442,745 $ (83,617 ) $ 323,116 $ 682,343 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are involved in various legal matters that arise in the ordinary course of business. Our management, after consulting with outside legal counsel, believes that the ultimate outcome of such matters will not have a material adverse effect on our business, financial position, results of operations or cash flows. There can be no assurance, however, that such actions will not be material or adversely affect our business, financial position, results of operations or cash flows. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On August 8, 2019, the Company entered into an Agreement and Plan of Merger (the Merger Agreement) with Wolverine Intermediate Holding II Corporation, a Delaware corporation (Parent), and Wolverine Merger Corporation, a Delaware corporation and a direct wholly owned subsidiary of Parent (Merger Sub). Parent and Merger Sub are subsidiaries of investment funds advised by Platinum Equity Advisors, LLC, a New-York-based private equity firm. Capitalized terms used herein not otherwise defined have the meanings set forth in the Merger Agreement. The Merger Agreement provides, among other things and subject to the terms and conditions set forth therein, (i) Merger Sub will be merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Parent (the Merger), and (ii) at the Effective Time, and as a result of the Merger, each share of common stock, par value $0.001 per share, of the Company (each a Share and collectively, the Shares), that is issued and outstanding immediately prior to the Effective Time, other than shares to be cancelled pursuant to Section 2.1(b) of the Merger Agreement or Dissenting Shares, shall be automatically converted into the right to receive $11.05 in cash, without interest, subject to any withholding of Taxes required by applicable law as provided in Section 2.5 of the Merger Agreement. The closing of the Merger is subject to various closing conditions, including (i) adoption of the Merger Agreement by holders of a majority of the Shares then outstanding, (ii) the expiration or early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and receipt of requisite competition and merger controls approvals in the United Kingdom, Germany, Poland and Canada, (iii) the absence of any order of any court of competent jurisdiction or any other Governmental Entity enjoining or prohibiting the consummation of the Merger which continues to be in effect, (iv) authorization of the Transactions by the French Ministry of Economy and Finance pursuant to French foreign investment regulations and (v) subject to Company Material Adverse Effect and other customary materiality qualifications, the accuracy of the representations and warranties contained in the Merger Agreement and compliance with the covenants and agreements contained in the Merger Agreement as of the Closing of the Merger. The closing of the Merger is not subject to a financing condition. Assuming the satisfaction of the conditions set forth in the Merger Agreement, the Company expects the Merger to close in the fourth calendar quarter of 2019. Upon the closing of the Merger, the Shares will be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act of 1934. |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Accounting | The accompanying unaudited consolidated financial statements include the accounts of Wesco Aircraft Holdings, Inc. and its wholly owned subsidiaries (referred to herein as Wesco or the Company) prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and with the instructions to Form 10-Q and Article 10 of Regulation S-X. The financial statements presented herein have not been audited by an independent registered public accounting firm but include all material adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary for fair statement of the financial position, results of operations and cash flows for the period. However, these results are not necessarily indicative of results for any other interim period or for the full fiscal year. The preparation of financial statements in conformity with GAAP requires us to make certain estimates and assumptions for the reporting periods covered by the financial statements. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent liabilities. Actual amounts could differ from these estimates. Our financial statements have been prepared under the assumption that our Company will continue as a going concern. Certain information and footnote disclosures normally included in financial statements in accordance with GAAP have been omitted pursuant to the rules of the Securities and Exchange Commission (the SEC). The accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended September 30, 2018 filed with the SEC on November 16, 2018 (the 2018 Form 10-K). Except for the changes below, no material changes have been made to our significant accounting policies disclosed in Note 2 of the Notes to the Consolidated Financial Statements in Part II, Item 8 of the 2018 Form 10-K. |
Revenue from Contracts with Customer | Revenue from Contracts with Customers Pursuant to Accounting Standard Codification Topic 606, Revenue from Contracts with Customers (ASC 606) , we recognize revenue when our customer obtains control of promised goods or services, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. To determine revenue recognition for arrangements that we determine are within the scope of ASC 606, we perform the following five steps: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. We recognize revenue in the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Typically, our master purchase contracts with our customer run for three to five years without minimum purchase requirements annually or for over the term of the contract, and contain termination for convenience provisions, which generally allow for our customers to terminate their contracts on short notice without meaningful penalties. Pursuant to ASC 606, we have concluded that for revenue recognition purposes, our customers’ purchase orders (P.O.'s) are considered contracts, which are supplemented by certain contract terms such as service fee arrangements and variable price considerations in our master purchase contracts. The P.O.'s are typically fulfilled within one year . Our contracts for hardware and chemical product sales have a single performance obligation. Revenues from these contract sales are recognized when the customer obtains control of our products, which occurs at a point in time, typically upon delivery in accordance with the terms of the sales contract. Services under our hardware just-in-time (JIT) arrangements are provided by us contemporaneously with the delivery of these products and are not separately identifiable from the products, and as such, once the products are delivered, we do not have a post-delivery obligation to provide services to the customer. Accordingly, the price of such services is generally included in the price of the products delivered to the customer, and revenue is recognized upon delivery of the products. Payment is generally due within 30 to 90 days of delivery; therefore, our contracts do not create significant financing components. Warranties are limited to replacement of goods that are defective upon delivery. The Company does not provide service-type warranties. Our chemical management services (CMS) contracts include the sale of chemical products as well as services such as product procurement, receiving and quality inspection, warehouse and inventory management, and waste disposal. The CMS contracts represent an end-to-end integrated chemical management solution. While each of the products and various services benefits the customer, we determined that they are a single output in the context of the CMS contract due to the significant commercial integration of these products and services. Therefore, chemical products and services provided under a CMS contract represent a single performance obligation and revenue is recognized over time for these contracts using product deliveries as our output measure of progress under the CMS contract to depict the transfer of control to the customer. We report revenue on a gross or net basis in our presentation of net sales and costs of sales based on management’s assessment of whether we act as a principal or agent in the transaction. If we are the principal in the transaction and have control of the specified good or service before that good or service is transferred to a customer, the transactions are recorded as gross in the consolidated statements of comprehensive income. If we do not act as a principal in the transaction, the transactions are recorded on a net basis in the consolidated statements of earnings and comprehensive income. This assessment requires significant judgment to evaluate indicators of control within our contracts. We base our judgment on various indicators that include whether we take possession of the products, whether we are responsible for their acceptability, whether we have inventory risk, and whether we have discretion in establishing the price paid by the customer. The majority of our revenue is recorded on a gross basis with the exception of certain gas, energy and chemical management service contracts that are recorded on a net basis. With respect to variable consideration, we apply judgment in estimating its impact to determine the amount of revenue to recognize. Sales rebates and profit-sharing arrangements are accounted for as a reduction to gross sales and recorded based upon estimates at the time products are sold. These estimates are based upon historical experience for similar programs and products. We review such rebates and profit-sharing arrangements on an ongoing basis and accruals are adjusted, if necessary, as additional information becomes available. We provide allowances for credits and returns based on historic experience and adjust such allowances as considered necessary. To date, such provisions have been within the range of our expectations and the allowance established. Returns and refunds are allowed only for materials that are defective or not compliant with the customer’s order. Sales tax collected from customers is excluded from net sales in the consolidated statements of comprehensive income. We have determined that sales backlog is not a relevant measure of our business. Few, if any, of our contracts include minimum purchase requirements, annually or over the term of the agreement. As a result, we have no material sales backlog. |
New Accounting Standards Issued and Adopted Accounting Standards | New Accounting Standards Issued In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which simplifies the current requirements for testing goodwill for impairment by eliminating the second step of the two-step impairment test to measure the amount of an impairment loss. ASU 2017-04 is effective for the Company in fiscal year 2021, including interim reporting periods within that reporting period, and all annual and interim reporting periods thereafter. Early adoption is permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 2016-02 is amended by ASU 2018-01, ASU2018-10, ASU 2018-11, ASU 2018-20 and ASU 2019-01, which FASB issued in January 2018, July 2018, July 2018, December 2018 and March 2019, respectively (collectively, the amended ASU 2016-02). The amended ASU 2016-02 requires lessees to recognize on the balance sheet a right-of-use asset, representing its right to use the underlying asset for the lease term, and a lease liability for all leases with terms greater than 12 months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from current GAAP. The amended ASU 2016-02 retains a distinction between finance leases (i.e. capital leases under current GAAP) and operating leases. The classification criteria for distinguishing between finance leases and operating leases will be substantially similar to the classification criteria for distinguishing between capital leases and operating leases under current GAAP. The amended ASU 2016-02 also requires qualitative and quantitative disclosures designed to assess the amount, timing, and uncertainty of cash flows arising from leases. A modified retrospective transition approach is permitted to be used when an entity adopts the amended ASU 2016-02, which includes a number of optional practical expedients that entities may elect to apply. The amended ASU 2016-02 is effective for the Company in fiscal year 2020 and interim periods therein, with early application permitted. We are currently evaluating the impact of this guidance on our consolidated financial statements. We have compiled our worldwide lease population, completed our evaluation of the completeness of our lease population and are in the process of uploading our leases into a new cloud-based lease accounting system. The adoption of the amended ASU 2016-02 is expected to result in material increases to our balance sheet for the recognition of right-of-use assets and lease liabilities. As of September 30, 2018, total future minimum payments under our operating leases amounted to $50.8 million . Adopted Accounting Standards On October 1, 2018, we adopted ASU 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which affects the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements of financial instruments. The adoption of ASU 2016-01 did not have a material impact on our consolidated financial statements. On October 1, 2018, we adopted ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting, which specifies the modification accounting applicable to any entity that changes the terms or conditions of a share-based payment award. The adoption of ASU 2017-09 did not have a material impact on our consolidated financial statements. Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 is amended by ASU 2015-14, ASU 2016-08, ASU 2016-10, ASU 2016-11, ASU 2016-12, ASU 2016-20, ASU 2017-10, ASU 2017-13 and ASU 2017-14, which the FASB issued in August 2015, March 2016, April 2016, May 2016, May 2016, December 2016, May 2017, September 2017 and November 2017, respectively (collectively, the amended ASU 2014-09). The amended ASU 2014-09 provides a single comprehensive model for the recognition of revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. It requires an entity to recognize revenue when the entity transfers 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. The amended ASU 2014-09 creates a five-step model that requires entities to exercise judgment when considering the terms of contract(s), which includes (1) identifying the contract(s) with the customer, (2) identifying the separate performance obligations in the contract, (3) determining the transaction price, (4) allocating the transaction price to the separate performance obligations, and (5) recognizing revenue as each performance obligation is satisfied. The amended ASU 2014-09 requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including qualitative and quantitative information about contracts with customers, significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. Effective October 1, 2018, we adopted the amended ASU 2014-09 (ASC 606) using the modified retrospective method of adoption, which resulted in no changes to our opening consolidated balance sheet at the beginning of October 1, 2018. Our initial and incremental contract acquisition costs including sign up commissions and set up costs, which are required to be capitalized under ASC 606, are insignificant and expensed as incurred. Our revenues recognized under ASC 606 for the three and nine months ended June 30, 2019 were not materially different from what would have been recognized under the previous revenue standard, ASC 605, that is superseded. Prior period consolidated statements of earnings and comprehensive income remain unchanged. We have designed and implemented internal controls, policies and processes to comply with ASC 606 . The additional disclosures required by ASC 606 are included in Note 1 and Note 9. |
Equity Method Investments | Equity Method Investment We apply the equity method of accounting for investments in which we have significant influence but not a controlling interest. Our APAC reporting unit has an equity investment in a joint venture in China, the carrying value of which was $7.4 million and $10.4 million as of June 30, 2019 and September 30, 2018, respectively, and was included in “Other assets” in the unaudited Consolidated Balance Sheets. During the three months ended June 30, 2019, we recorded an impairment charge of $3.0 million ( $2.3 million net of income taxes) resulting from a decline in value below the carrying amount of our equity method investment which we determined was other than temporary in nature. |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | As of June 30, 2019 , goodwill consists of the following (in thousands): Americas EMEA APAC Total Goodwill as of September 30, 2018, gross $ 773,384 $ 51,190 $ 16,955 $ 841,529 Accumulated impairment (569,201 ) — (5,684 ) (574,885 ) Goodwill as of September 30, 2018, net 204,183 51,190 11,271 266,644 Changes during the period — — — — Goodwill as of June 30, 2019, gross 773,384 51,190 16,955 841,529 Accumulated impairment (569,201 ) — (5,684 ) (574,885 ) Goodwill as of June 30, 2019, net $ 204,183 $ 51,190 $ 11,271 $ 266,644 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of derivative instruments | The following table summarizes the notional principal amounts at June 30, 2019 , and September 30, 2018 of our outstanding interest rate swap agreements discussed above (in thousands). Derivative Notional June 30, 2019 September 30, 2018 Instruments designated as accounting hedges: Interest rate swap contracts $ 398,300 $ 435,800 |
Schedule of derivative instruments in statement of financial position, fair value | The following table provides the location and fair value amounts of our financial instruments, which are reported in our consolidated balance sheets as of June 30, 2019 and September 30, 2018 (in thousands). Fair Value Balance Sheet Locations June 30, 2019 September 30, 2018 Instruments designated as accounting hedge: Interest rate swap contracts Other current assets $ 34 $ 1,045 Interest rate swap contracts Other assets — 1,051 Interest rate swap contracts Accrued expenses and other current liabilities 3,038 289 Interest rate swap contracts Other liabilities 2,431 — |
Derivative instruments, gain (loss) | The following table provides the (gain) losses of our cash flow hedging instruments (net of income tax benefit), which were transferred from AOCI to interest expense on our consolidated statements of earnings and comprehensive income during the three and nine months ended June 30, 2019 and 2018 (in thousands). Location in Consolidated Statements of Earnings and Comprehensive Income Three Months Ended Nine Months Ended Cash Flow Hedge 2019 2018 2019 2018 Interest rate swap contracts Interest (income) expense, net $ (27 ) $ (20 ) $ (97 ) $ 841 Total interest expense, net presented in the consolidated statements of earnings and comprehensive income in which the above effects of cash flow hedges are recorded $ 12,878 $ 12,717 $ 38,180 $ 36,520 The following table provides the effective portion of the amount of (loss) gain recognized in other comprehensive income (net of income taxes) for the three and nine months ended June 30, 2019 and 2018 (in thousands). Three Months Ended Nine Months Ended Cash Flow Hedge 2019 2018 2019 2018 Interest rate swap contracts $ (1,892 ) $ (91 ) $ (5,174 ) $ 2,740 |
Schedule of accumulated other comprehensive income (loss) | The following table provides a summary of changes to our AOCI related to our cash flow hedging instrument (net of income taxes) during the three and nine months ended June 30, 2019 (in thousands). AOCI - Unrealized (Loss) Gain on Hedging Instruments Three Months Ended June 30, 2019 Nine Months Ended June 30, 2019 Balance at beginning of period $ (1,977 ) $ 1,375 Change in fair value of hedging instruments (1,892 ) (5,174 ) Amounts reclassified to earnings (27 ) (97 ) Net current period other comprehensive loss (1,919 ) (5,271 ) Balance at end of period $ (3,896 ) $ (3,896 ) |
Schedule of carrying values and estimated fair values of debt instruments | The principal amounts and fair values of the debt instruments and interest rate swap agreements were as follows (in thousands): June 30, 2019 September 30, 2018 Principal Amount Fair Value Principal Amount Fair Value Term loan A facility $ 345,000 $ 341,550 $ 360,000 $ 357,840 Term loan B facility 440,562 433,514 440,562 432,192 Revolving facility 38,000 38,000 54,000 54,000 Interest rate swap contract liability (assets), net 5,435 5,435 (1,807 ) (1,807 ) |
Schedule of fair value, assets and liabilities measured on recurring basis | The following tables provide the valuation hierarchy classification of assets and liabilities that are carried at fair value and measured on a recurring basis in our consolidated balance sheets as of June 30, 2019 and September 30, 2018 (in thousands). June 30, 2019 Balance Sheet Locations Total Level 1 Level 2 Level 3 Instruments designated as accounting hedge: Interest rate swap contracts Other current assets $ 34 $ — $ 34 $ — Interest rate swap contracts Accrued expenses and other current liabilities 3,038 — 3,038 — Interest rate swap contracts Other liabilities 2,431 — 2,431 — September 30, 2018 Balance Sheet Locations Total Level 1 Level 2 Level 3 Instrument designated as accounting hedge: Interest rate swap contracts Other current assets $ 1,045 $ — $ 1,045 $ — Interest rate swap contracts Other assets 1,051 — 1,051 — Interest rate swap contracts Accrued expenses and other current liabilities 289 — 289 — |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of debt | Long-term debt consists of the following (in thousands): June 30, 2019 September 30, 2018 Principal Amount Deferred Debt Issuance Costs Carrying Amount Principal Amount Deferred Debt Issuance Costs Carrying Amount Term loan A facility $ 345,000 $ (3,820 ) $ 341,180 $ 360,000 $ (5,842 ) $ 354,158 Term loan B facility 440,562 (2,030 ) 438,532 440,562 (2,943 ) 437,619 Revolving facility 38,000 — 38,000 54,000 — 54,000 823,562 (5,850 ) 817,712 854,562 (8,785 ) 845,777 Less: current portion 58,000 — 58,000 74,000 — 74,000 Non-current portion $ 765,562 $ (5,850 ) $ 759,712 $ 780,562 $ (8,785 ) $ 771,777 |
Total deferred financing costs | The following table summarizes the total deferred debt issuance costs for the term loan A facility, the term loan B facility and the revolving facility as of June 30, 2019 and September 30, 2018 (dollars in thousands). The remaining deferred debt issuance costs as of June 30, 2019 will be amortized over their remaining terms. Term Loan A Facility Term Loan B Facility Revolving Facility Total Deferred debt issuance costs as of September 30, 2018 $ 5,842 $ 2,943 $ 2,827 $ 11,612 Amortization of deferred debt issuance costs (2,022 ) (913 ) (979 ) (3,914 ) Deferred debt issuance costs as of June 30, 2019 $ 3,820 $ 2,030 $ 1,848 $ 7,698 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Schedule of comprehensive income | Comprehensive income, which is net of income taxes, consists of the following (in thousands): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Net income $ 14,114 $ 10,754 $ 32,417 $ 25,380 Foreign currency translation gain (loss) 343 (3,015 ) (537 ) (1,731 ) Unrealized (loss) gain on cash flow hedging instruments (1,919 ) (91 ) (5,271 ) 2,740 Total comprehensive income $ 12,538 $ 7,648 $ 26,609 $ 26,389 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of net income per share | The following table provides our basic and diluted net income per share for the three and nine months ended June 30, 2019 and 2018 (dollars in thousands except share data): Three Months Ended Nine Months Ended 2019 2018 2019 2018 Net income $ 14,114 $ 10,754 $ 32,417 $ 25,380 Basic weighted average shares outstanding 99,647,188 99,180,632 99,586,122 99,137,710 Dilutive effect of stock options and restricted stock 558,287 558,585 443,336 258,903 Dilutive weighted average shares outstanding 100,205,475 99,739,217 100,029,458 99,396,613 Basic net income per share $ 0.14 $ 0.11 $ 0.33 $ 0.26 Diluted net income per share $ 0.14 $ 0.11 $ 0.32 $ 0.26 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of net sales and other financial information by business segment | The following tables present operating and financial information by business segment (in thousands): Three Months Ended June 30, 2019 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 364,098 $ 63,634 $ 14,642 $ — $ 442,374 Income (loss) from operations 32,852 (1,948 ) 1,492 (9,894 ) 22,502 Interest expense, net (11,518 ) (1,336 ) (24 ) — (12,878 ) Capital expenditures 8,271 161 53 — 8,485 Depreciation and amortization 6,160 898 104 — 7,162 Three Months Ended June 30, 2018 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 333,602 $ 66,728 $ 10,029 $ — $ 410,359 Income from operations 35,979 4,749 332 (11,732 ) 29,328 Interest expense, net (11,115 ) (1,578 ) (24 ) — (12,717 ) Capital expenditures 997 75 28 — 1,100 Depreciation and amortization 6,417 863 88 — 7,368 Nine Months Ended June 30, 2019 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 1,032,524 $ 191,672 $ 39,963 $ — $ 1,264,159 Income from operations 97,236 2,326 3,722 (28,864 ) 74,420 Interest expense, net (33,918 ) (4,187 ) (75 ) — (38,180 ) Capital expenditures 14,818 1,085 578 — 16,481 Depreciation and amortization 18,441 2,612 274 — 21,327 Nine Months Ended June 30, 2018 Americas EMEA APAC Unallocated Corporate Costs Consolidated Net sales $ 936,367 $ 199,113 $ 28,153 $ — $ 1,163,633 Income from operations 96,867 16,731 2,607 (29,109 ) 87,096 Interest expense, net (32,706 ) (3,739 ) (75 ) — (36,520 ) Capital expenditures 3,367 475 167 — 4,009 Depreciation and amortization 19,076 2,598 235 — 21,909 As of June 30, 2019 Americas EMEA APAC Consolidated Total assets $ 1,498,600 $ 270,957 $ 66,626 $ 1,836,183 Goodwill 204,183 51,190 11,271 266,644 As of September 30, 2018 Americas EMEA APAC Consolidated Total assets $ 1,485,453 $ 248,937 $ 55,086 $ 1,789,476 Goodwill 204,183 51,190 11,271 266,644 |
Schedule of net sales by product categories | Net sales by product categories for the three months and nine months ended June 30, 2019 were as follows (dollars in thousands): Three Months Ended June 30, 2019 Americas EMEA APAC Consolidated Sales % of Total Sales % of Total Sales % of Total Sales % of Total Hardware $ 168,220 46.2 % $ 28,253 44.4 % $ 5,675 38.8 % $ 202,148 45.7 % Chemicals (1) 148,985 40.9 % 31,379 49.3 % 7,668 52.4 % 188,032 42.5 % Electronic components 31,530 8.7 % 2,107 3.3 % 310 2.1 % 33,947 7.7 % Bearings 7,946 2.2 % 1,176 1.8 % 546 3.7 % 9,668 2.2 % Machined parts and other 7,417 2.0 % 719 1.2 % 443 3.0 % 8,579 1.9 % Total $ 364,098 100.0 % $ 63,634 100.0 % $ 14,642 100.0 % $ 442,374 100.0 % Nine Months Ended June 30, 2019 Americas EMEA APAC Consolidated Sales % of Total Sales % of Total Sales % of Total Sales % of Total Hardware $ 484,380 46.9 % $ 84,858 44.3 % $ 13,768 34.5 % $ 583,006 46.1 % Chemicals (1) 420,890 40.8 % 92,374 48.2 % 21,382 53.5 % 534,646 42.3 % Electronic components 87,454 8.5 % 5,901 3.0 % 948 2.4 % 94,303 7.5 % Bearings 17,275 1.6 % 4,189 2.2 % 2,730 6.8 % 24,194 1.9 % Machined parts and other 22,525 2.2 % 4,350 2.3 % 1,135 2.8 % 28,010 2.2 % Total $ 1,032,524 100.0 % $ 191,672 100.0 % $ 39,963 100.0 % $ 1,264,159 100.0 % (1) Includes CMS contracts |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income tax expense (benefit) | Three Months Ended Nine Months Ended (dollars in thousands) 2019 2018 2019 2018 Benefit (provision) for income taxes $ 7,377 $ (6,096 ) $ (405 ) $ (25,587 ) Effective tax rate (82.0 )% 36.2 % 1.2 % 50.2 % |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of shareholders' equity | The following tables provide changes to our shareholders' equity for the three months ended June 30, 2019 and 2018 (dollars in thousands): Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at March 31, 2019 99,743,379 $ 100 $ 449,173 $ (87,212 ) $ 349,122 $ 711,183 Issuance of common stock 5,684 — 25 — — 25 Settlement on restricted stock tax withholding — — (14 ) — — (14 ) Stock-based compensation expense — — 2,360 — — 2,360 Net income — — — — 14,114 14,114 Other comprehensive loss — — — (1,576 ) — (1,576 ) Balance at June 30, 2019 99,749,063 $ 100 $ 451,544 $ (88,788 ) $ 363,236 $ 726,092 Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at March 31, 2018 99,490,648 $ 99 $ 440,143 $ (80,511 ) $ 312,361 $ 672,092 Issuance of common stock 3,234 — 30 — 1 31 Settlement on restricted stock tax withholding — — (26 ) — — (26 ) Stock-based compensation expense — — 2,598 — — 2,598 Net income — — — — 10,754 10,754 Other comprehensive loss — — — (3,106 ) — (3,106 ) Balance at June 30, 2018 99,493,882 $ 99 $ 442,745 $ (83,617 ) $ 323,116 $ 682,343 The following tables provide changes to our shareholders' equity for the nine months ended June 30, 2019 and 2018 (dollars in thousands): Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at September 30, 2018 99,557,885 $ 99 $ 444,531 $ (82,980 ) $ 330,819 $ 692,469 Issuance of common stock 191,178 1 37 — — 38 Settlement on restricted stock tax withholding — — (442 ) — — (442 ) Stock-based compensation expense — — 7,418 — — 7,418 Net income — — — — 32,417 32,417 Other comprehensive loss — — — (5,808 ) — (5,808 ) Balance at June 30, 2019 99,749,063 $ 100 $ 451,544 $ (88,788 ) $ 363,236 $ 726,092 Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Retained Earnings Total Shareholders' Equity Shares Amount Balance at September 30, 2017 99,450,902 $ 99 $ 436,522 $ (84,626 ) $ 297,736 $ 649,731 Issuance of common stock 42,980 — 63 — — 63 Settlement on restricted stock tax withholding — — (126 ) — — (126 ) Stock-based compensation expense — — 6,286 — — 6,286 Net income — — — — 25,380 25,380 Other comprehensive income — — — 1,009 — 1,009 Balance at June 30, 2018 99,493,882 $ 99 $ 442,745 $ (83,617 ) $ 323,116 $ 682,343 |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies - Revenue from Contracts with Customers (Details) | 6 Months Ended | 9 Months Ended |
Mar. 31, 2019 | Jun. 30, 2019 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Performance obligation, expected timing satisfaction | 1 year | |
Minimum | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Master purchase contract, terms | 3 years | |
Revenue, payment terms | 30 days | |
Maximum | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Master purchase contract, terms | 5 years | |
Revenue, payment terms | 90 days |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies - Equity Method Investment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2018 | |
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investment impairment charge | $ 2,966 | $ 0 | |||
Equity method investment impairment charge, net of income taxes | $ 2,257 | $ 0 | 2,257 | $ 0 | |
APAC | Joint venture in China | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity method investment, carrying value | 7,400 | $ 7,400 | $ 10,400 | ||
Equity method investment impairment charge | 3,000 | ||||
Equity method investment impairment charge, net of income taxes | $ 2,300 |
(Details)
(Details) $ in Millions | Sep. 30, 2018USD ($) |
Accounting Policies [Abstract] | |
Operating leases, future minimum payments due | $ 50.8 |
Inventory (Details)
Inventory (Details) - Excess and Obsolete (E&O) Inventory - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Inventory [Line Items] | ||||
Inventory adjustment, cost of sales, net | $ (4.1) | $ 6.2 | $ (1.6) | $ 11 |
Inventory adjustment, additional expense | 2.4 | 12.9 | 17 | 28.1 |
Inventory adjustment, sales and disposals | $ 6.5 | $ 6.7 | $ 18.6 | $ 17.1 |
Goodwill - Schedule of Goodwill
Goodwill - Schedule of Goodwill (Details) $ in Thousands | 9 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | $ 841,529 |
Accumulated impairment, beginning balance | (574,885) |
Goodwill, net, beginning balance | 266,644 |
Changes during the period | 0 |
Goodwill, gross, ending balance | 841,529 |
Accumulated impairment, ending balance | (574,885) |
Goodwill, net, ending balance | 266,644 |
Americas | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 773,384 |
Accumulated impairment, beginning balance | (569,201) |
Goodwill, net, beginning balance | 204,183 |
Changes during the period | 0 |
Goodwill, gross, ending balance | 773,384 |
Accumulated impairment, ending balance | (569,201) |
Goodwill, net, ending balance | 204,183 |
EMEA | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 51,190 |
Accumulated impairment, beginning balance | 0 |
Goodwill, net, beginning balance | 51,190 |
Changes during the period | 0 |
Goodwill, gross, ending balance | 51,190 |
Accumulated impairment, ending balance | 0 |
Goodwill, net, ending balance | 51,190 |
APAC | |
Goodwill [Roll Forward] | |
Goodwill, gross, beginning balance | 16,955 |
Accumulated impairment, beginning balance | (5,684) |
Goodwill, net, beginning balance | 11,271 |
Changes during the period | 0 |
Goodwill, gross, ending balance | 16,955 |
Accumulated impairment, ending balance | (5,684) |
Goodwill, net, ending balance | $ 11,271 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Cash Flow Hedges of Interest Rate Risk (Details) $ in Thousands | 9 Months Ended | |
Jun. 30, 2019USD ($)interest_rate_swap_agreement | Sep. 30, 2018USD ($) | |
Designated as hedging instrument | Interest rate swap | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 398,300 | $ 435,800 |
Cash flow hedging | Interest rate swap | ||
Derivative [Line Items] | ||
Derivative instrument, gain (loss) reclassification from AOCI to income | $ 3,000 | |
Cash flow hedging | Interest rate swap one | ||
Derivative [Line Items] | ||
Derivative, fixed interest rate (as a percent) | 2.2625% | |
Cash flow hedging | Interest rate swap two | ||
Derivative [Line Items] | ||
Derivative, fixed interest rate (as a percent) | 2.79% | |
Cash flow hedging | Designated as hedging instrument | Interest rate swap one | ||
Derivative [Line Items] | ||
Number of interest rate derivatives held | interest_rate_swap_agreement | 3 | |
Derivative, notional amount | $ 200,000 | |
Cash flow hedging | Designated as hedging instrument | Interest rate swap two | ||
Derivative [Line Items] | ||
Number of interest rate derivatives held | interest_rate_swap_agreement | 2 | |
Derivative, notional amount | $ 198,300 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Non-Designated Derivatives (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Designated as hedging instrument | Interest rate swap | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 398,300 | $ 435,800 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Location and Fair Value Amounts of Financial Instruments (Details) - Designated as hedging instrument - Interest rate swap - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Other current assets | ||
Derivative [Line Items] | ||
Derivative assets | $ 34 | $ 1,045 |
Other assets | ||
Derivative [Line Items] | ||
Derivative assets | 1,051 | |
Accrued expenses and other current liabilities | ||
Derivative [Line Items] | ||
Derivative liabilities | 3,038 | 289 |
Other liabilities | ||
Derivative [Line Items] | ||
Derivative liabilities | 2,431 | |
Cash flow hedging | Other current assets | ||
Derivative [Line Items] | ||
Derivative assets | 34 | 1,045 |
Cash flow hedging | Other assets | ||
Derivative [Line Items] | ||
Derivative assets | 0 | 1,051 |
Cash flow hedging | Accrued expenses and other current liabilities | ||
Derivative [Line Items] | ||
Derivative liabilities | 3,038 | 289 |
Cash flow hedging | Other liabilities | ||
Derivative [Line Items] | ||
Derivative liabilities | $ 2,431 | $ 0 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Cash Flow Hedge Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative [Line Items] | ||||
Interest expense, net | $ 12,878 | $ 12,717 | $ 38,180 | $ 36,520 |
Reclassification out of AOCI | Interest rate swap | ||||
Derivative [Line Items] | ||||
Gain (loss) on fair value hedging | $ (27) | $ (20) | $ (97) | $ 841 |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Effective Portion of (Loss) Gain Recognized In OCI (Details) - Designated as hedging instrument - Cash flow hedging - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Derivative [Line Items] | ||||
Other comprehensive income (loss), effective portion of cash flow hedge | $ (1,892) | $ (5,174) | ||
Interest rate swap | ||||
Derivative [Line Items] | ||||
Other comprehensive income (loss), effective portion of cash flow hedge | $ (1,892) | $ (91) | $ (5,174) | $ 2,740 |
Fair Value of Financial Instr_8
Fair Value of Financial Instruments - Changes in AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 711,183 | $ 672,092 | $ 692,469 | $ 649,731 |
Net current period other comprehensive loss | (1,576) | (3,106) | (5,808) | 1,009 |
Ending Balance | 726,092 | $ 682,343 | 726,092 | $ 682,343 |
Designated as hedging instrument | Cash flow hedging | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (1,977) | 1,375 | ||
Change in fair value of hedging instruments | (1,892) | (5,174) | ||
Amounts reclassified to earnings | (27) | (97) | ||
Net current period other comprehensive loss | (1,919) | (5,271) | ||
Ending Balance | $ (3,896) | $ (3,896) |
Fair Value of Financial Instr_9
Fair Value of Financial Instruments - Other Financial Instruments (Details) - Level 2 - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Interest rate swap | Principal Amount | ||
Fair value of financial instruments | ||
Interest rate swap contract liability (assets), net | $ 5,435 | $ (1,807) |
Interest rate swap | Fair Value | ||
Fair value of financial instruments | ||
Interest rate swap contract liability (assets), net | 5,435 | (1,807) |
Term loan A facility | Principal Amount | ||
Fair value of financial instruments | ||
Long term debt | 345,000 | 360,000 |
Term loan A facility | Fair Value | ||
Fair value of financial instruments | ||
Long term debt | 341,550 | 357,840 |
Term loan B facility | Principal Amount | ||
Fair value of financial instruments | ||
Long term debt | 440,562 | 440,562 |
Term loan B facility | Fair Value | ||
Fair value of financial instruments | ||
Long term debt | 433,514 | 432,192 |
Revolving facility | Principal Amount | ||
Fair value of financial instruments | ||
Long term debt | 38,000 | 54,000 |
Revolving facility | Fair Value | ||
Fair value of financial instruments | ||
Long term debt | $ 38,000 | $ 54,000 |
Fair Value of Financial Inst_10
Fair Value of Financial Instruments - Fair Value Measurement (Details) - Designated as hedging instrument - Interest rate swap - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Other current assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 34 | $ 1,045 |
Other assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,051 | |
Accrued expenses and other current liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 3,038 | 289 |
Other liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 2,431 | |
Level 1 | Other current assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 1 | Other assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Level 1 | Accrued expenses and other current liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | 0 |
Level 1 | Other liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | |
Level 2 | Other current assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 34 | 1,045 |
Level 2 | Other assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,051 | |
Level 2 | Accrued expenses and other current liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 3,038 | 289 |
Level 2 | Other liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 2,431 | |
Level 3 | Other current assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | 0 |
Level 3 | Other assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 0 | |
Level 3 | Accrued expenses and other current liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | $ 0 |
Level 3 | Other liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | $ 0 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Long-term Debt, by Current and Noncurrent [Abstract] | ||
Principal Amount | $ 823,562 | $ 854,562 |
Deferred Debt Issuance Costs | (5,850) | (8,785) |
Carrying Amount | 817,712 | 845,777 |
Less: current portion | 58,000 | 74,000 |
Long-term debt, less current portion, gross | 765,562 | 780,562 |
Long-term debt, less current portion, net | 759,712 | 771,777 |
Revolving facility | ||
Long-term Debt, by Current and Noncurrent [Abstract] | ||
Principal Amount | 38,000 | 54,000 |
Deferred Debt Issuance Costs | 0 | 0 |
Carrying Amount | 38,000 | 54,000 |
Senior secured debt | Term loan A facility | ||
Long-term Debt, by Current and Noncurrent [Abstract] | ||
Principal Amount | 345,000 | 360,000 |
Deferred Debt Issuance Costs | (3,820) | (5,842) |
Carrying Amount | 341,180 | 354,158 |
Senior secured debt | Term loan B facility | ||
Long-term Debt, by Current and Noncurrent [Abstract] | ||
Principal Amount | 440,562 | 440,562 |
Deferred Debt Issuance Costs | (2,030) | (2,943) |
Carrying Amount | $ 438,532 | $ 437,619 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) | 9 Months Ended | |||||||||||
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019GBP (£) | Sep. 30, 2018USD ($) | |
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 823,562,000 | $ 854,562,000 | ||||||||||
Proceeds from short-term borrowings | 57,000,000 | $ 67,500,000 | ||||||||||
Repayment of short-term borrowings | $ 73,000,000 | $ 41,000,000 | ||||||||||
Credit agreement, scenario one | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Excess cash flow percentage | 75.00% | 75.00% | ||||||||||
Credit agreement, scenario two | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Excess cash flow percentage | 50.00% | 50.00% | ||||||||||
Credit agreement, scenario two | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 3 | 3 | ||||||||||
Credit agreement, scenario two | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 4 | 4 | ||||||||||
Credit agreement, scenario three | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Excess cash flow percentage | 25.00% | 25.00% | ||||||||||
Credit agreement, scenario three | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 2.50 | 2.50 | ||||||||||
Credit agreement, scenario three | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 3 | 3 | ||||||||||
Credit agreement, scenario four | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 2.50 | 2.50 | ||||||||||
Excess cash flow percentage | 0.00% | 0.00% | ||||||||||
Revolving facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Revolving line of credit | $ 180,000,000 | |||||||||||
Principal amount | 38,000,000 | 54,000,000 | ||||||||||
Line of credit facility, current borrowing capacity | 141,000,000 | |||||||||||
Proceeds from short-term borrowings | 57,000,000 | |||||||||||
Repayment of short-term borrowings | $ 73,000,000 | |||||||||||
Interest rate at end of period (as a percent) | 5.42% | 5.42% | ||||||||||
Debt instrument, term | 90 days | |||||||||||
Covenant terms net, debt to EBITDA ratio, current | 4.02 | 4.02 | ||||||||||
Revolving facility | Scenario, forecast | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 3 | 4 | 4.75 | |||||||||
Revolving facility | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 5.25 | 5.25 | ||||||||||
Revolving facility | Maximum | Scenario, forecast | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Covenant terms net, debt to EBITDA ratio | 4 | 4 | 4 | 4.75 | 4.75 | |||||||
Revolving facility | Eurocurrency | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 2.00% | |||||||||||
Revolving facility | Eurocurrency | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 3.00% | |||||||||||
Revolving facility | Alternate base rate | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 1.00% | |||||||||||
Revolving facility | Alternate base rate | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 2.00% | |||||||||||
Letter of credit | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Letter of credit outstanding | $ 1,000,000 | |||||||||||
Foreign line of credit | Wesco Aircraft Europe Limited | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Revolving line of credit | $ 6,300,000 | £ 5,000,000 | ||||||||||
Line of credit facility, current borrowing capacity | £ | £ 5,000,000 | |||||||||||
Foreign line of credit | Base rate | Wesco Aircraft Europe Limited | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 1.65% | |||||||||||
Senior secured debt | Term loan A facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 400,000,000 | |||||||||||
Principal amount | 345,000,000 | 360,000,000 | ||||||||||
Quarterly payments of debt | $ 15,000,000 | |||||||||||
Debt instrument, quarterly periodic payment principal percentage, year one (as a percent) | 1.25% | 1.25% | ||||||||||
Interest rate at end of period (as a percent) | 5.44% | 5.44% | ||||||||||
Senior secured debt | Term loan A facility | Eurocurrency | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 2.00% | |||||||||||
Senior secured debt | Term loan A facility | Eurocurrency | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 3.00% | |||||||||||
Senior secured debt | Term loan A facility | Alternate base rate | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 1.00% | |||||||||||
Senior secured debt | Term loan A facility | Alternate base rate | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 2.00% | |||||||||||
Senior secured debt | Term loan B facility | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Principal amount | $ 525,000,000 | |||||||||||
Principal amount | $ 440,562,000 | $ 440,562,000 | ||||||||||
Interest rate at end of period (as a percent) | 4.94% | 4.94% | ||||||||||
Debt instrument, quarterly periodic payment principal percentage (as a percent) | 0.25% | 0.25% | ||||||||||
Senior secured debt | Term loan B facility | Eurocurrency | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 2.50% | |||||||||||
Senior secured debt | Term loan B facility | Eurocurrency | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, variable interest rate (as a percent) | 0.75% | |||||||||||
Senior secured debt | Term loan B facility | Alternate base rate | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Applicable margin rate (as a percent) | 1.50% | |||||||||||
Senior secured debt | Term loan B facility | Alternate base rate | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, variable interest rate (as a percent) | 1.75% |
Long-Term Debt - Deferred Finan
Long-Term Debt - Deferred Financing Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Sep. 30, 2018 |
Debt Instrument [Line Items] | ||
Deferred debt issuance costs | $ 7,698 | $ 11,612 |
Amortization of deferred debt issuance costs | (3,914) | |
Revolving facility | ||
Debt Instrument [Line Items] | ||
Deferred debt issuance costs | 1,848 | 2,827 |
Amortization of deferred debt issuance costs | (979) | |
Senior secured debt | Term loan A facility | ||
Debt Instrument [Line Items] | ||
Deferred debt issuance costs | 3,820 | 5,842 |
Amortization of deferred debt issuance costs | (2,022) | |
Senior secured debt | Term loan B facility | ||
Debt Instrument [Line Items] | ||
Deferred debt issuance costs | 2,030 | $ 2,943 |
Amortization of deferred debt issuance costs | $ (913) |
Comprehensive Income (Details)
Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||||
Net income | $ 14,114 | $ 10,754 | $ 32,417 | $ 25,380 |
Foreign currency translation gain (loss) | 343 | (3,015) | (537) | (1,731) |
Unrealized (loss) gain on cash flow hedging instruments | (1,919) | (91) | (5,271) | 2,740 |
Comprehensive income | $ 12,538 | $ 7,648 | $ 26,609 | $ 26,389 |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share Reconciliation [Abstract] | ||||
Net income | $ 14,114 | $ 10,754 | $ 32,417 | $ 25,380 |
Basic weighted average shares outstanding (in shares) | 99,647,188 | 99,180,632 | 99,586,122 | 99,137,710 |
Dilutive effect of stock options and restricted stock (in shares) | 558,287 | 558,585 | 443,336 | 258,903 |
Dilutive weighted average shares outstanding (in shares) | 100,205,475 | 99,739,217 | 100,029,458 | 99,396,613 |
Basic net income per share (in dollars per share) | $ 0.14 | $ 0.11 | $ 0.33 | $ 0.26 |
Diluted net income per share (in dollars per share) | $ 0.14 | $ 0.11 | $ 0.32 | $ 0.26 |
Common stock equivalents not included in diluted calculation due to anti-dilutive effect (in shares) | 2,498,189 | 2,367,729 | 3,122,135 | 2,874,825 |
Segment Reporting - Operating a
Segment Reporting - Operating and Financial Information by Business Segment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)reportable_segment | Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($) | |
Segment Reporting [Line Items] | |||||
Number of reportable segments | reportable_segment | 3 | ||||
Net sales | $ 442,374 | $ 410,359 | $ 1,264,159 | $ 1,163,633 | |
Income (loss) from operations | 22,502 | 29,328 | 74,420 | 87,096 | |
Interest expense, net | (12,878) | (12,717) | (38,180) | (36,520) | |
Capital expenditures | 8,485 | 1,100 | 16,481 | 4,009 | |
Depreciation and amortization | 7,162 | 7,368 | 21,327 | 21,909 | |
Total assets | 1,836,183 | 1,836,183 | $ 1,789,476 | ||
Goodwill | 266,644 | 266,644 | 266,644 | ||
Americas | |||||
Segment Reporting [Line Items] | |||||
Goodwill | 204,183 | 204,183 | 204,183 | ||
EMEA | |||||
Segment Reporting [Line Items] | |||||
Goodwill | 51,190 | 51,190 | 51,190 | ||
APAC | |||||
Segment Reporting [Line Items] | |||||
Goodwill | 11,271 | 11,271 | 11,271 | ||
Operating segments | Americas | |||||
Segment Reporting [Line Items] | |||||
Net sales | 364,098 | 333,602 | 1,032,524 | 936,367 | |
Income (loss) from operations | 32,852 | 35,979 | 97,236 | 96,867 | |
Interest expense, net | (11,518) | (11,115) | (33,918) | (32,706) | |
Capital expenditures | 8,271 | 997 | 14,818 | 3,367 | |
Depreciation and amortization | 6,160 | 6,417 | 18,441 | 19,076 | |
Total assets | 1,498,600 | 1,498,600 | 1,485,453 | ||
Goodwill | 204,183 | 204,183 | 204,183 | ||
Operating segments | EMEA | |||||
Segment Reporting [Line Items] | |||||
Net sales | 63,634 | 66,728 | 191,672 | 199,113 | |
Income (loss) from operations | (1,948) | 4,749 | 2,326 | 16,731 | |
Interest expense, net | (1,336) | (1,578) | (4,187) | (3,739) | |
Capital expenditures | 161 | 75 | 1,085 | 475 | |
Depreciation and amortization | 898 | 863 | 2,612 | 2,598 | |
Total assets | 270,957 | 270,957 | 248,937 | ||
Goodwill | 51,190 | 51,190 | 51,190 | ||
Operating segments | APAC | |||||
Segment Reporting [Line Items] | |||||
Net sales | 14,642 | 10,029 | 39,963 | 28,153 | |
Income (loss) from operations | 1,492 | 332 | 3,722 | 2,607 | |
Interest expense, net | (24) | (24) | (75) | (75) | |
Capital expenditures | 53 | 28 | 578 | 167 | |
Depreciation and amortization | 104 | 88 | 274 | 235 | |
Total assets | 66,626 | 66,626 | 55,086 | ||
Goodwill | 11,271 | 11,271 | $ 11,271 | ||
Unallocated Corporate Costs | |||||
Segment Reporting [Line Items] | |||||
Net sales | 0 | 0 | 0 | 0 | |
Income (loss) from operations | (9,894) | (11,732) | (28,864) | (29,109) | |
Interest expense, net | 0 | 0 | 0 | 0 | |
Capital expenditures | 0 | 0 | 0 | 0 | |
Depreciation and amortization | $ 0 | $ 0 | $ 0 | $ 0 |
Segment Reporting - Product and
Segment Reporting - Product and Services Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 442,374 | $ 410,359 | $ 1,264,159 | $ 1,163,633 |
% of Total | 100.00% | 100.00% | ||
Hardware | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 202,148 | $ 583,006 | ||
% of Total | 45.70% | 46.10% | ||
Chemicals | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 188,032 | $ 534,646 | ||
% of Total | 42.50% | 42.30% | ||
Electronic components | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 33,947 | $ 94,303 | ||
% of Total | 7.70% | 7.50% | ||
Bearings | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 9,668 | $ 24,194 | ||
% of Total | 2.20% | 1.90% | ||
Machined parts and other | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 8,579 | $ 28,010 | ||
% of Total | 1.90% | 2.20% | ||
Operating segments | Americas | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 364,098 | 333,602 | $ 1,032,524 | 936,367 |
% of Total | 100.00% | 100.00% | ||
Operating segments | Americas | Hardware | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 168,220 | $ 484,380 | ||
% of Total | 46.20% | 46.90% | ||
Operating segments | Americas | Chemicals | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 148,985 | $ 420,890 | ||
% of Total | 40.90% | 40.80% | ||
Operating segments | Americas | Electronic components | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 31,530 | $ 87,454 | ||
% of Total | 8.70% | 8.50% | ||
Operating segments | Americas | Bearings | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 7,946 | $ 17,275 | ||
% of Total | 2.20% | 1.60% | ||
Operating segments | Americas | Machined parts and other | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 7,417 | $ 22,525 | ||
% of Total | 2.00% | 2.20% | ||
Operating segments | EMEA | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 63,634 | 66,728 | $ 191,672 | 199,113 |
% of Total | 100.00% | 100.00% | ||
Operating segments | EMEA | Hardware | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 28,253 | $ 84,858 | ||
% of Total | 44.40% | 44.30% | ||
Operating segments | EMEA | Chemicals | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 31,379 | $ 92,374 | ||
% of Total | 49.30% | 48.20% | ||
Operating segments | EMEA | Electronic components | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 2,107 | $ 5,901 | ||
% of Total | 3.30% | 3.00% | ||
Operating segments | EMEA | Bearings | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 1,176 | $ 4,189 | ||
% of Total | 1.80% | 2.20% | ||
Operating segments | EMEA | Machined parts and other | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 719 | $ 4,350 | ||
% of Total | 1.20% | 2.30% | ||
Operating segments | APAC | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 14,642 | $ 10,029 | $ 39,963 | $ 28,153 |
% of Total | 100.00% | 100.00% | ||
Operating segments | APAC | Hardware | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 5,675 | $ 13,768 | ||
% of Total | 38.80% | 34.50% | ||
Operating segments | APAC | Chemicals | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 7,668 | $ 21,382 | ||
% of Total | 52.40% | 53.50% | ||
Operating segments | APAC | Electronic components | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 310 | $ 948 | ||
% of Total | 2.10% | 2.40% | ||
Operating segments | APAC | Bearings | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 546 | $ 2,730 | ||
% of Total | 3.70% | 6.80% | ||
Operating segments | APAC | Machined parts and other | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Sales | $ 443 | $ 1,135 | ||
% of Total | 3.00% | 2.80% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | |||||||
Benefit (provision) for income taxes | $ 7,377 | $ (6,096) | $ (405) | $ (25,587) | |||
Effective tax rate | (82.00%) | 36.20% | 1.20% | 50.20% | |||
Effective income tax rate, increase (decrease) | (118.20%) | (49.00%) | |||||
Favorable adjustment to the one-time tax imposed on accumulated earnings and profits of foreign operations | $ 9,200 | $ 9,200 | |||||
Effective income tax rate, without adjustments | 19.00% | 32.80% | 26.40% | 30.30% | |||
Provisional charge to tax expense related to remeasurement of deferred tax assets and liabilities | $ 37,700 | ||||||
Provisional tax benefit related to the partial reversal of a deferred tax liability for unremitted foreign earnings | 37,700 | ||||||
Provisional transition tax charge | $ 400 | $ 8,800 | |||||
Transition tax liability | $ 7,100 | 7,100 | |||||
Foreign tax credit, valuation allowance release | 7,100 | ||||||
Tax Credit Carryforward [Line Items] | |||||||
Tax benefit related to impairment loss from equity method investment | $ 700 | ||||||
Foreign | |||||||
Tax Credit Carryforward [Line Items] | |||||||
Tax credit carryforward | $ 10,600 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 99,557,885 | |||
Beginning balance | $ 711,183 | $ 672,092 | $ 692,469 | $ 649,731 |
Issuance of common stock | 25 | 31 | 38 | 63 |
Settlement on restricted stock tax withholding | (14) | (26) | (442) | (126) |
Stock-based compensation expense | 2,360 | 2,598 | 7,418 | 6,286 |
Net income | 14,114 | 10,754 | 32,417 | 25,380 |
Other comprehensive income (loss) | $ (1,576) | (3,106) | $ (5,808) | 1,009 |
Ending balance (in shares) | 99,749,063 | 99,749,063 | ||
Ending Balance | $ 726,092 | $ 682,343 | $ 726,092 | $ 682,343 |
Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 99,743,379 | 99,490,648 | 99,557,885 | 99,450,902 |
Beginning balance | $ 100 | $ 99 | $ 99 | $ 99 |
Issuance of common stock (in shares) | 5,684 | 3,234 | 191,178 | 42,980 |
Issuance of common stock | $ 1 | $ 0 | ||
Ending balance (in shares) | 99,749,063 | 99,493,882 | 99,749,063 | 99,493,882 |
Ending Balance | $ 100 | $ 99 | $ 100 | $ 99 |
Additional Paid-in Capital | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 449,173 | 440,143 | 444,531 | 436,522 |
Issuance of common stock | 25 | 30 | 37 | 63 |
Settlement on restricted stock tax withholding | (14) | (26) | (442) | (126) |
Stock-based compensation expense | 2,360 | 2,598 | 7,418 | 6,286 |
Ending Balance | 451,544 | 442,745 | 451,544 | 442,745 |
Accumulated Other Comprehensive Loss | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | (87,212) | (80,511) | (82,980) | (84,626) |
Other comprehensive income (loss) | (1,576) | (3,106) | (5,808) | 1,009 |
Ending Balance | (88,788) | (83,617) | (88,788) | (83,617) |
Retained Earnings | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 349,122 | 312,361 | 330,819 | 297,736 |
Issuance of common stock | 1 | 0 | ||
Net income | 14,114 | 10,754 | 32,417 | 25,380 |
Ending Balance | $ 363,236 | $ 323,116 | $ 363,236 | $ 323,116 |
Subsequent Event (Details)
Subsequent Event (Details) - $ / shares | Aug. 08, 2019 | Jun. 30, 2019 | Sep. 30, 2018 |
Subsequent Event [Line Items] | |||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |
Subsequent event | |||
Subsequent Event [Line Items] | |||
Common stock, par value (in dollars per share) | $ 0.001 | ||
Subsequent event | Merger Agreement | Platinum Equity, LLC | |||
Subsequent Event [Line Items] | |||
Price per share of common stock (in dollars per share) | $ 11.05 |