Document and Entity Information
| Document and Entity Information - shares | 9 Months Ended | |
| Oct. 31, 2017 | Nov. 30, 2017 | |
| Document and Entity Information | ||
| Entity Registrant Name | Titan Machinery Inc. | |
| Entity Central Index Key | 1,409,171 | |
| Document Type | 10-Q | |
| Document Period End Date | Oct. 31, 2017 | |
| Amendment Flag | false | |
| Current Fiscal Year End Date | --01-31 | |
| Entity Current Reporting Status | Yes | |
| Entity Filer Category | Accelerated Filer | |
| Entity Common Stock, Shares Outstanding | 22,094,610 | |
| Document Fiscal Year Focus | 2,018 | |
| Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEETS
| CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Oct. 31, 2017 | Jan. 31, 2017 |
| Current Assets | ||
| Cash | $ 43,861 | $ 53,151 |
| Receivables (net of allowance of $3,233 and $3,630 as of October 31, 2017 and January 31, 2017, respectively) | 73,605 | 60,082 |
| Inventories | 529,761 | 478,266 |
| Prepaid expenses and other | 8,363 | 10,989 |
| Income taxes receivable | 111 | 5,380 |
| Total current assets | 655,701 | 607,868 |
| Noncurrent Assets | ||
| Intangible assets, net of accumulated amortization | 4,944 | 5,001 |
| Property and equipment, net of accumulated depreciation | 156,426 | 156,647 |
| Deferred Tax Assets, Net, Noncurrent | 271 | 547 |
| Other | 948 | 1,359 |
| Total noncurrent assets | 162,589 | 163,554 |
| Total Assets | 818,290 | 771,422 |
| Current Liabilities | ||
| Accounts payable | 19,567 | 17,326 |
| Floorplan payable | 322,439 | 233,228 |
| Current maturities of long-term debt | 1,529 | 1,373 |
| Customer deposits | 15,111 | 26,366 |
| Accrued expenses and other | 27,298 | 30,533 |
| Total current liabilities | 385,944 | 308,826 |
| Long-Term Liabilities | ||
| Senior convertible notes | 62,277 | 88,501 |
| Long-term debt, less current maturities | 35,892 | 38,236 |
| Deferred income taxes | 4,806 | 9,500 |
| Other long-term liabilities | 10,216 | 5,180 |
| Total long-term liabilities | 113,191 | 141,417 |
| Commitments and Contingencies | ||
| Stockholders' Equity | ||
| Common stock, par value $.00001 per share, 45,000 shares authorized; 22,042 shares issued and outstanding at October 31, 2017; 21,836 shares issued and outstanding at January 31, 2017 | 0 | 0 |
| Additional paid-in-capital | 245,140 | 240,615 |
| Retained earnings | 75,361 | 85,347 |
| Accumulated other comprehensive loss | (1,346) | (4,783) |
| Total stockholders' equity | 319,155 | 321,179 |
| Total Liabilities and Stockholders' Equity | $ 818,290 | $ 771,422 |
CONSOLIDATED BALANCE SHEETS (Pa
| CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Oct. 31, 2017 | Jan. 31, 2017 |
| Statement of Financial Position [Abstract] | ||
| Allowance for Doubtful Accounts Receivable | $ (3,233) | $ (3,630) |
| Common stock, par value, in dollars per share | $ 0.00001 | $ 0.00001 |
| Common stock, shares authorized | 45,000,000 | 45,000,000 |
| Common stock, shares issued | 22,042,000 | 21,836,000 |
| Common stock, shares outstanding | 22,042,000 | 21,836,000 |
CONSOLIDATED STATEMENTS OF OPER
| CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | |
| Revenue | ||||
| Equipment | $ 215,956 | $ 212,194 | $ 551,752 | $ 570,369 |
| Parts | 64,729 | 69,261 | 176,892 | 185,106 |
| Service | 31,532 | 33,777 | 90,807 | 96,065 |
| Rental and other | 18,124 | 17,034 | 43,879 | 43,919 |
| Total Revenue | 330,341 | 332,266 | 863,330 | 895,459 |
| Cost of Revenue | ||||
| Equipment | 199,154 | 201,140 | 509,400 | 532,370 |
| Parts | 45,408 | 48,387 | 124,868 | 130,006 |
| Service | 11,139 | 11,828 | 33,377 | 35,473 |
| Rental and other | 13,163 | 12,485 | 32,482 | 32,703 |
| Total Cost of Revenue | 268,864 | 273,840 | 700,127 | 730,552 |
| Gross Profit | 61,477 | 58,426 | 163,203 | 164,907 |
| Operating Expenses | 50,374 | 53,143 | 152,884 | 159,132 |
| Restructuring Costs | 2,587 | 275 | 10,480 | 546 |
| Income (Loss) from Operations | 8,516 | 5,008 | (161) | 5,229 |
| Other Income (Expense) | ||||
| Interest income and other income | 380 | 502 | ||
| Interest and Other Income | 1,840 | 1,251 | ||
| Floorplan interest expense | (1,900) | (3,294) | (6,719) | (10,843) |
| Other interest expense | (2,110) | (2,160) | (6,694) | (5,930) |
| Income (Loss) Before Income Taxes | 4,886 | 56 | (11,734) | (10,293) |
| Provision for (Benefit from) Income Taxes | 2,502 | (208) | (3,000) | (3,997) |
| Net Income (Loss) Including Noncontrolling Interest | 2,384 | 264 | (8,734) | (6,296) |
| Less: Loss Attributable to Noncontrolling Interest | 0 | 0 | 0 | (356) |
| Net Income (Loss) Attributable to Titan Machinery Inc. | 2,384 | 264 | (8,734) | (5,940) |
| Net (Income) Loss Allocated to Participating Securities - Note 1 | (56) | (8) | 176 | 120 |
| Net Income (Loss) Attributable to Titan Machinery Inc. Common Stockholders | $ 2,328 | $ 256 | $ (8,558) | $ (5,820) |
| Earnings (Loss) per Share - Note 1 | ||||
| Earnings (Loss) per Share - Basic, in dollars per share | $ 0.11 | $ 0.01 | $ (0.40) | $ (0.27) |
| Earnings (Loss) per Share - Diluted, in dollars per share | $ 0.11 | $ 0.01 | $ (0.40) | $ (0.27) |
| Weighted Average Common Shares - Basic | 21,585 | 21,218 | 21,503 | 21,208 |
| Weighted Average Common Shares - Diluted | 21,643 | 21,269 | 21,503 | 21,208 |
CONSOLIDATED STATEMENTS OF COMP
| CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | |
| Net Income (Loss) Including Noncontrolling Interest | $ 2,384 | $ 264 | $ (8,734) | $ (6,296) |
| Other Comprehensive Income (Loss) | ||||
| Foreign currency translation adjustments | 1,369 | 626 | 2,760 | 945 |
| Other comprehensive income (loss) | 1,428 | 963 | 3,440 | 1,420 |
| Comprehensive Income (Loss) | 3,812 | 1,227 | (5,294) | (4,876) |
| Comprehensive Loss Attributable to Noncontrolling Interest | 0 | (333) | ||
| Comprehensive Income (Loss) Attributable To Titan Machinery Inc. | 3,812 | 1,227 | (5,294) | (4,543) |
| Interest Rate Swap | ||||
| Other Comprehensive Income (Loss) | ||||
| Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | 0 | 137 | 29 | (163) |
| Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax | $ 59 | $ 200 | $ 651 | $ 638 |
CONSOLIDATED STATEMENTS OF COM6
| CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | |
| Foreign Exchange Contract | ||||
| Tax expense (benefit) on unrealized gain (loss) on cash flow hedge derivative instruments | $ 0 | $ 0 | $ 0 | $ 0 |
| Tax expense (benefit) on reclassification of gain (loss) on foreign currency contract cash flow hedge derivative instruments | 0 | 0 | 0 | 0 |
| Cash Flow Hedges | ||||
| Tax expense (benefit) on unrealized gain (loss) on cash flow hedge derivative instruments | 0 | 91 | 19 | (109) |
| Tax expense (benefit) on reclassification of gain (loss) on foreign currency contract cash flow hedge derivative instruments | $ 39 | $ 133 | $ 433 | $ 426 |
CONSOLIDATED STATEMENTS OF CASH
| CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
| Oct. 31, 2017 | Oct. 31, 2016 | |
| Acquisition of noncontrolling interest through satisfaction of outstanding receivables | $ 0 | $ 4,324 |
| Operating Activities | ||
| Net loss including noncontrolling interest | (8,734) | (6,296) |
| Adjustments to reconcile net loss including noncontrolling interest to net cash provided by operating activities | ||
| Depreciation and amortization | 18,949 | 19,896 |
| Impairment | 131 | 275 |
| Deferred income taxes | (3,121) | 825 |
| Stock-based compensation expense | 2,478 | 1,805 |
| Noncash interest expense | 2,917 | 4,305 |
| Unrealized foreign currency gain on loans to international subsidiaries | (1,115) | (44) |
| Gain on repurchase of senior convertible notes | (22) | (3,130) |
| Other, net | (548) | (980) |
| Changes in assets and liabilities | ||
| Receivables, prepaid expenses and other assets | (9,784) | (18,070) |
| Inventories | (41,748) | 91,222 |
| Manufacturer floorplan payable | 97,734 | (20,821) |
| Accounts payable, customer deposits, accrued expenses and other and other long-term liabilities | (7,328) | (2,546) |
| Income taxes | 6,222 | 7,957 |
| Net Cash Provided by Operating Activities | 56,031 | 74,398 |
| Investing Activities | ||
| Rental fleet purchases | (11,784) | (3,094) |
| Property and equipment purchases (excluding rental fleet) | (12,129) | (7,121) |
| Proceeds from sale of property and equipment | 4,564 | 2,285 |
| Proceeds from Insurance Settlement, Investing Activities | 0 | 1,431 |
| Other, net | 430 | (517) |
| Net Cash Used for Investing Activities | (18,919) | (7,016) |
| Financing Activities | ||
| Net change in non-manufacturer floorplan payable | (14,357) | (54,478) |
| Repurchase of Senior Convertible Notes | (29,093) | (46,013) |
| Proceeds from long-term debt borrowings | 33,000 | 0 |
| Principal payments on long-term debt | (36,121) | (1,935) |
| Payments of Debt Issuance Costs | (27) | (31) |
| Loan provided to noncontrolling interest holder | 0 | (2,148) |
| Other, net | (341) | (33) |
| Net Cash Used for Financing Activities | (46,939) | (104,638) |
| Effect of Exchange Rate Changes on Cash | 537 | 222 |
| Net Change in Cash | (9,290) | (37,034) |
| Cash at Beginning of Period | 53,151 | 89,465 |
| Cash at End of Period | 43,861 | 52,431 |
| Cash paid (received) during the period | ||
| Income tax refunds, net of payments | (5,768) | (12,942) |
| Interest | 11,254 | 15,544 |
| Supplemental Disclosures of Noncash Investing and Financing Activities | ||
| Net property and equipment financed with long-term debt, accounts payable and accrued expenses and other | 729 | 2,818 |
| Net transfer of assets from property and equipment to inventories | $ (3,010) | $ (4,411) |
BUSINESS ACTIVITY AND SIGNIFICA
| BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
| Oct. 31, 2017 | |
| Accounting Policies [Abstract] | |
| BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES | BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The unaudited consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim reporting. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation have been included. The quarterly operating results for Titan Machinery Inc. (the “Company”) are subject to fluctuation due to varying weather patterns, which may impact the timing and amount of equipment purchases, rentals, and after-sales parts and service purchases by the Company’s Agriculture, Construction and International customers. Therefore, operating results for the nine -month period ended October 31, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending January 31, 2018 . The information contained in the balance sheet as of January 31, 2017 was derived from the audited financial statements for the Company for the year then ended. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2017 as filed with the SEC. Nature of Business The Company is engaged in the retail sale, service and rental of agricultural and construction machinery through its stores in the United States and Europe. The Company’s North American stores are located in Arizona, Colorado, Iowa, Minnesota, Montana, Nebraska, New Mexico, North Dakota, South Dakota, Wisconsin and Wyoming, and its European stores are located in Bulgaria, Romania, Serbia and Ukraine. Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates, particularly related to realization of inventory, impairment of long-lived assets, collectability of receivables, and income taxes. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All material accounts, transactions and profits between the consolidated companies have been eliminated in consolidation. In June 2016, the Company acquired all of the outstanding ownership interest held by the non-controlling interest holder of the Company's Bulgarian subsidiary. Subsequent to this acquisition, all of the Company's subsidiaries are wholly-owned. Earnings (Loss) Per Share (“EPS”) The Company uses the two-class method to calculate basic and diluted EPS. Unvested restricted stock awards are considered participating securities because they entitle holders to non-forfeitable rights to dividends during the vesting term. Under the two-class method, basic EPS was computed by dividing net income (loss) attributable to Titan Machinery Inc. after allocation of net income (loss) to participating securities by the weighted-average number of shares of common stock outstanding during the relevant period. Diluted EPS was computed by dividing net income (loss) attributable to Titan Machinery Inc. after allocation of net income (loss) to participating securities by the weighted-average shares of common stock outstanding after adjusting for potential dilution related to the conversion of all dilutive securities into common stock. All potentially dilutive securities were included in the computation of diluted EPS. All anti-dilutive securities were excluded from the computation of diluted EPS. The following table sets forth the calculation of the denominator for basic and diluted EPS: Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 (in thousands, except per share data) (in thousands, except per share data) Basic Weighted-Average Common Shares Outstanding 21,585 21,218 21,503 21,208 Plus: Incremental Shares From Assumed Exercise of Stock Options 58 51 — — Diluted Weighted-Average Common Shares Outstanding 21,643 21,269 21,503 21,208 Anti-Dilutive Shares Excluded From Diluted Weighted-Average Common Shares Outstanding: Stock Options 103 141 106 146 Shares Underlying Senior Convertible Notes (conversion price of $43.17) 1,521 2,217 1,521 2,217 Earnings (Loss) per Share - Basic $ 0.11 $ 0.01 $ (0.40 ) $ (0.27 ) Earnings (Loss) per Share - Diluted $ 0.11 $ 0.01 $ (0.40 ) $ (0.27 ) Recent Accounting Guidance Accounting guidance adopted In July 2015, the Financial Accounting Standards Board (the "FASB") amended authoritative guidance on accounting for the measurement of inventory, codified in ASC 330, Inventory . The amended guidance requires inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company adopted this guidance on a prospective basis on February 1, 2017. Under the former guidance for measuring inventory, the Company recognized lower of-cost-or-market adjustments using a definition of market value as net realizable value reduced by an allowance for a normal profit margin. Upon implementation of the new authoritative guidance, market is defined solely as net realizable value. The adoption of this guidance did not have a material effect on the Company's consolidated financial statements. In March 2016, the FASB amended authoritative guidance on stock-based compensation, codified in ASC 718, Compensation - Stock Compensation. The amended guidance changes the accounting for certain aspects of share-based payments, including the income tax consequences, forfeitures, classification of awards as either equity or liabilities, and classification on the statements of cash flows. The Company adopted this guidance on February 1, 2017. Under the new guidance, excess tax benefits or deficiencies related to share-based compensation that were previously recorded to equity are now recognized as a discrete tax benefit or expense in the statement of operations. The impact on income tax expense (benefit) was not material for the first quarter of fiscal 2018. Excess tax benefits are no longer reclassified out of cash flows from operating activities to financing activities in the statement of cash flows. We elected to apply this cash flow presentation requirement prospectively. The amount of excess tax benefits recognized for the three and nine months ended October 31, 2017 and 2016 were not material. Cash paid by an employer when directly withholding shares for tax withholding purposes are required to be classified as a financing activity in the statement of cash flows. This method of presentation is consistent with the Company's historical presentation. Also under the new standard, the Company elected to account for forfeitures of share-based instruments as they occur, as compared to the previous guidance under which the Company estimated the number of forfeitures. The Company applied the accounting change on a modified retrospective basis as a cumulative-effect adjustment to retained earnings as of February 1, 2017. The following table summarizes the impact to the Company’s consolidated balance sheet: As of February 1, 2017 Balance Sheet Classification Additional paid-in capital Deferred income tax liability Retained earnings (in thousands) Increase (Decrease) Impact of cumulative-effect adjustment from adoption of ASU 2016-09 $ 2,087 $ (835 ) $ (1,252 ) Accounting guidance not yet adopted In May 2014 and August 2015, the FASB issued authoritative guidance on accounting for revenue recognition, codified in ASC 606, Revenue from Contracts with Customers . This guidance has been amended on various occasions and supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . This guidance is based on the principle that revenue is recognized to depict the transfer of 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 guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The Company will adopt this guidance on February 1, 2018. We are in the process of assessing the impact adoption of this standard will have on our consolidated financial statements and related disclosures. Our implementation efforts to date consist of an identification and assessment of our primary revenue streams and performing contract analyses over a sample of contracts within each of our revenue streams. Based on our assessment to date, we do not expect the adoption of this standard to have a material impact on our revenue recognition policies for our equipment, parts or service revenues. ASC 606 does not apply to the recognition of our rental revenues as the accounting for such revenues is governed by other authoritative guidance. We anticipate adopting the standard by use of the modified retrospective approach. In addition, we are continuing to evaluate the changes necessary to our business processes, systems and controls to support recognition and disclosure under the new standard. In February 2016, the FASB amended authoritative guidance on leases, codified in ASC 842, Leases . The amended guidance requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The new standard also requires new disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. This guidance is effective for reporting periods beginning after December 15, 2018, with early adoption permitted. The provisions of this guidance are to be applied using a modified retrospective approach, with elective reliefs, which requires application of the guidance for all periods presented. We anticipate adopting the new standard on February 1, 2019, and expect to elect the package of practical expedients afforded under the guidance, including the use of hindsight to determine the lease term. While we continue to evaluate this standard, we anticipate this standard will have a material impact on our consolidated balance sheets due to the capitalization of a right-of-use asset and lease liability associated with our current operating leases, but do not believe it will have a material impact on our consolidated statements of operations or cash flows. In May 2017, the FASB amended authoritative guidance on modifications related to stock compensation, codified in ASC 718, Compensation - Stock Compensation . The amendments provide guidance on determining which changes to the terms and conditions of share-based payment awards require an entity to apply modification accounting. The guidance is effective for the Company as of the first quarter of its fiscal year ending January 31, 2019. The Company does not believe the update will have a material impact on its consolidated financial statements. In August 2017, the FASB amended authoritative guidance on hedge accounting, codified in ASC 815, Derivatives and Hedging. The amendments better align the accounting rules with a company's risk management activities; better reflects economic results of hedging in financial statements; and simplifies hedge accounting treatment. The guidance is effective for the Company as of the first quarter of its fiscal year ending January 31, 2020. The Company is evaluating the impact of this new standard on the financial statements. |
INVENTORIES
| INVENTORIES | 9 Months Ended |
| Oct. 31, 2017 | |
| Inventory Disclosure [Abstract] | |
| INVENTORIES | INVENTORIES October 31, 2017 January 31, 2017 (in thousands) New equipment $ 343,434 $ 235,161 Used equipment 114,499 160,503 Parts and attachments 70,170 81,734 Work in process 1,658 868 $ 529,761 $ 478,266 |
PROPERTY AND EQUIPMENT
| PROPERTY AND EQUIPMENT | 9 Months Ended |
| Oct. 31, 2017 | |
| Property, Plant and Equipment [Abstract] | |
| PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT October 31, 2017 January 31, 2017 (in thousands) Rental fleet equipment $ 125,533 $ 124,417 Machinery and equipment 21,701 22,255 Vehicles 37,558 36,384 Furniture and fixtures 39,334 39,875 Land, buildings, and leasehold improvements 63,652 59,481 287,778 282,412 Less accumulated depreciation (131,352 ) (125,765 ) $ 156,426 $ 156,647 |
LINES OF CREDIT _ FLOORPLAN PAY
| LINES OF CREDIT / FLOORPLAN PAYABLE | 9 Months Ended |
| Oct. 31, 2017 | |
| Line of Credit Facility [Abstract] | |
| LINES OF CREDIT / FLOORPLAN PAYABLE | LINES OF CREDIT / FLOORPLAN PAYABLE Floorplan Lines of Credit Floorplan payable balances reflect the amount owed for new equipment inventory purchased from a manufacturer and for used equipment inventory, which is primarily acquired through trade-in on equipment sales. Certain of the manufacturers from which the Company purchases new equipment inventory offer financing on these purchases, either offered directly from the manufacturer or through the manufacturers’ captive finance subsidiaries. CNH Industrial's captive finance subsidiary, CNH Industrial Capital, also provides financing of used equipment inventory. The Company also has floorplan payable balances with non-manufacturer lenders for new and used equipment inventory. Cash flows associated with manufacturer floorplan payable are reported as operating cash flows, while cash flows associated with non-manufacturer floorplan payable are reported as financing cash flows in the Company's consolidated statements of cash flows. The Company has three significant floorplan lines of credit for U.S. operations, floorplan credit facilities for its foreign subsidiaries, and other floorplan payable balances with non-manufacturer lenders and manufacturers. As of October 31, 2017 , the Company had discretionary floorplan lines of credit for equipment inventory purchases totaling approximately $727.4 million , which includes a $140.0 million Floorplan Payable Line under its second amended and restated credit agreement with Wells Fargo (the "Wells Fargo Credit Agreement"), a $450.0 million credit facility with CNH Industrial Capital, a $30.0 million credit facility with DLL Finance and the U.S. dollar equivalent of $107.4 million in credit facilities related to our foreign subsidiaries. Floorplan payables relating to these credit facilities totaled approximately $306.6 million of the total floorplan payable balance of $322.4 million outstanding as of October 31, 2017 and $228.3 million of the total floorplan payable balance of $233.2 million outstanding as of January 31, 2017 . The remaining outstanding balances relate to equipment inventory financing from manufacturers and non-manufacturer lenders other than the lines of credit described above. As of October 31, 2017 , the interest-bearing U.S. floorplan payables carried various interest rates primarily ranging from 3.74% to 6.55% , and the foreign floorplan payables carried various interest rates primarily ranging from 0.92% to 7.24% . As of October 31, 2017 , the Company had a compensating balance arrangement under one of its foreign floorplan credit facilities, which requires a minimum cash deposit to be maintained with the lender in the amount of $5.0 million for the term of the credit facility. Working Capital Line As of October 31, 2017 , the Company had a $60.0 million Working Capital Line under the Wells Fargo Credit Agreement. The Company had $13.0 million and $13.0 million outstanding on this Working Capital Line as of October 31, 2017 and January 31, 2017 , respectively. As of October 31, 2017 , the Working Capital Line carried an interest rate of 3.73% . Wells Fargo Credit Agreement As a result of our ongoing equipment inventory reduction and related reduction in floorplan financing needs, in May 2017, the Company provided notice to Wells Fargo of its election to reduce the maximum credit amount available under the Wells Fargo Credit Agreement from an aggregate of $275.0 million to an aggregate of $200.0 million , comprised of a $70.0 million reduction in the Floorplan Payable Line, from $210.0 million to $140.0 million , and a $5.0 million reduction in the Working Capital Line, from $65.0 million to $60.0 million . As a result of the reduction of the maximum credit amount available under the Wells Fargo Credit Agreement, in the second quarter of fiscal 2018, the Company wrote off $0.4 million of capitalized debt issuance costs. This charge is recorded in other interest expense in the consolidated statements of operations. CNH Industrial Capital Floorplan Payable Line of Credit In October 2017, the minimum fixed charge coverage ratio that is imposed under the CNH Industrial Capital credit facility was decreased from 1.25 :1.00 to 1.10 :1.00. DLL Finance Floorplan Payable Line of Credit In September 2017, the Company provided notice to DLL Finance of its election to reduce the maximum credit amount available under the DLL Finance credit facility from $45.0 million to $30.0 million . Additionally, the minimum fixed charge coverage ratio that is imposed under the DLL Finance credit facility was decreased from 1.25 :1.00 to 1.10 :1.00. |
SENIOR CONVERTIBLE NOTES
| SENIOR CONVERTIBLE NOTES | 9 Months Ended |
| Oct. 31, 2017 | |
| Senior Convertible Notes | |
| SENIOR CONVERTIBLE NOTES | |
| SENIOR CONVERTIBLE NOTES | SENIOR CONVERTIBLE NOTES The Company’s 3.75% senior convertible notes issued on April 24, 2012 (“senior convertible notes”) consisted of the following: October 31, 2017 January 31, 2017 (in thousands except conversion rate and conversion price) Principal value $ 65,644 $ 95,725 Unamortized debt discount (2,973 ) (6,368 ) Unamortized debt issuance costs (394 ) (856 ) Carrying value of senior convertible notes $ 62,277 $ 88,501 Carrying value of equity component, net of deferred taxes $ 14,923 $ 15,546 Conversion rate (shares of common stock per $1,000 principal amount of notes) 23.1626 Conversion price (per share of common stock) $ 43.17 For the nine months ended October 31, 2017, the Company repurchased an aggregate of $30.1 million face value of its senior convertible notes with $29.1 million in cash. The Company recognized interest expense associated with its senior convertible notes as follows: Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 (in thousands) (in thousands) Cash Interest Expense Coupon interest expense $ 666 $ 996 $ 2,157 $ 3,457 Noncash Interest Expense Amortization of debt discount 517 703 1,628 2,406 Amortization of transaction costs 71 100 225 347 $ 1,254 $ 1,799 $ 4,010 $ 6,210 The senior convertible notes mature on May 1, 2019, unless purchased earlier by the Company, redeemed or converted. As of October 31, 2017 , the unamortized debt discount will be amortized over a remaining period of approximately 1.5 years . As of October 31, 2017 and January 31, 2017 , the if-converted value of the senior convertible notes did not exceed the principal balance. The effective interest rate of the liability component was equal to 7.3% for each of the consolidated statements of operations periods presented. |
DERIVATIVE INSTRUMENTS
| DERIVATIVE INSTRUMENTS | 9 Months Ended |
| Oct. 31, 2017 | |
| Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
| DERIVATIVE INSTRUMENTS | DERIVATIVE INSTRUMENTS The Company holds derivative instruments for the purpose of minimizing exposure to fluctuations in foreign currency exchange rates and benchmark interest rates to which the Company is exposed in the normal course of its operations. Cash Flow Hedge On October 9, 2013, the Company entered into a forward-starting interest rate swap instrument, which has a notional amount of $100.0 million , an effective date of September 30, 2014 and a maturity date of September 30, 2018. The objective of the instrument is to, beginning on September 30, 2014, protect the Company from changes in benchmark interest rates to which the Company is exposed through certain of its variable interest rate credit facilities. The instrument provides for a fixed interest rate of 1.901% up to the maturity date. The interest rate swap instrument was designated as a cash flow hedging instrument and accordingly changes in the effective portion of the fair value of the instrument have been recorded in other comprehensive income and only reclassified into earnings in the period(s) in which the related hedged item affects earnings or the anticipated underlying hedged transactions are no longer probable of occurring. Any hedge ineffectiveness is recognized in earnings immediately. In April 2017, the Company elected to terminate its outstanding interest rate swap instrument. The Company paid $0.9 million to terminate the instrument. This cash payment is presented as a financing cash outflow in the consolidated statements of cash flows. Derivative Instruments Not Designated as Hedging Instruments The Company uses foreign currency forward contracts to hedge the effects of fluctuations in exchange rates on outstanding intercompany loans. The Company does not formally designate and document such derivative instruments as hedging instruments; however, the instruments are an effective economic hedge of the underlying foreign currency exposure. Both the gain or loss on the derivative instrument and the offsetting gain or loss on the underlying intercompany loan are recognized in earnings immediately, thereby eliminating or reducing the impact of foreign currency exchange rate fluctuations on net income. The following table sets forth the notional value of the Company's outstanding derivative instruments. Notional Amount as of: October 31, 2017 January 31, 2017 (in thousands) Cash flow hedges: Interest rate swap $ — $ 100,000 Derivatives not designated as hedging instruments: Foreign currency contracts 10,000 18,021 The following table sets forth the fair value of the Company’s outstanding derivative instruments. Liability derivatives are included in accrued expenses in the consolidated balance sheets. Fair Value as of: October 31, 2017 January 31, 2017 (in thousands) Liability Derivatives: Derivatives designated as hedging instruments: Cash flow hedges: Interest rate swap $ — $ 1,155 Derivatives not designated as hedging instruments: Foreign currency contracts 65 200 Total Liability Derivatives $ 65 $ 1,355 The following table sets forth the gains and losses (before the related income tax effects) recognized in other comprehensive income (loss) ("OCI") and income (loss) related to the Company’s derivative instruments for the three and nine months ended October 31, 2017 and 2016 , respectively. Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 OCI Income (Loss) OCI Income (Loss) OCI Income (Loss) OCI Income (Loss) (in thousands) (in thousands) Dervatives Designated as Hedging Instruments: Cash flow hedges: Interest rate swap (a) — (98 ) 228 (333 ) 48 (1,084 ) (272 ) (1,064 ) Dervatives Not Designated as Hedging Instruments: Foreign currency contracts (b) — 78 — 126 — (978 ) — 112 Total Derivatives $ — $ (20 ) $ 228 $ (207 ) $ 48 $ (2,062 ) $ (272 ) $ (952 ) (a) No material hedge ineffectiveness has been recognized. The amounts shown in income (loss) above are reclassification amounts from accumulated other comprehensive income (loss) and are recorded in floorplan interest expense in the consolidated statements of operations. (b) Amounts are included in interest income and other income in the consolidated statements of operations. During the first quarter of fiscal 2018, the Company reclassified $0.6 million of pre-tax accumulated losses on its interest rate swap instrument from accumulated other comprehensive income (loss) to income as the original forecasted interest payments, which served as the hedged item underlying the interest rate swap instrument, were no longer probable of occurring during the time period over which such transactions were previously anticipated to occur. As of October 31, 2017 , the Company had an immaterial amount of remaining pre-tax net unrealized losses associated with its interest rate swap cash flow hedging instrument recorded in accumulated other comprehensive income (loss), of which the Company expects will be reclassified into income over the next 12 months. |
FAIR VALUE OF FINANCIAL INSTRUM
| FAIR VALUE OF FINANCIAL INSTRUMENTS | 9 Months Ended |
| Oct. 31, 2017 | |
| Fair Value Disclosures [Abstract] | |
| FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The liabilities which are measured at fair value on a recurring basis as of October 31, 2017 and January 31, 2017 are as follows: October 31, 2017 January 31, 2017 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (in thousands) (in thousands) Financial Liabilities Interest rate swap $ — $ — $ — $ — $ — $ 1,155 $ — $ 1,155 Foreign currency contracts — 65 — 65 — 200 — 200 Total Financial Liabilities $ — $ 65 $ — $ 65 $ — $ 1,355 $ — $ 1,355 The valuation for the Company's foreign currency contracts and interest rate swap derivative instruments were valued using discounted cash flow analyses, an income approach, utilizing readily observable market data as inputs. The Company also valued certain long-lived assets at fair value on a non-recurring basis as of January 31, 2017 as part of its long-lived asset impairment testing. The estimated fair value of such assets as of January 31, 2017 was $3.6 million and consisted of real estate assets and fair value was determined by utilizing market and income approaches incorporating both observable and unobservable inputs, and are deemed to be Level 3 fair value inputs. The most significant unobservable inputs used in the fair value measurements under the market approach include adjustments to observable market sales information to incorporate differences in geographical locations and age and condition of subject assets, and the most significant unobservable inputs under the income approach include forecasted net cash generated from the use of the subject assets and the discount rate applied to such cash flows to arrive at a fair value estimate. In addition, in certain instances as of January 31, 2017, the Company estimated the fair value of long-lived assets to approximate zero as no future cash flows were assumed to be generated from the use of such assets and the expected sales values were deemed to be nominal. All such fair value measurements were based on unobservable inputs and thus are Level 3 fair value inputs. No long-lived assets were valued at fair value on a non-recurring basis as of October 31, 2017. The Company also has financial instruments that are not recorded at fair value in its consolidated financial statements. The carrying amount of cash, receivables, payables, short-term debt and other current liabilities approximates fair value because of the short maturity and/or frequent repricing of those instruments, which are Level 2 fair value inputs. Based upon current borrowing rates with similar maturities, which are Level 2 fair value inputs, the carrying value of long-term debt approximates the fair value as of October 31, 2017 and January 31, 2017 , respectively. The following table provides details on the senior convertible notes as of October 31, 2017 and January 31, 2017 . The difference between the face value and the carrying value of these notes is the result of the allocation between the debt and equity components, and unamortized debt issuance costs. Fair value of the senior convertible notes was estimated based on Level 2 fair value inputs. October 31, 2017 January 31, 2017 Estimated Fair Value Carrying Value Face Value Estimated Fair Value Carrying Value Face Value (in thousands) (in thousands) Senior convertible notes $ 65,000 $ 62,277 $ 65,644 $ 87,000 $ 88,501 $ 95,725 |
SEGMENT INFORMATION AND OPERATI
| SEGMENT INFORMATION AND OPERATING RESULTS | 9 Months Ended |
| Oct. 31, 2017 | |
| Segment Reporting [Abstract] | |
| SEGMENT INFORMATION AND OPERATING RESULTS | SEGMENT INFORMATION AND OPERATING RESULTS The Company has three reportable segments: Agriculture, Construction and International. Revenue between segments is immaterial. The Company retains various unallocated income/(expense) items and assets at the general corporate level, which the Company refers to as “Shared Resources” in the table below. Shared Resources assets primarily consist of cash and property and equipment. Certain financial information for each of the Company’s business segments is set forth below. Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 (in thousands) (in thousands) Revenue Agriculture $ 186,546 $ 205,540 $ 488,716 $ 538,060 Construction 72,942 80,789 214,252 241,922 International 70,853 45,937 160,362 115,477 Total $ 330,341 $ 332,266 $ 863,330 $ 895,459 Income (Loss) Before Income Taxes Agriculture $ 4,909 $ (1,798 ) $ (5,870 ) $ (9,881 ) Construction (2,373 ) (105 ) (4,076 ) (1,523 ) International 2,453 604 3,331 (88 ) Segment income (loss) before income taxes 4,989 (1,299 ) (6,615 ) (11,492 ) Shared Resources (103 ) 1,355 (5,119 ) 1,199 Total $ 4,886 $ 56 $ (11,734 ) $ (10,293 ) October 31, 2017 January 31, 2017 (in thousands) Total Assets Agriculture $ 404,200 $ 411,726 Construction 244,725 221,092 International 126,706 106,899 Segment assets 775,631 739,717 Shared Resources 42,659 31,705 Total $ 818,290 $ 771,422 |
STORE CLOSINGS AND REALIGNMENT
| STORE CLOSINGS AND REALIGNMENT COST | 9 Months Ended |
| Oct. 31, 2017 | |
| Restructuring and Related Activities [Abstract] | |
| STORE CLOSINGS AND REALIGNMENT COSTS | In February 2017, to better align the Company's cost structure and business in certain markets, the Company announced a restructuring plan (the "Fiscal 2018 Restructuring Plan"), to close one Construction location and 14 Agriculture locations. As of October 31, 2017, the Company has closed and fully exited all of these locations. The Fiscal 2018 Restructuring Plan is expected to result in a significant reduction of expenses while allowing the Company to continue to provide a leading level of service to its customers. In total, over the term of the Fiscal 2018 Restructuring Plan, the Company anticipates recognizing approximately $15.0 million of restructuring charges consisting primarily of fixed asset impairment charges, lease termination costs and termination benefits. The Company anticipates the restructuring charges to be approximately $9.0 million , $4.5 million and $1.5 million within its Agriculture, Construction and Shared Resources segments. Restructuring costs associated with the Company's Fiscal 2018 Restructuring Plan are summarized in the following table. Such costs are included in the restructuring costs line in the consolidated statements of operations. Cumulative amounts reflect restructuring costs recognized to date associated with the Fiscal 2018 Restructuring Plan and include restructuring costs recognized in the fourth quarter of fiscal 2017. Three Months Ended October 31, 2017 Nine Months Ended October 31, 2017 Cumulative Amount (in thousands) Lease accrual and termination costs $ 1,598 $ 5,920 $ 5,920 Termination benefits 943 4,667 4,667 Impairment of fixed assets, net of gains on asset disposition (55 ) (620 ) 2,337 Asset relocation and other costs 101 513 561 $ 2,587 $ 10,480 $ 13,485 Restructuring charges associated with the Company's Fiscal 2018 Restructuring Plan are summarized by segment in the following table: Three Months Ended October 31, 2017 Nine Months Ended October 31, 2017 Cumulative Amount (in thousands) Segment Agriculture $ 567 $ 7,239 $ 8,342 Construction 1,671 2,009 3,911 International 60 60 60 Shared Resources 289 1,172 1,172 Total $ 2,587 $ 10,480 $ 13,485 A reconciliation of the beginning and ending exit cost liability balance, of which $4.9 million is included in other long-term liabilities and $1.3 million is included in accrued expenses and other in the consolidated balance sheets, follows: Lease Accrual & Termination Costs Termination Benefits Asset Relocation & Other Costs Total (in thousands) Balance, January 31, 2017 $ — $ — $ — $ — Exit costs incurred and charged to expense 5,920 4,361 513 10,794 Exit costs paid (427 ) (3,697 ) (513 ) (4,637 ) Balance, October 31, 2017 $ 5,493 $ 664 $ — $ 6,157 Restructuring charges recognized for the three months ended October 31, 2016 totaled $0.3 million , and for the nine months ended October 31, 2016 totaled $0.5 million . These charges were the result of prior cost reduction plans. As of January 31, 2017, these plans were substantially complete. |
RELATED PARTY TRANSACTIONS (Not
| RELATED PARTY TRANSACTIONS (Notes) | 9 Months Ended |
| Oct. 31, 2017 | |
| Related Party Transactions [Abstract] | |
| Related Party Transactions Disclosure [Text Block] | NOTE 10—RELATED PARTY TRANSACTIONS Effective February 1, 2017, the Company and Peter Christianson (our former President and former member of our Board of Directors), who is a brother of Tony Christianson (a member of our Board of Directors), agreed to terminate a consulting arrangement between the parties. In connection with the termination, the Company agreed to pay Mr. Peter Christianson the sum of $0.7 million , payable in two equal installments in fiscal 2018 and 2019. All unvested stock options and shares of restricted stock held by Mr. Peter Christianson will continue to vest as scheduled. As a result of the termination agreement, the Company recognized for the nine months ended October 31, 2017, a total of $0.8 million in termination costs, consisting of $0.7 million of cash payments owed to Mr. Peter Christianson and $0.1 million for unvested shares of restricted stock. These termination costs are included in restructuring costs in the consolidated statements of operations. Effective September 8, 2017, the Company sold a real estate asset that was primarily used for field training purposes to Stiklestad LLC for $1.8 million . All consideration related to the transaction was exchanged at closing on September 8, 2017, and there are no amounts owed to either party following that date. Stiklestad LLC is owned by members of the family of David Meyer, the Company's Chief Executive Officer. No gain or loss was recognized on the transaction and the Company believes that the selling price approximated fair value. |
CONTINGENCIES (Notes)
| CONTINGENCIES (Notes) | 9 Months Ended |
| Oct. 31, 2017 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Commitments and Contingencies Disclosure [Text Block] | NOTE 11— CONTINGENCIES On October 11, 2017, the Romania Competition Council (“RCC”) initiated an administrative investigation of the Romanian Association of Manufacturers and Importers of Agricultural Machinery (“APIMAR”) and all its members, including Titan Machinery Romania. The RCC's investigation involves whether the APIMAR members engaged in anti-competitive practices in their sales of agricultural machinery not involving European Union ("EU") subvention funding programs, by referring to the published sales prices governing EU subvention funded transactions, which prices are mandatorily disclosed to and published by AFIR, a Romanian government agency that oversees the EU subvention funding programs in Romania. The investigation is in a preliminary stage and the Company is currently unable to predict its outcome or reasonably estimate any potential loss that may result from the investigation. |
BUSINESS ACTIVITY AND SIGNIFI19
| BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
| Oct. 31, 2017 | |
| Accounting Policies [Abstract] | |
| Basis of Presentation | Basis of Presentation The unaudited consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim reporting. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America (“GAAP”) for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation have been included. The quarterly operating results for Titan Machinery Inc. (the “Company”) are subject to fluctuation due to varying weather patterns, which may impact the timing and amount of equipment purchases, rentals, and after-sales parts and service purchases by the Company’s Agriculture, Construction and International customers. Therefore, operating results for the nine -month period ended October 31, 2017 are not necessarily indicative of the results that may be expected for the fiscal year ending January 31, 2018 . The information contained in the balance sheet as of January 31, 2017 was derived from the audited financial statements for the Company for the year then ended. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2017 as filed with the SEC. |
| Estimates | Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates, particularly related to realization of inventory, impairment of long-lived assets, collectability of receivables, and income taxes. |
| Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All material accounts, transactions and profits between the consolidated companies have been eliminated in consolidation. In June 2016, the Company acquired all of the outstanding ownership interest held by the non-controlling interest holder of the Company's Bulgarian subsidiary. Subsequent to this acquisition, all of the Company's subsidiaries are wholly-owned. |
| Earnings (Loss) Per Share (EPS) | Earnings (Loss) Per Share (“EPS”) The Company uses the two-class method to calculate basic and diluted EPS. Unvested restricted stock awards are considered participating securities because they entitle holders to non-forfeitable rights to dividends during the vesting term. Under the two-class method, basic EPS was computed by dividing net income (loss) attributable to Titan Machinery Inc. after allocation of net income (loss) to participating securities by the weighted-average number of shares of common stock outstanding during the relevant period. Diluted EPS was computed by dividing net income (loss) attributable to Titan Machinery Inc. after allocation of net income (loss) to participating securities by the weighted-average shares of common stock outstanding after adjusting for potential dilution related to the conversion of all dilutive securities into common stock. All potentially dilutive securities were included in the computation of diluted EPS. All anti-dilutive securities were excluded from the computation of diluted EPS. |
| New Accounting Pronouncements | Recent Accounting Guidance Accounting guidance adopted In July 2015, the Financial Accounting Standards Board (the "FASB") amended authoritative guidance on accounting for the measurement of inventory, codified in ASC 330, Inventory . The amended guidance requires inventory to be measured at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company adopted this guidance on a prospective basis on February 1, 2017. Under the former guidance for measuring inventory, the Company recognized lower of-cost-or-market adjustments using a definition of market value as net realizable value reduced by an allowance for a normal profit margin. Upon implementation of the new authoritative guidance, market is defined solely as net realizable value. The adoption of this guidance did not have a material effect on the Company's consolidated financial statements. In March 2016, the FASB amended authoritative guidance on stock-based compensation, codified in ASC 718, Compensation - Stock Compensation. The amended guidance changes the accounting for certain aspects of share-based payments, including the income tax consequences, forfeitures, classification of awards as either equity or liabilities, and classification on the statements of cash flows. The Company adopted this guidance on February 1, 2017. Under the new guidance, excess tax benefits or deficiencies related to share-based compensation that were previously recorded to equity are now recognized as a discrete tax benefit or expense in the statement of operations. The impact on income tax expense (benefit) was not material for the first quarter of fiscal 2018. Excess tax benefits are no longer reclassified out of cash flows from operating activities to financing activities in the statement of cash flows. We elected to apply this cash flow presentation requirement prospectively. The amount of excess tax benefits recognized for the three and nine months ended October 31, 2017 and 2016 were not material. Cash paid by an employer when directly withholding shares for tax withholding purposes are required to be classified as a financing activity in the statement of cash flows. This method of presentation is consistent with the Company's historical presentation. Also under the new standard, the Company elected to account for forfeitures of share-based instruments as they occur, as compared to the previous guidance under which the Company estimated the number of forfeitures. The Company applied the accounting change on a modified retrospective basis as a cumulative-effect adjustment to retained earnings as of February 1, 2017. The following table summarizes the impact to the Company’s consolidated balance sheet: As of February 1, 2017 Balance Sheet Classification Additional paid-in capital Deferred income tax liability Retained earnings (in thousands) Increase (Decrease) Impact of cumulative-effect adjustment from adoption of ASU 2016-09 $ 2,087 $ (835 ) $ (1,252 ) Accounting guidance not yet adopted In May 2014 and August 2015, the FASB issued authoritative guidance on accounting for revenue recognition, codified in ASC 606, Revenue from Contracts with Customers . This guidance has been amended on various occasions and supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . This guidance is based on the principle that revenue is recognized to depict the transfer of 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 guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The Company will adopt this guidance on February 1, 2018. We are in the process of assessing the impact adoption of this standard will have on our consolidated financial statements and related disclosures. Our implementation efforts to date consist of an identification and assessment of our primary revenue streams and performing contract analyses over a sample of contracts within each of our revenue streams. Based on our assessment to date, we do not expect the adoption of this standard to have a material impact on our revenue recognition policies for our equipment, parts or service revenues. ASC 606 does not apply to the recognition of our rental revenues as the accounting for such revenues is governed by other authoritative guidance. We anticipate adopting the standard by use of the modified retrospective approach. In addition, we are continuing to evaluate the changes necessary to our business processes, systems and controls to support recognition and disclosure under the new standard. In February 2016, the FASB amended authoritative guidance on leases, codified in ASC 842, Leases . The amended guidance requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The new standard also requires new disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. This guidance is effective for reporting periods beginning after December 15, 2018, with early adoption permitted. The provisions of this guidance are to be applied using a modified retrospective approach, with elective reliefs, which requires application of the guidance for all periods presented. We anticipate adopting the new standard on February 1, 2019, and expect to elect the package of practical expedients afforded under the guidance, including the use of hindsight to determine the lease term. While we continue to evaluate this standard, we anticipate this standard will have a material impact on our consolidated balance sheets due to the capitalization of a right-of-use asset and lease liability associated with our current operating leases, but do not believe it will have a material impact on our consolidated statements of operations or cash flows. In May 2017, the FASB amended authoritative guidance on modifications related to stock compensation, codified in ASC 718, Compensation - Stock Compensation . The amendments provide guidance on determining which changes to the terms and conditions of share-based payment awards require an entity to apply modification accounting. The guidance is effective for the Company as of the first quarter of its fiscal year ending January 31, 2019. The Company does not believe the update will have a material impact on its consolidated financial statements. In August 2017, the FASB amended authoritative guidance on hedge accounting, codified in ASC 815, Derivatives and Hedging. The amendments better align the accounting rules with a company's risk management activities; better reflects economic results of hedging in financial statements; and simplifies hedge accounting treatment. The guidance is effective for the Company as of the first quarter of its fiscal year ending January 31, 2020. The Company is evaluating the impact of this new standard on the financial statements. |
BUSINESS ACTIVITY AND SIGNIFI20
| BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
| Oct. 31, 2017 | |
| New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
| Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | As of February 1, 2017 Balance Sheet Classification Additional paid-in capital Deferred income tax liability Retained earnings (in thousands) Increase (Decrease) Impact of cumulative-effect adjustment from adoption of ASU 2016-09 $ 2,087 $ (835 ) $ (1,252 ) |
| Schedule of calculation of basic and diluted EPS | The following table sets forth the calculation of the denominator for basic and diluted EPS: Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 (in thousands, except per share data) (in thousands, except per share data) Basic Weighted-Average Common Shares Outstanding 21,585 21,218 21,503 21,208 Plus: Incremental Shares From Assumed Exercise of Stock Options 58 51 — — Diluted Weighted-Average Common Shares Outstanding 21,643 21,269 21,503 21,208 Anti-Dilutive Shares Excluded From Diluted Weighted-Average Common Shares Outstanding: Stock Options 103 141 106 146 Shares Underlying Senior Convertible Notes (conversion price of $43.17) 1,521 2,217 1,521 2,217 Earnings (Loss) per Share - Basic $ 0.11 $ 0.01 $ (0.40 ) $ (0.27 ) Earnings (Loss) per Share - Diluted $ 0.11 $ 0.01 $ (0.40 ) $ (0.27 ) |
INVENTORIES (Tables)
| INVENTORIES (Tables) | 9 Months Ended |
| Oct. 31, 2017 | |
| Inventory Disclosure [Abstract] | |
| Schedule of inventories | October 31, 2017 January 31, 2017 (in thousands) New equipment $ 343,434 $ 235,161 Used equipment 114,499 160,503 Parts and attachments 70,170 81,734 Work in process 1,658 868 $ 529,761 $ 478,266 |
PROPERTY AND EQUIPMENT (Tables)
| PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
| Oct. 31, 2017 | |
| Property, Plant and Equipment [Abstract] | |
| Schedule of property and equipment | October 31, 2017 January 31, 2017 (in thousands) Rental fleet equipment $ 125,533 $ 124,417 Machinery and equipment 21,701 22,255 Vehicles 37,558 36,384 Furniture and fixtures 39,334 39,875 Land, buildings, and leasehold improvements 63,652 59,481 287,778 282,412 Less accumulated depreciation (131,352 ) (125,765 ) $ 156,426 $ 156,647 |
SENIOR CONVERTIBLE NOTES (Table
| SENIOR CONVERTIBLE NOTES (Tables) - Senior Convertible Notes | 9 Months Ended |
| Oct. 31, 2017 | |
| SENIOR CONVERTIBLE NOTES | |
| Schedule of 3.75% Senior Convertible Notes | The Company’s 3.75% senior convertible notes issued on April 24, 2012 (“senior convertible notes”) consisted of the following: October 31, 2017 January 31, 2017 (in thousands except conversion rate and conversion price) Principal value $ 65,644 $ 95,725 Unamortized debt discount (2,973 ) (6,368 ) Unamortized debt issuance costs (394 ) (856 ) Carrying value of senior convertible notes $ 62,277 $ 88,501 Carrying value of equity component, net of deferred taxes $ 14,923 $ 15,546 Conversion rate (shares of common stock per $1,000 principal amount of notes) 23.1626 Conversion price (per share of common stock) $ 43.17 |
| Senior Convertible Notes Interest Expense | The Company recognized interest expense associated with its senior convertible notes as follows: Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 (in thousands) (in thousands) Cash Interest Expense Coupon interest expense $ 666 $ 996 $ 2,157 $ 3,457 Noncash Interest Expense Amortization of debt discount 517 703 1,628 2,406 Amortization of transaction costs 71 100 225 347 $ 1,254 $ 1,799 $ 4,010 $ 6,210 |
DERIVATIVE INSTRUMENTS (Tables)
| DERIVATIVE INSTRUMENTS (Tables) | 9 Months Ended |
| Oct. 31, 2017 | |
| Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
| Schedule of notional amounts of outstanding derivative positions | The following table sets forth the notional value of the Company's outstanding derivative instruments. Notional Amount as of: October 31, 2017 January 31, 2017 (in thousands) Cash flow hedges: Interest rate swap $ — $ 100,000 Derivatives not designated as hedging instruments: Foreign currency contracts 10,000 18,021 |
| Schedule of fair value of outstanding derivative instruments | The following table sets forth the fair value of the Company’s outstanding derivative instruments. Liability derivatives are included in accrued expenses in the consolidated balance sheets. Fair Value as of: October 31, 2017 January 31, 2017 (in thousands) Liability Derivatives: Derivatives designated as hedging instruments: Cash flow hedges: Interest rate swap $ — $ 1,155 Derivatives not designated as hedging instruments: Foreign currency contracts 65 200 Total Liability Derivatives $ 65 $ 1,355 |
| Schedule of gains and losses recognized on derivative instruments | The following table sets forth the gains and losses (before the related income tax effects) recognized in other comprehensive income (loss) ("OCI") and income (loss) related to the Company’s derivative instruments for the three and nine months ended October 31, 2017 and 2016 , respectively. Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 OCI Income (Loss) OCI Income (Loss) OCI Income (Loss) OCI Income (Loss) (in thousands) (in thousands) Dervatives Designated as Hedging Instruments: Cash flow hedges: Interest rate swap (a) — (98 ) 228 (333 ) 48 (1,084 ) (272 ) (1,064 ) Dervatives Not Designated as Hedging Instruments: Foreign currency contracts (b) — 78 — 126 — (978 ) — 112 Total Derivatives $ — $ (20 ) $ 228 $ (207 ) $ 48 $ (2,062 ) $ (272 ) $ (952 ) (a) No material hedge ineffectiveness has been recognized. The amounts shown in income (loss) above are reclassification amounts from accumulated other comprehensive income (loss) and are recorded in floorplan interest expense in the consolidated statements of operations. (b) Amounts are included in interest income and other income in the consolidated statements of operations |
FAIR VALUE OF FINANCIAL INSTR25
| FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
| Oct. 31, 2017 | |
| Fair Value Disclosures [Abstract] | |
| Fair Value Measurements, Recurring and Nonrecurring | The liabilities which are measured at fair value on a recurring basis as of October 31, 2017 and January 31, 2017 are as follows: October 31, 2017 January 31, 2017 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (in thousands) (in thousands) Financial Liabilities Interest rate swap $ — $ — $ — $ — $ — $ 1,155 $ — $ 1,155 Foreign currency contracts — 65 — 65 — 200 — 200 Total Financial Liabilities $ — $ 65 $ — $ 65 $ — $ 1,355 $ — $ 1,355 |
| Fair Value of Senior Convertible Notes | The following table provides details on the senior convertible notes as of October 31, 2017 and January 31, 2017 . The difference between the face value and the carrying value of these notes is the result of the allocation between the debt and equity components, and unamortized debt issuance costs. Fair value of the senior convertible notes was estimated based on Level 2 fair value inputs. October 31, 2017 January 31, 2017 Estimated Fair Value Carrying Value Face Value Estimated Fair Value Carrying Value Face Value (in thousands) (in thousands) Senior convertible notes $ 65,000 $ 62,277 $ 65,644 $ 87,000 $ 88,501 $ 95,725 |
SEGMENT INFORMATION AND OPERA26
| SEGMENT INFORMATION AND OPERATING RESULTS (Tables) | 9 Months Ended |
| Oct. 31, 2017 | |
| Segment Reporting [Abstract] | |
| Schedule of financial information of business segments | Certain financial information for each of the Company’s business segments is set forth below. Three Months Ended October 31, Nine Months Ended October 31, 2017 2016 2017 2016 (in thousands) (in thousands) Revenue Agriculture $ 186,546 $ 205,540 $ 488,716 $ 538,060 Construction 72,942 80,789 214,252 241,922 International 70,853 45,937 160,362 115,477 Total $ 330,341 $ 332,266 $ 863,330 $ 895,459 Income (Loss) Before Income Taxes Agriculture $ 4,909 $ (1,798 ) $ (5,870 ) $ (9,881 ) Construction (2,373 ) (105 ) (4,076 ) (1,523 ) International 2,453 604 3,331 (88 ) Segment income (loss) before income taxes 4,989 (1,299 ) (6,615 ) (11,492 ) Shared Resources (103 ) 1,355 (5,119 ) 1,199 Total $ 4,886 $ 56 $ (11,734 ) $ (10,293 ) October 31, 2017 January 31, 2017 (in thousands) Total Assets Agriculture $ 404,200 $ 411,726 Construction 244,725 221,092 International 126,706 106,899 Segment assets 775,631 739,717 Shared Resources 42,659 31,705 Total $ 818,290 $ 771,422 |
STORE CLOSINGS AND REALIGNMEN27
| STORE CLOSINGS AND REALIGNMENT COST (Tables) | 9 Months Ended |
| Oct. 31, 2017 | |
| Restructuring and Related Activities [Abstract] | |
| Schedule of Restructuring Costs by Type of Cost | In February 2017, to better align the Company's cost structure and business in certain markets, the Company announced a restructuring plan (the "Fiscal 2018 Restructuring Plan"), to close one Construction location and 14 Agriculture locations. As of October 31, 2017, the Company has closed and fully exited all of these locations. The Fiscal 2018 Restructuring Plan is expected to result in a significant reduction of expenses while allowing the Company to continue to provide a leading level of service to its customers. In total, over the term of the Fiscal 2018 Restructuring Plan, the Company anticipates recognizing approximately $15.0 million of restructuring charges consisting primarily of fixed asset impairment charges, lease termination costs and termination benefits. The Company anticipates the restructuring charges to be approximately $9.0 million , $4.5 million and $1.5 million within its Agriculture, Construction and Shared Resources segments. Restructuring costs associated with the Company's Fiscal 2018 Restructuring Plan are summarized in the following table. Such costs are included in the restructuring costs line in the consolidated statements of operations. Cumulative amounts reflect restructuring costs recognized to date associated with the Fiscal 2018 Restructuring Plan and include restructuring costs recognized in the fourth quarter of fiscal 2017. Three Months Ended October 31, 2017 Nine Months Ended October 31, 2017 Cumulative Amount (in thousands) Lease accrual and termination costs $ 1,598 $ 5,920 $ 5,920 Termination benefits 943 4,667 4,667 Impairment of fixed assets, net of gains on asset disposition (55 ) (620 ) 2,337 Asset relocation and other costs 101 513 561 $ 2,587 $ 10,480 $ 13,485 Restructuring charges associated with the Company's Fiscal 2018 Restructuring Plan are summarized by segment in the following table: Three Months Ended October 31, 2017 Nine Months Ended October 31, 2017 Cumulative Amount (in thousands) Segment Agriculture $ 567 $ 7,239 $ 8,342 Construction 1,671 2,009 3,911 International 60 60 60 Shared Resources 289 1,172 1,172 Total $ 2,587 $ 10,480 $ 13,485 |
| Restructuring Reserve Rollforward | A reconciliation of the beginning and ending exit cost liability balance, of which $4.9 million is included in other long-term liabilities and $1.3 million is included in accrued expenses and other in the consolidated balance sheets, follows: Lease Accrual & Termination Costs Termination Benefits Asset Relocation & Other Costs Total (in thousands) Balance, January 31, 2017 $ — $ — $ — $ — Exit costs incurred and charged to expense 5,920 4,361 513 10,794 Exit costs paid (427 ) (3,697 ) (513 ) (4,637 ) Balance, October 31, 2017 $ 5,493 $ 664 $ — $ 6,157 |
BUSINESS ACTIVITY AND SIGNIFI28
| BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES (Details) - $ / shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | |
| Denominator | ||||
| Basic Weighted-Average Common Shares Outstanding | 21,585 | 21,218 | 21,503 | 21,208 |
| Plus: Incremental Shares From Assumed Exercise of Stock Options | 58 | 51 | 0 | 0 |
| Diluted Weighted-Average Common Shares Outstanding | 21,643 | 21,269 | 21,503 | 21,208 |
| Earnings (Loss) per Share - Basic, in dollars per share | $ 0.11 | $ 0.01 | $ (0.40) | $ (0.27) |
| Earnings (Loss) per Share - Diluted, in dollars per share | $ 0.11 | $ 0.01 | $ (0.40) | $ (0.27) |
| Employee Stock Option | ||||
| Anti-dilutive securities | ||||
| Anti-dilutive securities excluded from the calculation of diluted EPS (in shares) | 103 | 141 | 106 | 146 |
| Convertible Notes | ||||
| Anti-dilutive securities | ||||
| Anti-dilutive securities excluded from the calculation of diluted EPS (in shares) | 2,217 | 1,521 | 2,217 | |
| Conversion price of shares underlying convertible notes (in dollars per share) | $ 43.17 | $ 43.17 | ||
BUSINESS ACTIVITY AND SIGNIFI29
| BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES BUSINESS ACTIVITY AND SIGNIFICANT ACCOUNTING POLICIES (Details 2) (Details) - Adjustments for New Accounting Pronouncement [Member] | Oct. 31, 2017USD ($) |
| New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
| Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | $ (835,000) |
| Retained Earnings [Member] | |
| New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
| Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | (1,252,000) |
| Additional Paid-in Capital [Member] | |
| New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
| Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | $ 2,087,000 |
INVENTORIES (Details)
| INVENTORIES (Details) - USD ($) $ in Thousands | Oct. 31, 2017 | Jan. 31, 2017 |
| Inventory Disclosure [Abstract] | ||
| New equipment | $ 343,434 | $ 235,161 |
| Used equipment | 114,499 | 160,503 |
| Parts and attachments | 70,170 | 81,734 |
| Work in process | 1,658 | 868 |
| Inventories | $ 529,761 | $ 478,266 |
PROPERTY AND EQUIPMENT (Details
| PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Oct. 31, 2017 | Jan. 31, 2017 |
| PROPERTY AND EQUIPMENT | ||
| Property and equipment, gross | $ 287,778 | $ 282,412 |
| Less accumulated depreciation | (131,352) | (125,765) |
| Property and equipment, net | 156,426 | 156,647 |
| Rental fleet equipment | ||
| PROPERTY AND EQUIPMENT | ||
| Property and equipment, gross | 125,533 | 124,417 |
| Machinery and equipment | ||
| PROPERTY AND EQUIPMENT | ||
| Property and equipment, gross | 21,701 | 22,255 |
| Vehicles | ||
| PROPERTY AND EQUIPMENT | ||
| Property and equipment, gross | 37,558 | 36,384 |
| Furniture and fixtures | ||
| PROPERTY AND EQUIPMENT | ||
| Property and equipment, gross | 39,334 | 39,875 |
| Land, buildings, and leasehold improvements | ||
| PROPERTY AND EQUIPMENT | ||
| Property and equipment, gross | $ 63,652 | $ 59,481 |
LINES OF CREDIT _ FLOORPLAN P32
| LINES OF CREDIT / FLOORPLAN PAYABLE (Details) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 7 Months Ended | 8 Months Ended | 9 Months Ended | ||||
| Oct. 31, 2017USD ($) | Oct. 31, 2017USD ($) | Oct. 31, 2017USD ($) | Aug. 31, 2017 | Oct. 04, 2017 | Oct. 31, 2017USD ($)floorplan_line_of_credit | Jul. 31, 2017USD ($) | May 05, 2017USD ($) | Apr. 30, 2017USD ($) | Jan. 31, 2017USD ($) | |
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Number of significant floorplan lines of credit | floorplan_line_of_credit | 3 | |||||||||
| Maximum borrowing capacity | $ 200,000,000 | $ 275,000,000 | ||||||||
| Floorplan payable | $ 322,439,000 | $ 322,439,000 | $ 322,439,000 | $ 322,439,000 | $ 233,228,000 | |||||
| Compensating Balance, Amount | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | ||||||
| Write off of Deferred Debt Issuance Cost | 400,000 | |||||||||
| Floorplan Line of Credit | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Maximum borrowing capacity | 727,412,960 | 727,412,960 | 727,412,960 | 727,412,960 | ||||||
| Floorplan payable | 306,600,000 | 306,600,000 | 306,600,000 | 306,600,000 | 228,300,000 | |||||
| Floorplan Line of Credit | Foreign | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Maximum borrowing capacity | 107,400,000 | 107,400,000 | 107,400,000 | $ 107,400,000 | ||||||
| Floorplan Line of Credit | Minimum [Member] | U.S. | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Debt Instrument, Interest Rate Terms | 0.0374 | |||||||||
| Floorplan Line of Credit | Minimum [Member] | Foreign | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Debt Instrument, Interest Rate Terms | 0.0092 | |||||||||
| Floorplan Line of Credit | Maximum [Member] | U.S. | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Debt Instrument, Interest Rate Terms | 0.0655 | |||||||||
| Floorplan Line of Credit | Maximum [Member] | Foreign | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Debt Instrument, Interest Rate Terms | 0.0724 | |||||||||
| Wells Fargo Credit Facility [Member] | Floorplan Line of Credit | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Maximum borrowing capacity | 140,000,000 | 140,000,000 | 140,000,000 | $ 140,000,000 | 210,000,000 | |||||
| Reduction in borrowing capacity | 70,000,000 | |||||||||
| CNH Industrial Capital Credit Facility | Floorplan Line of Credit | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Maximum borrowing capacity | 450,000,000 | 450,000,000 | 450,000,000 | 450,000,000 | ||||||
| DLL Finance LLC [Member] | Floorplan Line of Credit | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Maximum borrowing capacity | 30,000,000 | 30,000,000 | 30,000,000 | 30,000,000 | $ 45,000,000 | |||||
| Credit Facility | Wells Fargo Credit Facility [Member] | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Reduction in borrowing capacity | 5,000,000 | |||||||||
| Credit Facility | Wells Fargo Credit Facility [Member] | Working Capital Revolver Line | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Maximum borrowing capacity | 60,000,000 | 60,000,000 | $ 60,000,000 | 60,000,000 | $ 60,000,000 | $ 65,000,000 | ||||
| Debt Instrument, Interest Rate Terms | 0.0373 | |||||||||
| Amount outstanding | $ 13,000,000 | $ 13,000,000 | $ 13,000,000 | $ 13,000,000 | $ 13,000,000 | |||||
| C N H Capital America L L C [Member] | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Line of Credit Facility, Covenant Compliance, Minimum Fixed Charge Coverage Ratio | 1.10 | 1.25 | ||||||||
| DLL Finance LLC [Member] | ||||||||||
| LINES OF CREDIT / FLOORPLAN NOTES PAYABLE | ||||||||||
| Line of Credit Facility, Covenant Compliance, Minimum Fixed Charge Coverage Ratio | 1.10 | 1.25 |
SENIOR CONVERTIBLE NOTES (Detai
| SENIOR CONVERTIBLE NOTES (Details) | Oct. 31, 2017 |
| Convertible Notes | |
| SENIOR CONVERTIBLE NOTES | |
| Interest rate (as a percent) | 3.75% |
SENIOR CONVERTIBLE NOTES (Det34
| SENIOR CONVERTIBLE NOTES (Details 2) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
| Oct. 31, 2017USD ($)$ / shares | Oct. 31, 2016USD ($) | Oct. 31, 2017USD ($)$ / shares | Oct. 31, 2016USD ($) | Jan. 31, 2017USD ($) | |
| SENIOR CONVERTIBLE NOTES | |||||
| Repayments of Convertible Debt | $ 29,093 | $ 46,013 | |||
| Convertible notes | |||||
| Principal value | $ 65,644 | 65,644 | $ 95,725 | ||
| Coupon interest expense | 2,110 | $ 2,160 | 6,694 | 5,930 | |
| Convertible Notes | |||||
| Convertible notes | |||||
| Principal value | 65,644 | 65,644 | 95,725 | ||
| Unamortized debt discount | (2,973) | (2,973) | (6,368) | ||
| Unamortized debt issuance costs | (394) | (394) | (856) | ||
| Carrying value of senior convertible notes | 62,277 | 62,277 | 88,501 | ||
| Carrying value of equity component, net of deferred taxes | $ 14,923 | $ 14,923 | $ 15,546 | ||
| Conversion rate | 0.0231626 | ||||
| Conversion price (per share of common stock) | $ / shares | $ 43.17 | $ 43.17 | |||
| Coupon interest expense | $ 666 | 996 | $ 2,157 | 3,457 | |
| Amortization of debt discount | 517 | 703 | 1,628 | 2,406 | |
| Amortization of transaction costs | 71 | 100 | 225 | 347 | |
| Interest Expense | 1,254 | $ 1,799 | $ 4,010 | $ 6,210 | |
| Remaining period over which unamortized debt discount will be amortized | 1 year 6 months | ||||
| Effective interest rate (as a percent) | 7.30% | 7.30% | |||
| Debt Instrument, Repurchased Face Amount [Member] | |||||
| SENIOR CONVERTIBLE NOTES | |||||
| Repayments of Convertible Debt | 30,100 | ||||
| Repayments of Debt, Cash Amount [Member] | |||||
| SENIOR CONVERTIBLE NOTES | |||||
| Repayments of Convertible Debt | $ 29,100 | ||||
DERIVATIVE INSTRUMENTS (Details
| DERIVATIVE INSTRUMENTS (Details 1) - USD ($) | Oct. 31, 2017 | Jan. 31, 2017 | Oct. 09, 2013 |
| Interest Rate Swap | Cash Flow Hedges | |||
| DERIVATIVE INSTRUMENTS | |||
| Fixed interest rate (as a percent) | 1.901% | ||
| Notional amount outstanding | $ 100,000,000 | ||
| Interest Rate Swap | Designated as Hedging Instrument | Cash Flow Hedges | |||
| DERIVATIVE INSTRUMENTS | |||
| Notional amount outstanding | $ 0 | $ 100,000,000 | |
| Foreign currency contracts | Not designated as hedging instruments | |||
| DERIVATIVE INSTRUMENTS | |||
| Notional amount outstanding | $ 10,000,000 | $ 18,021,000 |
DERIVATIVE INSTRUMENTS DERIVATI
| DERIVATIVE INSTRUMENTS DERIVATIVES INSTRUMENTS (Details 2) - USD ($) $ in Thousands | Oct. 31, 2017 | Jan. 31, 2017 |
| DERIVATIVE INSTRUMENTS | ||
| Fair Value of Derivative Liability | $ 65 | $ 1,355 |
| Foreign currency contracts | Not designated as hedging instruments | ||
| DERIVATIVE INSTRUMENTS | ||
| Fair Value of Derivative Liability | 65 | 200 |
| Cash Flow Hedges | Interest Rate Swap | Designated as Hedging Instrument | ||
| DERIVATIVE INSTRUMENTS | ||
| Fair Value of Derivative Liability | $ 0 | $ 1,155 |
DERIVATIVE INSTRUMENTS DERIVATE
| DERIVATIVE INSTRUMENTS DERIVATE INSTRUMENTS (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | |
| Foreign currency contracts | ||||
| Derivative Instruments, Gain (Loss) | ||||
| Amount of Gain (Loss) Recognized in Other Comprehensive Income | $ 0 | $ 228 | $ 48 | $ (272) |
| Amount of Gain (Loss) Recognized in Income | (20) | (207) | (2,062) | (952) |
| Foreign currency contracts | Not designated as hedging instruments | ||||
| Derivative Instruments, Gain (Loss) | ||||
| Amount of Gain (Loss) Recognized in Other Comprehensive Income | 0 | 0 | 0 | 0 |
| Amount of Gain (Loss) Recognized in Income | 78 | 126 | (978) | 112 |
| Interest Rate Swap | Designated as Hedging Instrument | Cash Flow Hedges | ||||
| Derivative Instruments, Gain (Loss) | ||||
| Amount of Gain (Loss) Recognized in Other Comprehensive Income | 0 | 228 | 48 | (272) |
| Amount of Gain (Loss) Recognized in Income | $ (98) | $ (333) | $ (1,084) | $ (1,064) |
DERIVATIVE INSTRUMENTS DERIVA38
| DERIVATIVE INSTRUMENTS DERIVATIVE INSTRUMENTS NARRATIVE (Details) - Cash Flow Hedges - USD ($) $ in Millions | 3 Months Ended | |
| Oct. 31, 2017 | Apr. 30, 2017 | |
| Interest Rate Swap | ||
| Derivative | ||
| Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Before Tax | $ 0.6 | |
| Designated as Hedging Instrument [Member] | Cash Paid to Terminate Interest Rate Swap [Member] | ||
| Derivative | ||
| Derivative, Description of Terms | 0.9 |
FAIR VALUE OF FINANCIAL INSTR39
| FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands | Oct. 31, 2017 | Jan. 31, 2017 |
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Other Assets, Fair Value Disclosure | $ 3,600 | |
| Financial Liability | $ (65) | (1,355) |
| Principal value | 65,644 | 95,725 |
| Estimate of Fair Value Measurement | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Senior Convertible Notes | 65,000 | 87,000 |
| Reported Value Measurement | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Senior Convertible Notes | 62,277 | 88,501 |
| Interest Rate Swap | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | 0 | (1,155) |
| Foreign Exchange Contract | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | (65) | (200) |
| Fair Value, Inputs, Level 1 | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | 0 | 0 |
| Fair Value, Inputs, Level 1 | Interest Rate Swap | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | 0 | 0 |
| Fair Value, Inputs, Level 1 | Foreign Exchange Contract | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | 0 | 0 |
| Fair Value, Inputs, Level 2 | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | (65) | (1,355) |
| Fair Value, Inputs, Level 2 | Interest Rate Swap | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | 0 | (1,155) |
| Fair Value, Inputs, Level 2 | Foreign Exchange Contract | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | (65) | (200) |
| Fair Value, Inputs, Level 3 | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | 0 | 0 |
| Fair Value, Inputs, Level 3 | Interest Rate Swap | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | 0 | 0 |
| Fair Value, Inputs, Level 3 | Foreign Exchange Contract | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
| Financial Liability | $ 0 | $ 0 |
SEGMENT INFORMATION AND OPERA40
| SEGMENT INFORMATION AND OPERATING RESULTS (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
| Oct. 31, 2017USD ($) | Oct. 31, 2016USD ($) | Oct. 31, 2017USD ($)segment | Oct. 31, 2016USD ($) | Jan. 31, 2017USD ($) | |
| Segment Reporting [Abstract] | |||||
| Number of reportable segments | segment | 3 | ||||
| SEGMENT INFORMATION AND OPERATING RESULTS | |||||
| Revenue | $ 330,341 | $ 332,266 | $ 863,330 | $ 895,459 | |
| Income (Loss) Before Income Taxes | 4,886 | 56 | (11,734) | (10,293) | |
| Total Assets | 818,290 | 818,290 | $ 771,422 | ||
| Shared Resources | |||||
| SEGMENT INFORMATION AND OPERATING RESULTS | |||||
| Income (Loss) Before Income Taxes | (103) | 1,355 | (5,119) | 1,199 | |
| Total Assets | 42,659 | 42,659 | 31,705 | ||
| Operating Segments | |||||
| SEGMENT INFORMATION AND OPERATING RESULTS | |||||
| Income (Loss) Before Income Taxes | 4,989 | (1,299) | (6,615) | (11,492) | |
| Total Assets | 775,631 | 775,631 | 739,717 | ||
| Operating Segments | Agriculture | |||||
| SEGMENT INFORMATION AND OPERATING RESULTS | |||||
| Revenue | 186,546 | 205,540 | 488,716 | 538,060 | |
| Income (Loss) Before Income Taxes | 4,909 | (1,798) | (5,870) | (9,881) | |
| Total Assets | 404,200 | 404,200 | 411,726 | ||
| Operating Segments | Construction | |||||
| SEGMENT INFORMATION AND OPERATING RESULTS | |||||
| Revenue | 72,942 | 80,789 | 214,252 | 241,922 | |
| Income (Loss) Before Income Taxes | (2,373) | (105) | (4,076) | (1,523) | |
| Total Assets | 244,725 | 244,725 | 221,092 | ||
| Operating Segments | International | |||||
| SEGMENT INFORMATION AND OPERATING RESULTS | |||||
| Revenue | 70,853 | 45,937 | 160,362 | 115,477 | |
| Income (Loss) Before Income Taxes | 2,453 | $ 604 | 3,331 | $ (88) | |
| Total Assets | $ 126,706 | $ 126,706 | $ 106,899 | ||
STORE CLOSINGS AND REALIGNMEN41
| STORE CLOSINGS AND REALIGNMENT COST (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 10 Months Ended | |||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Jan. 31, 2017 | |
| Realignment Costs | ||||||
| Restructuring Reserve | $ 6,157 | $ 6,157 | $ 6,157 | $ 0 | ||
| Restructuring Charges | 10,794 | 15,000 | ||||
| Amount of Realignment Cost Incurred | 2,587 | $ 300 | 10,480 | $ 500 | 13,485 | |
| Agriculture | ||||||
| Realignment Costs | ||||||
| Restructuring Charges | 9,000 | |||||
| Amount of Realignment Cost Incurred | 567 | 7,239 | 8,342 | |||
| Construction | ||||||
| Realignment Costs | ||||||
| Restructuring Charges | 4,500 | |||||
| Amount of Realignment Cost Incurred | 1,671 | 2,009 | 3,911 | |||
| International | ||||||
| Realignment Costs | ||||||
| Amount of Realignment Cost Incurred | 60 | 60 | 60 | |||
| Shared Resource Center | ||||||
| Realignment Costs | ||||||
| Restructuring Charges | 1,500 | |||||
| Amount of Realignment Cost Incurred | 289 | 1,172 | 1,172 | |||
| Lease accrual and termination costs | ||||||
| Realignment Costs | ||||||
| Restructuring Reserve | 5,493 | 5,493 | 5,493 | 0 | ||
| Restructuring Charges | 5,920 | |||||
| Lease accrual and termination costs | Realignment Cost | ||||||
| Realignment Costs | ||||||
| Amount of Realignment Cost Incurred | 1,598 | 5,920 | 5,920 | |||
| Termination benefits | Realignment Cost | ||||||
| Realignment Costs | ||||||
| Amount of Realignment Cost Incurred | 943 | 4,667 | 4,667 | |||
| Impairment of fixed assets, net of gains on asset disposition | Realignment Cost | ||||||
| Realignment Costs | ||||||
| Amount of Realignment Cost Incurred | (55) | (620) | 2,337 | |||
| Asset relocation and other costs | ||||||
| Realignment Costs | ||||||
| Restructuring Reserve | 0 | 0 | 0 | $ 0 | ||
| Restructuring Charges | 513 | |||||
| Asset relocation and other costs | Realignment Cost | ||||||
| Realignment Costs | ||||||
| Amount of Realignment Cost Incurred | 101 | 513 | 561 | |||
| Accrued Liabilities [Member] | ||||||
| Realignment Costs | ||||||
| Restructuring Reserve | 1,300 | 1,300 | 1,300 | |||
| Other Liabilities [Member] | ||||||
| Realignment Costs | ||||||
| Restructuring Reserve | $ 4,900 | $ 4,900 | $ 4,900 | |||
STORE CLOSINGS AND REALIGNMEN42
| STORE CLOSINGS AND REALIGNMENT COST (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 10 Months Ended | ||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | |
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | $ 2,587 | $ 300 | $ 10,480 | $ 500 | $ 13,485 |
| Realignment Reserve [Roll Forward] | |||||
| Balance, January 31, 2017 | 0 | ||||
| Exit costs incurred and charged to expense | 10,794 | 15,000 | |||
| Exit costs paid | (4,637) | ||||
| Balance, July 31, 2016 | 6,157 | 6,157 | 6,157 | ||
| Agriculture [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | 567 | 7,239 | 8,342 | ||
| Realignment Reserve [Roll Forward] | |||||
| Exit costs incurred and charged to expense | 9,000 | ||||
| Construction [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | 1,671 | 2,009 | 3,911 | ||
| Realignment Reserve [Roll Forward] | |||||
| Exit costs incurred and charged to expense | 4,500 | ||||
| International [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | 60 | 60 | 60 | ||
| Shared Resource Center [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | 289 | 1,172 | 1,172 | ||
| Realignment Reserve [Roll Forward] | |||||
| Exit costs incurred and charged to expense | 1,500 | ||||
| Contract Termination [Member] | |||||
| Realignment Reserve [Roll Forward] | |||||
| Balance, January 31, 2017 | 0 | ||||
| Exit costs incurred and charged to expense | 5,920 | ||||
| Exit costs paid | (427) | ||||
| Balance, July 31, 2016 | 5,493 | 5,493 | 5,493 | ||
| Special Termination Benefits [Member] | |||||
| Realignment Reserve [Roll Forward] | |||||
| Balance, January 31, 2017 | 0 | ||||
| Exit costs incurred and charged to expense | 4,361 | ||||
| Exit costs paid | (3,697) | ||||
| Balance, July 31, 2016 | 664 | 664 | 664 | ||
| Other Restructuring [Member] | |||||
| Realignment Reserve [Roll Forward] | |||||
| Balance, January 31, 2017 | 0 | ||||
| Exit costs incurred and charged to expense | 513 | ||||
| Exit costs paid | (513) | ||||
| Balance, July 31, 2016 | 0 | 0 | 0 | ||
| Realignment Cost [Member] | Contract Termination [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | 1,598 | 5,920 | 5,920 | ||
| Realignment Cost [Member] | Other Restructuring [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | 101 | 513 | 561 | ||
| Realignment Cost [Member] | Employee Severance [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | 943 | 4,667 | 4,667 | ||
| Realignment Cost [Member] | Impairment of Fixed Assets, Net of Gains on Asset Disposition [Member] | |||||
| Realignment Costs | |||||
| Restructuring and Related Cost, Incurred Cost | $ (55) | $ (620) | $ 2,337 | ||
INCOME TAXES INCOME TAXES (Deta
| INCOME TAXES INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
| Oct. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2017 | Oct. 31, 2016 | |
| Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | ||||
| Income (Loss) Before Income Taxes | $ 4,886 | $ 56 | $ (11,734) | $ (10,293) |
RELATED PARTY TRANSACTIONS (Det
| RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Millions | Sep. 08, 2017 | Oct. 31, 2017 | Oct. 31, 2017 |
| Related Party Transaction [Line Items] | |||
| Related Party Transaction, Expenses from Transactions with Related Party | $ 0.7 | $ 0.7 | |
| Due to Related Parties | $ 0.8 | 0.8 | |
| Unvested Shares of Restricted Stock [Member] | |||
| Related Party Transaction [Line Items] | |||
| Related Party Transaction, Expenses from Transactions with Related Party | $ 0.1 | ||
| Related Party Transaction [Member] | |||
| Related Party Transaction [Line Items] | |||
| Related Party Transaction, Amounts of Transaction | $ 1.8 |