Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended |
Nov. 30, 2014 | |
Entity Registrant Name | New Enterprise Stone & Lime Co., Inc. |
Entity Central Index Key | 1527032 |
Current Fiscal Year End Date | -26 |
Entity Filer Category | Non-accelerated Filer |
Document Type | 10-Q |
Document Period End Date | 30-Nov-14 |
Document Fiscal Year Focus | 2015 |
Document Fiscal Period Focus | Q3 |
Amendment Flag | FALSE |
Common Stock, Class A | |
Entity Common Stock, Shares Outstanding | 500 |
Common Stock, Class B | |
Entity Common Stock, Shares Outstanding | 273,285 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (unaudited) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 | |
In Thousands, unless otherwise specified | |||
Current assets | |||
Cash and cash equivalents | $2,336 | $23,892 | [1] |
Restricted cash | 18,459 | 27,684 | [1] |
Accounts receivable, less reserves of $4,250 and $5,228 respectively | 120,687 | 61,319 | [1] |
Inventories | 109,360 | 107,313 | [1] |
Deferred income taxes | 3,713 | 3,713 | [1] |
Other current assets | 9,290 | 9,005 | [1] |
Assets held for sale | 10,490 | 14,467 | [1] |
Total current assets | 274,335 | 247,393 | [1] |
Property, plant and equipment, net | 312,089 | 333,819 | [1] |
Goodwill | 87,132 | 87,976 | [1] |
Other intangible assets, net | 19,161 | 19,951 | [1] |
Other assets | 29,586 | 32,799 | [1] |
Total assets | 722,303 | 721,938 | [1] |
Current liabilities | |||
Current maturities of long-term debt | 16,599 | 30,514 | [1] |
Accounts payable — trade | 45,746 | 21,946 | [1] |
Accrued liabilities | 56,521 | 60,507 | [1] |
Total current liabilities | 118,866 | 112,967 | [1] |
Long-term debt, less current maturities | 650,107 | 629,452 | [1] |
Deferred income taxes | 33,979 | 34,890 | [1] |
Other liabilities | 38,754 | 45,965 | [1] |
Total liabilities | 841,706 | 823,274 | [1] |
Commitments and contingencies (Note 2 and Note 8) | 0 | 0 | [1] |
Deficit | |||
Accumulated deficit | -246,411 | -227,696 | [1] |
Additional paid-in capital | 126,962 | 126,962 | [1] |
Accumulated other comprehensive loss | -1,859 | -1,975 | [1] |
Total New Enterprise Stone & Lime Co., Inc. deficit | -121,034 | -102,435 | [1] |
Noncontrolling interest in consolidated subsidiaries | 1,631 | 1,099 | [1] |
Total deficit | -119,403 | -101,336 | [1] |
Total liabilities and deficit | 722,303 | 721,938 | [1] |
Common Stock, Class A | |||
Deficit | |||
Common stock | 1 | 1 | [1] |
Common Stock, Class B | |||
Deficit | |||
Common stock | $273 | $273 | [1] |
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
In Thousands, except Per Share data, unless otherwise specified | ||
Accounts receivable, reserves | $4,250 | $5,228 |
Common Stock, Class A | ||
Redeemable Common stock, par value (in dollars per share) | $1 | $1 |
Common Stock, Class B | ||
Redeemable Common stock, par value (in dollars per share) | $1 | $1 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Comprehensive Loss (unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 |
Revenue | ||||
Construction materials | $99,031 | $109,291 | $299,176 | $311,411 |
Heavy/highway construction | 91,457 | 92,432 | 237,179 | 236,792 |
Traffic safety services and equipment | 19,173 | 19,623 | 61,303 | 63,252 |
Total revenue | 209,661 | 221,346 | 597,658 | 611,455 |
Cost of revenue (exclusive of items shown separately below) | ||||
Construction materials | 58,647 | 75,267 | 197,664 | 215,322 |
Heavy/highway construction | 88,186 | 85,725 | 223,223 | 220,621 |
Traffic safety services and equipment | 14,800 | 14,434 | 46,196 | 48,239 |
Total cost of revenue | 161,633 | 175,426 | 467,083 | 484,182 |
Depreciation, depletion and amortization | 12,182 | 11,741 | 34,429 | 36,990 |
Asset impairment | 226 | 0 | 5,249 | 452 |
Pension and profit sharing | 1,991 | 2,055 | 5,320 | 6,507 |
Selling, administrative and general expenses | 14,512 | 18,945 | 44,091 | 56,332 |
Gain on disposals of property, equipment and software | -141 | -497 | -451 | -646 |
Operating income (loss) | 19,258 | 13,676 | 41,937 | 27,638 |
Interest expense, net | -20,812 | -19,162 | -61,518 | -57,258 |
Income (loss) before income taxes | -1,554 | -5,486 | -19,581 | -29,620 |
Income tax benefit | -56 | -401 | -1,398 | -3,825 |
Net income (loss) | -1,498 | -5,085 | -18,183 | -25,795 |
Less: Comprehensive income attributable to noncontrolling interest | -180 | -172 | -532 | -1,081 |
Net loss attributable to New Enterprise Stone & Lime Co., Inc. | -1,678 | -5,257 | -18,715 | -26,876 |
Unrealized actuarial gains and amortization of prior service costs, net of income taxes | 39 | 49 | 116 | 148 |
Comprehensive income (loss) | -1,459 | -5,036 | -18,067 | -25,647 |
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | ($1,639) | ($5,208) | ($18,599) | ($26,728) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (unaudited) (USD $) | 9 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 | |
Reconciliation of net loss to net cash from operating activities | |||
Net loss | ($18,183) | ($25,795) | |
Adjustments to reconcile net loss to net cash used in operating activities | |||
Depreciation, depletion and amortization | 34,429 | 36,990 | |
Asset impairment | 5,249 | 452 | |
Gain on disposals of property, equipment and software | -451 | -646 | |
Non-cash payment-in-kind interest accretion | 16,683 | 17,630 | |
Amortization and write-off of debt issuance costs | 3,246 | 3,703 | |
Deferred income taxes | -834 | -3,749 | |
Bad debt expense | 830 | 1,678 | |
Changes in assets and liabilities: | |||
Accounts receivable | -60,102 | -82,266 | |
Inventories | -1,936 | 3,123 | |
Other assets | -367 | 169 | |
Accounts payable | 23,832 | 27,251 | |
Other liabilities | -3,467 | 4,455 | |
Net cash used in operating activities | -1,071 | -17,005 | |
Cash flows from investing activities | |||
Capital expenditures | -18,761 | -16,912 | |
Change in cash value of life insurance | -35 | 3,266 | |
Change in restricted cash | 13,324 | -4,935 | |
Net cash used in investing activities | -3,022 | -17,780 | |
Repayments of Lines of Credit | 0 | 215,418 | |
Cash flows from financing activities | |||
Proceeds from revolving credit | 0 | 252,739 | |
Proceeds from (Repayments of) Debt | -9,550 | 0 | |
Proceeds from issuance of long-term debt | 0 | 563 | |
Repayment of long-term debt | -5,025 | -5,236 | |
Payments on capital leases | -2,132 | -3,023 | |
Debt issuance costs | -756 | -250 | |
Net cash (used in) provided by financing activities | -17,463 | 27,325 | |
Net decrease in cash and cash equivalents | -21,556 | -7,460 | |
Cash and cash equivalents | |||
Beginning of period | 23,892 | [1] | 9,534 |
End of period | $2,336 | $2,074 | |
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
Nature_of_Operations_and_Summa
Nature of Operations and Summary of Significant Accounting Policies | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Accounting Policies [Abstract] | |||||||||
Nature of Operations and Summary of Significant Accounting Policies | Nature of Operations and Summary of Significant Accounting Policies | ||||||||
Company Activities | |||||||||
New Enterprise Stone & Lime Co., Inc., a Delaware corporation, is a privately held, vertically integrated construction materials supplier and heavy/highway construction contractor in Pennsylvania and western New York and a national traffic safety services and equipment provider. Founded in 1924, the Company operates in three segments based upon the nature of its products and services: construction materials, heavy/highway construction and traffic safety services and equipment. As used herein, the terms “we,” “us,” “our,” “NESL,” or the “Company” refer to New Enterprise Stone & Lime Co., Inc., and/or one or more of its subsidiaries. Almost all of our products are produced and consumed outdoors. Normally, our highest sales and earnings are in the second and third fiscal quarters and our lowest are in the first and fourth fiscal quarters. As a result of this seasonality, our significant net working capital items, which are accounts receivable, inventories, accounts payable - trade and accrued liabilities, are typically higher as of interim period ends compared to fiscal year end. | |||||||||
Basis of Presentation | |||||||||
The accompanying unaudited condensed consolidated financial statements and notes included in this report have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All adjustments (all of which are of a normal recurring nature) that are necessary for a fair statement are reflected in the unaudited condensed consolidated financial statements. The unaudited condensed consolidated financial statements do not include all of the information or disclosures required for a complete presentation in accordance with GAAP. The condensed balance sheet data at February 28, 2014 were derived from audited financial statements, but do not include all disclosures required by GAAP. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto, included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2014 filed with the Securities and Exchange Commission (“SEC”) on May 21, 2014. The results for interim periods are not necessarily indicative of the results for a full fiscal year. | |||||||||
Principles of Consolidation | |||||||||
The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries and entities where the Company has a controlling equity interest. Intercompany balances and transactions have been eliminated in consolidation. | |||||||||
Restructuring | |||||||||
During the second quarter of fiscal year 2014, we initiated a cost savings and operational efficiency plan (the “Plan”). The Plan has focused on head count reductions, operational efficiencies, and administrative savings. Under the Plan, the Company realigned its current divisional structure by combining Eastern Industries, Inc. and Martin Limestone, Inc., into a new East division and the NESL operating business, Buffalo Crushed Stone, Inc. and Valley Quarries, Inc. into a new West division. The Company has further reorganized its structure by combining the East and West divisions and creating a construction materials division and heavy/highway construction division. This has resulted in modification of the senior level organizational structure which the Company anticipates will reduce costs, streamline responsibilities and decision making, and drive best practices and efficiencies across the organization. | |||||||||
The restructuring activities during the nine months ended November 30, 2014 resulted in one-time pre-tax charges of approximately $5.2 million, comprised of approximately $0.9 million for severance and related benefit costs and approximately $4.3 million in outside advisory services related to the implementation of the Plan. The restructuring activities during the three months ended November 30, 2014 resulted in one-time pre-tax charges of approximately $2.1 million, comprised of approximately $0.7 million for severance and related benefit costs and approximately $1.4 million in outside advisory services related to the implementation of the Plan. These expenses were recorded in selling, administrative and general expenses. The Company has accrued approximately $1.4 million of severance costs as a component of accrued liabilities in the consolidated balance sheet at November 30, 2014. The Company incurred approximately $12.3 million in restructuring costs through November 30, 2014 since the inception of the Plan, and anticipates it may incur an additional $1.5 million to $2.5 million of costs associated with the Plan, comprised of approximately $1.3 million to $2.0 million of outside advisory services and $0.2 million to $0.5 million of employee-related costs. | |||||||||
The following table presents changes to Accrued Restructuring: | |||||||||
(In thousands) | Accrued restructuring | ||||||||
Balance at February 28, 2014 | $ | 1,300 | |||||||
Additional accruals recorded | 5,197 | ||||||||
Payments on or reductions of accrued restructuring charges | 5,121 | ||||||||
Balance at November 30, 2014 | $ | 1,376 | |||||||
Assets Held for Sale | |||||||||
During the first quarter of fiscal year 2015, the Company concluded the sale of its Block manufacturing and Construction Supply Center ("CSC") operations at its New Holland, PA location for approximately $8.9 million. In addition to the sale of the Block manufacturing and CSC facilities at its New Holland, PA location, the sale agreement contained certain non-compete provisions which required the Company to close similar facilities at its Wescosville location as of the settlement date. The Company provided $4.1 million of the proceeds on the sale of the New Holland assets to the trustee of the $265.0 million 13% senior secured notes due 2018 ("the Secured Notes") which may be utilized to purchase additional equipment. As of November 30, 2014, $1.4 million of cash was held by the trustee and is recorded in restricted cash on the Condensed Consolidated Balance Sheet. The gain on the sale of the New Holland assets was approximately $0.2 million. Assets held for sale at Wescosville were $4.3 million and $5.1 million as of November 30, 2014 and February 28, 2014, respectively. | |||||||||
During the second quarter of fiscal year 2015, the Company sold its Block manufacturing facility and CSC facility at its Towanda, PA location for approximately $0.5 million in cash. For the nine months ended November 30, 2014, the Company recorded an asset impairment of approximately $1.5 million related to equipment and approximately $0.5 million of inventory. There were no assets held for sale at the Towanda Block and CSC facility as of November 30, 2014. he assets held for sale were from the construction materials segment. | |||||||||
During the second quarter of fiscal year 2015, the Company received an offer to sell the aggregate, hot mix asphalt and ready mix operations at its Sheshequin, PA and Towanda, PA locations and as a result, considered the assets as held for sale. The Company recorded impairments of $2.2 million and $0.9 million related to fixed assets, and goodwill and intangible assets, respectively, in the second quarter of fiscal year 2015. Assets held for sale at Sheshequin and Towanda were $4.3 million as of November 30, 2014. The assets held for sale are from the construction materials segment. | |||||||||
During the third quarter of fiscal year 2015, the Company considered a leasing arrangement related to its precast/prestressed structural concrete operations at its Roaring Spring, PA location (refer to Footnote 11. "Subsequent Events"Footnote 11. "Subsequent Events" for further information). At November 30, 2014, the Company classified $0.6 million of assets as held for sale related to its precast/prestressed structural concrete operations, consisting primarily of inventory, which is net of $0.2 million of impairments on those assets. The assets held for sale are from the construction materials segment. | |||||||||
The Company classified approximately $1.3 million of non-core properties and office buildings as assets held for sale during the third quarter of fiscal year 2015. There were no impairments recorded on those assets as of November 30, 2014. | |||||||||
The Company's assets held for sale consisted of the following: | |||||||||
November 30, 2014 | February 28, 2014 | ||||||||
Inventory | $ | 1,541 | $ | 6,690 | |||||
PP&E, net of impairment | 8,949 | 7,777 | |||||||
$ | 10,490 | $ | 14,467 | ||||||
Liabilities related to assets held for sale at Sheshequin and Towanda were $1.1 million as of November 30, 2014 and classified as part of "Accrued Liabilities" in the Condensed Consolidated Balance Sheet. | |||||||||
Out of Period Adjustments | |||||||||
For the nine months ended November 30, 2013, the Company recorded an out of period pre-tax loss of approximately $0.1 million primarily related to an increase in cost of revenue of $1.1 million and offset by depreciation of $1.0 million. | |||||||||
Management does not believe these out of period errors and adjustments are material to the unaudited Condensed Consolidated Statements of Comprehensive Loss for the three and nine months ended November 30, 2013 or to any prior periods. | |||||||||
Use of Estimates | |||||||||
The preparation of the condensed consolidated financial statements requires management to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Significant items subject to such estimates and assumptions include the carrying amount of property, plant and equipment; valuation of receivables, inventories, goodwill and other intangible assets; recognition of revenue and loss contract reserves under the percentage-of-completion method; assets and obligations related to employee benefit plans; asset retirement obligations; income tax valuation; and self-insurance reserves. Actual results could differ from those estimates and those differences could be material. | |||||||||
Cash and Cash Equivalents and Restricted Cash | |||||||||
The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Cash balances were restricted in certain consolidated subsidiaries for bond sinking fund and insurance requirements as well as collateral on outstanding letters of credit or rentals. | |||||||||
Accounts Receivable | |||||||||
Trade accounts receivable, less allowance for doubtful accounts, are recorded at the invoiced amount plus service charges related to past due accounts. Costs and estimated earnings in excess of billings relate to revenue recognized and not yet billed due to contract terms. State and local agencies often require several approvals to process billings or payments and this may cause a lag in payment times. The Company’s total accounts receivable consists of the following: | |||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Costs and estimated earnings in excess of billings | $ | 19,182 | $ | 9,838 | |||||
Trade | 97,735 | 51,310 | |||||||
Retainages | 8,020 | 5,399 | |||||||
124,937 | 66,547 | ||||||||
Allowance for doubtful accounts | (4,250 | ) | (5,228 | ) | |||||
Accounts receivable, net | $ | 120,687 | $ | 61,319 | |||||
Inventories | |||||||||
Inventories are stated at the lower of cost or market. Cost is determined using either first-in, first-out (“FIFO”) or weighted average method based on the applicable category of inventories. | |||||||||
The Company’s total inventories consist of the following: | |||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Crushed stone, agricultural lime and sand | $ | 76,800 | $ | 70,820 | |||||
Safety equipment | 13,859 | 12,091 | |||||||
Parts, tires and supplies | 8,009 | 10,187 | |||||||
Raw materials | 7,945 | 10,542 | |||||||
Building materials | 1,049 | 1,012 | |||||||
Other | 1,698 | 2,661 | |||||||
$ | 109,360 | $ | 107,313 | ||||||
Property, Plant and Equipment | |||||||||
Property, plant and equipment are carried at cost. Assets under capital leases are stated at the lesser of the present value of minimum lease payments or the fair value of the leased item. Provision for depreciation is generally computed over estimated service lives by the straight-line method. | |||||||||
The Company’s property, plant and equipment consist of the following: | |||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Limestone and sand acreage | $ | 146,293 | $ | 148,957 | |||||
Land, buildings and building improvements | 87,100 | 89,762 | |||||||
Crushing, prestressing and manufacturing plants | 310,990 | 316,772 | |||||||
Contracting equipment vehicles and other | 303,753 | 293,336 | |||||||
Construction in progress | 1,534 | 730 | |||||||
Property, plant and equipment | 849,670 | 849,557 | |||||||
Less: Accumulated depreciation and depletion | (537,581 | ) | (515,738 | ) | |||||
Property, plant and equipment, net | $ | 312,089 | $ | 333,819 | |||||
For the three months ended November 30, 2014 and 2013, depreciation expense was $9.9 million and $10.7 million, respectively. For the nine months ended November 30, 2014 and 2013, depreciation expense was $30.1 million and $33.7 million, respectively. | |||||||||
Goodwill and Other Intangible Assets | |||||||||
Goodwill | |||||||||
Goodwill is tested for impairment on an annual basis or more frequently whenever events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The impairment test for goodwill is a two-step process. Under the first step, the fair value of the reporting unit is compared with its carrying value. If the fair value of the reporting unit is less than its carrying value, an indication of impairment exists and the reporting unit must perform step two of the impairment test. Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed. | |||||||||
Our reporting units were determined based on our organization structure, considering the level at which discrete financial information for businesses is available and regularly reviewed. The Company has three operating segments, which is the basis for determining its reporting units, organized around its three lines of business: (i) construction materials; (ii) heavy/highway construction; and (iii) traffic safety services and equipment. Construction materials include three reporting units within the operating segment based on geographic location. The operating segment of traffic safety services and equipment consists of one reporting unit within the segment based upon the similar economic characteristics of its operations. | |||||||||
Our annual goodwill impairment analysis takes place at fiscal year end. The estimated fair value of each of the reporting units was in excess of its carrying value, even after conducting various sensitivity analysis on key assumptions, such that no adjustment to the carrying values of goodwill was required as of February 28, 2014. During the nine months ended November 30, 2014, goodwill of $0.8 million was allocated to the sale of certain business operations and included in assets held for sale and then impaired. | |||||||||
The inputs used within the fair value measurements were categorized within Level 3 of the fair value hierarchy. | |||||||||
Other Intangible Assets | |||||||||
Other intangible assets consist of technology, customer relationships and trademarks acquired in previous acquisitions. The technology, customer relationships and trademarks are amortized over a straight-line basis. | |||||||||
Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. | |||||||||
For the three months ended November 30, 2014 and 2013, amortization of intangible assets was $0.5 million and $0.2 million, respectively. For the nine months ended November 30, 2014 and 2013, amortization of intangible assets was $1.4 million and $0.7 million, respectively. During the nine months ended November 30, 2014, the Company allocated approximately $0.1 million of intangible assets to certain operations included in assets held for sale and then impaired. | |||||||||
Other Noncurrent Assets | |||||||||
The Company’s other noncurrent assets consist of the following: | |||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Deferred financing fees (less current portion of $4,328 and $4,324, respectively) | $ | 9,973 | $ | 13,207 | |||||
Capitalized software, net of accumulated amortization | 7,331 | 8,084 | |||||||
Cash surrender value of life insurance (net of loans of $5,733 and $3,200, respectively) | 1,171 | 1,135 | |||||||
Deferred stripping costs | 4,411 | 3,900 | |||||||
Other | 6,700 | 6,473 | |||||||
Total other assets | $ | 29,586 | $ | 32,799 | |||||
Revenue Recognition | |||||||||
The Company recognizes revenue on construction contracts under the percentage-of-completion method of accounting, as measured by the cost incurred to date over estimated total cost. The typical contract life cycle for these projects can be up to two to four years in duration. Changes in job performance, job conditions, estimated profitability and final contract settlements may result in revisions to revenues and costs. Revenue from contract change orders is recognized when the contract owner has agreed to the change order with the customer and the related costs are incurred. We do not recognize revenue on a basis of contract claims. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are identified. Contract costs include all direct material, labor, subcontract and other costs and those indirect costs related to contract performance, such as indirect salaries and wages, equipment repairs and depreciation, insurance and payroll taxes. Administrative and general expenses are charged to expense as incurred. Costs and estimated earnings in excess of billings on uncompleted contracts represent the excess of contract revenue recognized to date over billings to date. Billings in excess of costs and estimated earnings on uncompleted contracts represent the excess of billings to date over the amount of revenue recognized to date. As of November 30, 2014 and February 28, 2014, such amounts are included in accounts receivable (Note 1, “Nature of Operations and Summary of Significant Accounting Policies”) and accrued liabilities (Note 3, “Accrued Liabilities”), respectively, in the consolidated balance sheets. The Company recorded a charge included in operating income of approximately $2.9 million and $3.0 million related to the revision of costs to complete on two significant contracts during the three and nine months ended November 30, 2014, respectively. | |||||||||
The Company accounts for custom-built concrete products under the units-of-production method. Under this method, the revenue is recognized as the units are produced under firm contracts. | |||||||||
The Company generally recognizes revenue on the sale of construction materials and concrete products, other than custom-built concrete products, when the customer takes title and assumes risk of loss. Typically, this occurs when products are shipped. | |||||||||
The Company recognizes equipment rental revenue on a straight-line basis over the specific daily, weekly or monthly terms of the agreements. Revenues from the sale of equipment and contractor supplies are recognized at the time of delivery to, or pick-up by, the customer. | |||||||||
Impairment of Definite-Lived Long-Lived Assets | |||||||||
Long-lived assets, such as property, plant and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. The Company considers an asset group as the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. For our construction materials and heavy/highway construction operations, the lowest level of largely independent identifiable cash flows is at the regional level, which collectively serves a local market. Each region shares and allocates its material production, resources, equipment and business activity among the locations within the region in generating cash flows. Our regions are, i) Central Pennsylvania, ii) Chambersburg, Shippensburg, Gettysburg, Pennsylvania, iii) Lancaster, Pennsylvania, iv) Northeastern Pennsylvania and v) Western New York. The construction materials regions’ long-lived assets predominantly include limestone and sand acreage and crushing, prestressing equipment and manufacturing plants and the heavy/highway construction region’s long lived assets predominantly include contracting equipment and vehicles. The traffic safety services and equipment business includes two asset groups, distinguished between its retail sales and distribution as one asset group and its manufacturing and assembly as the second asset group. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset group to estimated undiscounted future cash flows expected to be generated by the asset group. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount exceeds the fair value of the asset group. | |||||||||
Recently Issued and Adopted Accounting Standards | |||||||||
In November 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-17, Business Combinations (Topic 805): Pushdown Accounting. The standards allows an acquired entity to elect to apply the guidance to future change-in-control events if the financial statements in which the most recent event occurred has not yet been issued or made available to be issued. This pronouncement is effective November 18, 2014. The Company does not anticipate that this standard will have a material effect on its consolidated financial statements. | |||||||||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements—Going Concern: Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The standards requires an entity's management to evaluate whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. Public entities are required to apply standards for annual reporting periods ending after December 15, 2016, and interim periods thereafter. Early application is permitted. The Company is evaluating the impact of this standard on its consolidated financial statements. | |||||||||
In June 2014, the FASB issued ASU 2014-12, Compensation—Stock Compensation: Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The standard requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. Entities are required to apply the standard for annual periods and interim periods within those annual periods, beginning after December 15, 2015. Early application is permitted. The Company does not anticipate that this standard will have a material effect on its consolidated financial statements. | |||||||||
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities: Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidelines in Topic 810, Consolidation. The standard will eliminate the reporting requirements for certain disclosures for development stage entities. Public entities are required to apply the presentation and disclosure requirements for annual reporting periods beginning on or after December 15, 2014. The revised consolidation standards are effective for annual reporting periods beginning on or after December 15, 2015. Early application is permitted. The Company is evaluating the impact of this standard on its consolidated financial statements. | |||||||||
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. The standard will eliminate the transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. Public entities are required to apply the revenue recognition standard for annual reporting period beginning on or after December 15, 2016, including interim periods within that annual reporting period. Early application is not permitted. The Company has not yet selected a transition method and is evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. | |||||||||
In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which amends the requirements for reporting discontinued operations. Under ASU 2014-08, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale or when the component or group of components is disposed of by sale or other than by sale. In addition, this ASU requires additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. The Company has early adopted the provisions of ASU 2014-08 during the fourth quarter of fiscal year 2014. The Company determined that its assets held for sale in the fourth quarter of fiscal year 2014 and the first three quarters of fiscal year 2015 did not meet the requirements for discontinued operations. | |||||||||
In July 2013, the FASB issued ASU No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit Where Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. This ASU requires companies with unrecognized tax benefits, or a portion of unrecognized tax benefits, to present these benefits in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward or a tax credit carryforward. It is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013, with early adoption permitted, and is applicable to the Company’s fiscal year beginning March 1, 2014. The Company's adoption of this standard did not have a material impact on the Company’s consolidated financial statements. |
Risks_and_Uncertainties
Risks and Uncertainties | 9 Months Ended |
Nov. 30, 2014 | |
Risks and Uncertainties [Abstract] | |
Risks and Uncertainties | Risks and Uncertainties |
Our business is heavily impacted by several factors which are outside the control of management, including the overall health of the economy, the level of commercial and residential construction, the level of federal, state and local publicly funded construction projects and seasonal variations generally attributable to weather conditions. These factors impact the amount and timing of our revenues and our overall performance. | |
On February 12, 2014, the Company entered into (i) an asset-based revolving credit agreement, dated as of February 12, 2014, among the Company and certain of its subsidiaries party thereto as borrowers, the lenders party thereto, PNC Bank, National Association, as issuer, swing loan lender, administrative agent and collateral agent (the “Revolving Credit Agreement” or “RCA”) and a (ii) term loan credit and guaranty agreement, dated as of February 12, 2014, among the Company as borrower, certain subsidiaries of the Company party thereto as guarantors, the lenders party thereto and Cortland Capital Market Services LLC as administrative agent (the “Term Loans”, and together with RCA, the “Credit Facilities”). The Credit Facilities contain certain financial maintenance and other covenants. In the past, the Company has failed to meet certain operating performance measures as well as the financial covenant requirements set forth under its previous credit facilities, which resulted in the need to obtain several amendments, and should the Company fail in the future, the Company cannot guarantee that it will be able to obtain such amendments. A failure to obtain such amendments could result in an acceleration of its indebtedness under the Credit Facilities and a cross-default under our other indebtedness, including the $250.0 million 11% senior notes due 2018 (the “Notes”) and Secured Notes. If the lenders were to accelerate the due dates of our indebtedness or if current sources of liquidity prove to be insufficient, there can be no assurance that the Company would be able to repay or refinance such indebtedness or to obtain sufficient funding. This could require the Company to restructure or alter its operations and capital structure. We believe we have sufficient financial resources, including cash and cash equivalents, cash from operations and amounts available for borrowing under our RCA, to fund our business and operations, including capital expenditures and debt service obligations, for at least the next twelve months. At November 30, 2014, the Company was in compliance with all of its financial covenants. | |
During the second quarter of fiscal year 2014, we initiated a cost savings and operational efficiency plan (the "Plan"). Under the Plan, we have taken steps to consolidate the operations, sales, finance, accounting, human resources and engineering functions. This consolidation is expected to reduce the cost of overhead support functions going forward. The administrative efficiencies which we believe will result from the consolidation may not be realized to the extent anticipated thereby reducing the operating income benefit. Additionally, key personnel may decide not to relocate and employees affected by the consolidation may leave us due to uncertainty prior to completing the transition efforts, which may slow the restructuring process and increase its cost. |
Accrued_Liabilities
Accrued Liabilities | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accrued Liabilities | Accrued Liabilities | ||||||||
Accrued liabilities consist of the following: | |||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Insurance | $ | 26,120 | $ | 23,661 | |||||
Interest | 11,789 | 21,279 | |||||||
Payroll and vacation | 7,477 | 6,484 | |||||||
Withholding taxes | 691 | 2,350 | |||||||
Billings in excess of costs and estimated earnings on uncompleted contracts | 2,731 | 1,431 | |||||||
Contract expenses | 2,399 | 727 | |||||||
Other | 5,314 | 4,575 | |||||||
Total accrued liabilities | $ | 56,521 | $ | 60,507 | |||||
LongTerm_Debt
Long-Term Debt | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Long-Term Debt | Long-Term Debt | ||||||||
The Company's long-term debt consists of the following: | |||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
RCA ($64.1 million and $36.5 million available as of November 30, 2014 and February 28, 2014, respectively), interest rate of 6.25% | $ | 12,863 | $ | 22,413 | |||||
11% Notes, due 2018 | 250,000 | 250,000 | |||||||
13% Secured Notes, due 2018 | 323,956 | 300,962 | |||||||
Term Loans, interest rate of 8% | 70,000 | 70,000 | |||||||
Land, equipment and other obligations | 6,463 | 11,488 | |||||||
Obligations under capital leases | 3,424 | 5,103 | |||||||
Total debt | 666,706 | 659,966 | |||||||
Less: Current portion | (16,599 | ) | (30,514 | ) | |||||
Total long-term debt | $ | 650,107 | $ | 629,452 | |||||
Refinancing | |||||||||
On February 12, 2014, the Company entered into the RCA providing for revolving credit loans and letters of credit in an aggregate principal amount up to $105.0 million and the Term Loan providing for term loans in the aggregate principal amount of $70.0 million. The Company utilized the proceeds from borrowings under the Credit Facilities to repay amounts outstanding under, and terminate, the Company’s prior asset based loan facility. | |||||||||
The RCA bears interest, at the Company’s option, at rates based upon LIBOR, plus a margin of 4.0% (with a LIBOR floor of 1.0%) or the base rate, plus a margin of 3.0%. The unused portion of the revolving credit commitment is subject to a commitment fee at a rate of 0.5%. At November 30, 2014, the weighted average interest rate on the RCA was 6.86%. The Term Loans bear interest, at the Company’s option, at rates based upon the LIBOR plus, a margin of 7.0% (with a LIBOR floor of 1.0%) or the base rate plus a margin of 6.0%. | |||||||||
The Credit Facilities contain a springing maturity date based upon certain events with a final maturity date of February 12, 2019. The Term Loans and the RCA will mature on December 14, 2017 unless the Company refinances its Secured Notes by such date and will mature on June 1, 2018 unless the Company refinances its Notes by such date. | |||||||||
Availability under the RCA is determined pursuant to a borrowing base formula based on eligible receivables and eligible inventory, subject to an availability block and to such other reserves as the Revolver Agent and the Syndication Agent may impose in accordance with the RCA. The availability block is initially $20.0 million but reduces to $10.0 million if the Company achieves a fixed charge coverage ratio of 1.00 to 1.00 as of the end of any fiscal quarter on a rolling four (4) quarter basis and further reduces to $0 if the Company achieves such fixed charge coverage ratio as of the end of the two immediately subsequent fiscal quarters. However, if at any time following the effectiveness of any of the reductions to the availability block the fixed charge coverage ratio as of the end of any quarter measured on a rolling four (4) quarter basis shall be less than 1.00 to 1.00, the availability block shall be increased back to $20.0 million, subject to further reduction as provided above; provided, that such reductions may occur no more than two (2) times, and if the availability block is increased back to $20.0 million following the second reduction, such increase shall be permanent and shall not be subject to further reduction. | |||||||||
The RCA includes a $20.0 million letter of credit sub-facility and a $10.5 million swing loan sub-facility for short-term borrowings. As of November 30, 2014, the Company had $16.7 million of letters of credit outstanding under the sub-facility. We classify borrowings under the RCA as current due to the nature of the agreement. | |||||||||
Pursuant to the Term Loans, in the event of a voluntary or mandatory prepayment or acceleration of the Term Loans, the Company shall be required to pay principal and a prepayment premium equal to: | |||||||||
Time Period | Percentage | ||||||||
On or prior to 5/12/2015 | 103 | % | |||||||
Between 5/13/2015 and 2/12/2016 | 102 | % | |||||||
2/13/2016 and thereafter | 100 | % | |||||||
Under the Credit Facilities, during the period from February 1, 2014 through February 28, 2015, the aggregate cash burn of the Company and its subsidiaries, tested on a monthly, cumulative basis, may not exceed by more than $17.5 million the projected aggregate cash burn of the Company and its subsidiaries as shown in the projections provided to the lenders prior to closing. Commencing May 31, 2015, as of the end of each fiscal quarter, the Company will be required to have trailing twelve-month EBITDA in an amount not less than certain amounts specified in the Credit Facilities. Commencing with the fiscal quarter ending May 31, 2017, the Company will be required under the Credit Facilities to maintain as of the end of each fiscal quarter a fixed charge coverage ratio of not less than 1.00 to 1.00 measured on a rolling four quarter basis. The Company also has a capital expenditure limitation of $27.5 million in fiscal year 2015, $40.0 million in fiscal year 2016 and $35.0 million for each fiscal year thereafter through the Credit Facilities' maturity. | |||||||||
The Credit Facilities include affirmative and negative covenants that limit the ability of the Company and its subsidiaries to undertake certain actions, including, among other things, limitations on (i) the incurrence of indebtedness and liens, (ii) asset sales, (iii) dividends and other payments with respect to capital stock, (iv) acquisitions, investments and loans, (v) affiliate transactions, (vi) altering the business, (vii) prepaying indebtedness, (viii) making capital expenditures, and (ix) providing negative pledges to third parties. In addition, the Credit Facilities contain conditions to lending, representations and warranties and events of default, including, among other things: (i) payment defaults, (ii) cross-defaults to other material indebtedness, (iii) covenant defaults, (iv) certain events of bankruptcy, (v) the occurrence of a material adverse effect, (vi) material judgments, (vii) change in control, (viii) seizures of material property, (ix) involuntary interruptions of material operations, and (x) certain material events with respect to pension plans. | |||||||||
As of November 30, 2014, the Company was in compliance with all of its covenant requirements through that date. | |||||||||
13% Secured Notes due 2018 | |||||||||
Interest on the Secured Notes is initially payable at 13.0% per annum, semi-annually in arrears on March 15 and September 15. The Company will make each interest payment to the holders of record of the Secured Notes as of the immediately preceding March 1 and September 1. The Company used the proceeds from this offering to repay certain existing indebtedness and to pay related fees and expenses. The Secured Notes will mature on March 15, 2018. | |||||||||
On February 28, 2014, the Company notified the trustee of its Secured Notes that it had selected to pay interest on the Secured Notes for the 12-month period commencing March 15, 2014 in the form of 6% cash payment and 7% payment in kind, which represents $18.9 million and $22.4 million of interest, respectively, for the same 12-month period. At November 30, 2014, the inception-to-date PIK interest was $63.7 million ($59.0 million was recorded as an increase to the Secured Notes and $4.7 million was recorded as a long-term obligation in other liabilities). | |||||||||
With respect to any interest payment date on or prior to March 15, 2017, the Company may, at its option, elect (an “Interest Form Election”) to pay interest on the Secured Notes (i) entirely in cash (“Cash Interest”) or (ii) subject to any Interest Rate Increase (as defined below), initially at the rate of 4% per annum in cash (“Cash Interest Portion”) and 9% per annum by increasing the outstanding principal amount of the Secured Notes or by issuing additional paid in kind notes under the indenture on the same terms as the Secured Notes (“PIK Interest Portion” or “PIK Interest”); provided that in the absence of an Interest Form Election, interest on the Secured Notes will be payable as PIK Interest. | |||||||||
With respect to any interest payment payable after March 15, 2017, interest will be payable solely in cash. In addition, at the beginning of and with respect to each 12-month period that begins on March 15, 2013, March 15, 2014 and March 15, 2015, the interest rate on the Secured Notes as of such date shall permanently increase by an additional 1.0% per annum (an “Interest Rate Increase”) unless the Company delivers a written notice to the Trustee of the Company’s election for such 12-month period to either (x) alter the manner of interest payment on the Secured Notes going forward by increasing the Cash Interest Portion and decreasing the PIK Interest Portion in each case in effect with respect to the immediately preceding interest period for which any PIK Interest was paid prior to each such election by, in each case, 1.0% per annum or (y) pay interest on the Secured Notes for such 12-month period entirely in cash (a “12-Month Cash Election”). In the event of a 12-Month Cash Election for any 12-month period prior to March 15, 2017, the interest rate on the Secured Notes applicable for such 12-month period shall be 1.0% less than the total interest rate applicable to the Secured Notes in effect with respect to the immediately preceding interest period for which any PIK Interest was paid. Any Interest Rate Increase shall be affected by increasing the PIK Interest Portion in effect with respect to the immediately preceding interest period for which any PIK Interest was paid prior to each such Interest Rate Increase. If the Company makes a 12-Month Cash Election for and in respect of the 12-month period beginning on March 15, 2016, the same interest rate will apply for and in respect of the 12-month period beginning on March 15, 2017. The additional 1.0% per annum Interest Rate Increase will only apply to the one consecutive annual period beginning March 15, 2015. | |||||||||
At any time prior to March 15, 2015, the Company may redeem, at its option, up to 35% of the Secured Notes with the net cash proceeds from certain public equity offerings at a redemption price equal to 113.0% of the principal amount outstanding, plus accrued and unpaid interest. The Company may also redeem some or all of the Secured Notes at any time prior to March 15, 2015 at a redemption price equal to 100.0% of the principal amount of the outstanding Secured Notes, plus accrued and unpaid interest, plus a “make-whole” premium. On and after March 15, 2015, the Secured Notes will be redeemable, in whole or in part, at the redemption prices specified as follows: | |||||||||
Year | Percentage | ||||||||
2015 | 106.5 | % | |||||||
2016 | 103.25 | % | |||||||
2017 and thereafter | 100 | % | |||||||
In addition, the Company may be required to make an offer to purchase the Secured Notes upon the sale of certain assets or upon a change of control. The Company will be required to redeem certain portions of the Secured Notes for tax purposes on September 15, 2017 and each accrual period thereafter. | |||||||||
The Secured Notes are guaranteed on a full and unconditional, and joint and several basis, by certain of the Company’s existing and future domestic subsidiaries (the “Guarantors” as described in Note 10, “Condensed Issuer, Guarantor and Non-Guarantor Financial Information”). The Secured Notes and related guarantees are senior secured obligations of the Company and the Guarantors that rank equally in right of payment with all existing and future senior debt of the Company and the Guarantors, including the Notes and Credit Facilities, and senior to all existing and future subordinated debt of the Company and Guarantors. The Secured Notes and related guarantees are secured, subject to certain permitted liens and except for certain excluded assets, by first-priority liens on substantially all of the Company’s and Guarantors’ personal property and certain owned and leased real property and second-priority liens on certain real property and substantially all of the Company’s and Guarantors’ accounts receivable, inventory and deposit accounts and related assets and proceeds of the foregoing that secure the RCA on a first-priority basis. | |||||||||
The indenture for the Secured Notes contains restrictive covenants that limit the Company’s ability and the ability of its subsidiaries that are restricted under the indenture to, among other things, incur additional debt, pay dividends or make distributions, repurchase capital stock or make other restricted payments, make certain investments, incur liens, merge, amalgamate or consolidate, sell, transfer, lease or otherwise dispose of all or substantially all assets and enter into transactions with affiliates. | |||||||||
The indenture governing the Secured Notes required that the Company file a registration statement with the SEC and exchange the Secured Notes for new Secured Notes having terms substantially identical in all material respects to the Secured Notes by March 10, 2013. On June 13, 2013, the Company filed the Secured Notes Registration Statement and concluded the exchange offer on October 30, 2013. The Company incurred $0.8 million of penalty interest through October 30, 2013. | |||||||||
11% Notes Due 2018 | |||||||||
In August 2010, the Company sold $250.0 million aggregate principal amount of the Notes. Interest on the Notes is payable semi-annually in arrears on March 1 and September 1 of each year. The proceeds from the issuance of Notes were used to pay down debt. In fiscal year 2012, the Company recognized a loss on debt retirement of approximately $2.9 million relating to the write off of unamortized debt issuance costs associated with the components of outstanding debt that were paid down. The write off of the debt issuance costs were recorded as a component of interest expense. In connection with the issuance of the Notes, the Company incurred costs of approximately $8.3 million which were deferred and are being amortized on the effective interest method through the 2018 maturity date. | |||||||||
At any time prior to September 1, 2014, the Company was permitted to redeem all or part of the Notes at a redemption price equal to 100.0% of the principal amount plus accrued and unpaid interest and an applicable “make-whole” premium which is set forth in the indenture governing the Notes. On or after September 1, 2014, the Company may redeem all or a part of the Notes at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest if redeemed during the twelve-month period beginning on September 1 of the years indicated below: | |||||||||
Year | Percentage | ||||||||
2014 | 105.5 | % | |||||||
2015 | 102.75 | % | |||||||
2016 and thereafter | 100 | % | |||||||
If the Company experiences a change of control, as outlined in the indenture governing the Notes, the Company may be required to offer to purchase the Notes at a purchase price equal to 101.0% of the principal amount, plus accrued interest. | |||||||||
The Notes are guaranteed on a full and unconditional, and joint and several, basis by certain of the Company’s existing and future domestic subsidiaries (the “Guarantors” as described in Note 9, “Condensed Issuer, Guarantor and Non-Guarantor Financial Information”). The indenture governing the Notes contains affirmative and negative covenants that, among other things, limit the Company’s and its subsidiaries’ ability to incur additional debt, make restricted payments, dividends or other payments from subsidiaries to the Company, create liens, engage in the sale or transfer of assets and engage in transactions with affiliates. The Company is not required to maintain any affirmative financial ratios or covenants under the indenture governing the Notes. | |||||||||
The indenture governing the Notes required that the Company file a registration statement with the SEC and exchange the Notes for new Notes having terms substantially identical in all material respects to the Notes. The Company filed its registration statement with the SEC for the Notes on August 29, 2011. The registration statement became effective on September 13, 2011, and the Company concluded the exchange offer on October 12, 2011. | |||||||||
Land, equipment and other obligations | |||||||||
The Company has various notes, mortgages and other financing arrangements resulting from the purchase of principally land and equipment. All loans provide for at least annual payments and are principally secured by the land and equipment acquired. | |||||||||
From 1998 through 2005, the Company issued four revenue bonds to different industrial development authorities for counties in Pennsylvania in order to fund the acquisition and installation of plant and equipment. The original issuance of these bonds totaled $25.3 million with dates of maturity through May 2022. The Company prepaid $4.2 million of the remaining bonds in April 2014. | |||||||||
Obligations under capital lease | |||||||||
The Company has various arrangements for the lease of machinery and equipment which qualify as capital leases. These arrangements typically provide for monthly payments, some of which include residual value guarantees if the Company were to terminate the arrangement during certain specified periods of time for each underlying asset under lease. |
Income_Taxes
Income Taxes | 9 Months Ended |
Nov. 30, 2014 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes |
The income tax provisions for all periods consist of federal and state taxes that are based on the estimated effective tax rates applicable for the full years ending February 28, 2015 and February 28, 2014, after giving effect to items specifically related to the interim periods. | |
The effective income tax rates for the three months ended November 30, 2014 and 2013 were 3.6% and 7.3%, respectively, resulting in tax benefit of $0.1 million and $0.4 million, respectively. For the nine months ended November 30, 2014 and 2013, the effective income tax rates were 7.1% and 12.9%, respectively, resulting in a tax benefit of $1.4 million and $3.8 million, respectively. The principal factor affecting the comparability of the effective income tax rates for the respective periods is the Company’s assessment of the realizability of the current year projected income tax loss. The Company recorded a valuation allowance on the portion of the current year federal and state income tax losses that it believes are not more likely than not to be realized. | |
Cash paid for income taxes was immaterial for the three and nine months ended November 30, 2014 and 2013, primarily as a result of net operating losses. |
Retirement_and_Benefit_Program
Retirement and Benefit Programs | 9 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||||||||||
Retirement and Benefit Programs | Retirement and Benefit Programs | ||||||||||||||||
Substantially all employees are covered by a defined contribution plan, a defined benefit plan, a collectively bargained multiemployer plan, or a noncontributory profit sharing plan. The expense associated with these programs is shown as pension and profit sharing in our condensed consolidated statements of comprehensive loss. Effective October 1, 2013, the Company froze contributions to its nonqualified benefit plan, reduced the matching contribution rate for its qualified plan and froze certain other hourly and profit share contributions. In May 2014, the Company subsequently restored the matching contribution rates for its qualified plan and certain hourly and profit share contributions. | |||||||||||||||||
The Company has two defined benefit pension plans covering certain union employees covered by labor union contracts. The benefits are based on years of service. Actuarial gains and losses are generally amortized over the average remaining service life of the Company’s active employees. Net periodic pension expense recognized for the three and nine months ended November 30, 2014 and 2013, was as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net periodic benefit cost | |||||||||||||||||
Service cost | $ | 86 | $ | 86 | $ | 258 | $ | 257 | |||||||||
Interest cost | 105 | 100 | 315 | 300 | |||||||||||||
Expected return on plan assets | (150 | ) | (143 | ) | (451 | ) | (431 | ) | |||||||||
Amortization of prior service cost | 14 | 17 | 43 | 50 | |||||||||||||
Recognized net actuarial loss | 51 | 66 | 152 | 198 | |||||||||||||
Total pension expense | $ | 106 | $ | 126 | $ | 317 | $ | 374 | |||||||||
The Company made contributions to the defined benefit pension plans of approximately $0.2 million during the nine months ended November 30, 2014, and expects to make additional contributions of approximately $0.1 million in the remainder of fiscal year 2015. |
Other_Noncurrent_Liabilities
Other Noncurrent Liabilities | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | |||||||||
Other Noncurrent Liabilities | Other Noncurrent Liabilities | ||||||||
The Company's other noncurrent liabilities consist of: | |||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Reclamation costs | $ | 18,520 | $ | 18,745 | |||||
Executive deferred compensation liability | 5,733 | 5,790 | |||||||
PIK accrued interest | 4,724 | 11,035 | |||||||
Other | 9,777 | 10,395 | |||||||
$ | 38,754 | $ | 45,965 | ||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Nov. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
In the normal course of business, the Company has commitments, lawsuits, claims and contingent liabilities. The ultimate disposition of these matters is not expected to have a material adverse effect on the Company’s consolidated financial position, statement of comprehensive loss or liquidity. | |
The Company maintains a self-insurance program for workers’ compensation (Pennsylvania employees) coverage, which is administered by a third party management company. The Company’s self-insurance retention is limited to $1.0 million per claim with the excess covered by workers’ compensation excess liability insurance. The Company is required to maintain a $7.2 million surety bond with the Commonwealth of Pennsylvania. Self-insurance costs are accrued based upon the aggregate of the liability for reported claims and an estimated liability for claims incurred but not reported. The Company also maintains three self-insurance programs for health coverage with losses limited to $0.3 million per member per year. Additionally, the Company is required to and does provide a letter of credit in the amount of $0.3 million to guarantee payment of the deductible portion of its liability coverage which existed prior to January 1, 2008, and also maintains a cash collateral amount of approximately $1.0 million, which is recorded as part of restricted cash on the condensed consolidated balance sheet. | |
The Company maintains a captive insurance company, Rock Solid Insurance Company (“Rock Solid”), for workers’ compensation (non-Pennsylvania employees), general liability, auto, health, and property coverage. On April 8, 2011, Rock Solid entered into a Collateral Trust Agreement with an insurer to eliminate a letter of credit that was required to maintain coverage of the deductible portion of its liability coverage. The total amount of collateral provided under this arrangement is recorded as part of restricted cash in the amount of $15.8 million and $15.6 million as of November 30, 2014 and February 28, 2014, respectively. Exposures for periods prior to the inception of the captive are covered by pre-existing insurance policies. Other accrued amounts included as insurance, which primarily relates to worker’s compensation, included in Note 3, “Accrued Liabilities” totaled $10.9 million and $9.7 million as of November 30, 2014 and February 28, 2014, respectively. Liabilities associated with amounts that are payable by insurance companies of approximately $6.0 million were recorded in other noncurrent liabilities in our consolidated balance sheets as of November 30, 2014 and February 28, 2014. |
Business_Segments
Business Segments | 9 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Business Segments | Business Segments | ||||||||||||||||
The Company reports information about its operating segments using the “management approach,” which is based on the way management organizes and reports the segments within the organization for making operating decisions and assessing performance to the chief operating decision maker. The Company’s three reportable segments are: (i) construction materials; (ii) heavy/highway construction; and (iii) traffic safety services and equipment. Almost all activity of the Company is domestic. Segment information includes both inter-segment and certain intra-segment activities. | |||||||||||||||||
The Company reviews earnings of the segments principally at the operating income level less indirect costs and accounts for inter-segment and certain intra-segment sales at prices that range from negotiated rates to those that approximate fair market value. Segment operating income consists of revenue less direct costs and expenses. Corporate and unallocated costs include those administrative and financial costs which are not allocated to segment operations and are excluded from segment operating income. These costs include corporate administrative functions such as trade receivable billings and collections, payment processing, accounting, legal and other administrative costs, unallocated corporate functions and divisional administrative functions. | |||||||||||||||||
The following is a summary of certain financial data for the Company’s operating segments: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | |||||||||||||||||
Construction materials | $ | 147,087 | $ | 166,235 | $ | 424,608 | $ | 459,257 | |||||||||
Heavy/highway construction | 91,457 | 92,433 | 237,179 | 236,793 | |||||||||||||
Traffic safety services and equipment | 22,911 | 23,108 | 73,732 | 74,932 | |||||||||||||
Segment totals | 261,455 | 281,776 | 735,519 | 770,982 | |||||||||||||
Eliminations | (51,794 | ) | (60,430 | ) | (137,861 | ) | (159,527 | ) | |||||||||
Total revenue | $ | 209,661 | $ | 221,346 | $ | 597,658 | $ | 611,455 | |||||||||
Operating income | |||||||||||||||||
Construction materials | $ | 27,596 | $ | 23,883 | $ | 72,986 | $ | 66,227 | |||||||||
Heavy/highway construction | 8 | 4,317 | 4,897 | 7,859 | |||||||||||||
Traffic safety services and equipment | 1,814 | 1,986 | 5,518 | 3,339 | |||||||||||||
Corporate and unallocated | (10,160 | ) | (16,510 | ) | (41,464 | ) | (49,787 | ) | |||||||||
Total operating income | $ | 19,258 | $ | 13,676 | $ | 41,937 | $ | 27,638 | |||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Depreciation, depletion and amortization | |||||||||||||||||
Construction materials | $ | 8,524 | $ | 8,107 | $ | 23,253 | $ | 25,162 | |||||||||
Heavy/highway construction | 2,040 | 2,088 | 6,378 | 5,861 | |||||||||||||
Traffic safety services and equipment | 1,240 | 1,304 | 3,683 | 4,664 | |||||||||||||
Corporate and unallocated | 378 | 242 | 1,115 | 1,303 | |||||||||||||
Total depreciation, depletion and amortization | $ | 12,182 | $ | 11,741 | $ | 34,429 | $ | 36,990 | |||||||||
Condensed_Issuer_Guarantor_and
Condensed Issuer, Guarantor and Non Guarantor Financial Information | 9 Months Ended | ||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | |||||||||||||||||||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||||||||||||||||||
The Company’s Secured Notes and Notes are guaranteed by certain subsidiaries. Except for Rock Solid, NESL, II LLC, and Kettle Creek Partners GP, LLC, all existing consolidated subsidiaries of the Company are 100% owned and provide a joint and several, full and unconditional guarantee of the securities. These entities include Gateway Trade Center Inc., EII Transport Inc., Protections Services Inc., Work Area Protection Corp., SCI Products Inc., ASTI Transportation Systems, Inc., and Precision Solar Controls Inc. (“Guarantor Subsidiaries”). There are no significant restrictions on the parent Company’s ability to obtain funds from any of the Guarantor Subsidiaries in the form of a dividend or loan. Additionally, there are no significant restrictions on a Guarantor Subsidiary’s ability to obtain funds from the parent Company or its direct or indirect subsidiaries. Certain other wholly owned subsidiaries and consolidated partially owned partnerships do not guarantee the Secured Notes or the Notes. These entities include Rock Solid, South Woodbury, L.P., NESL, II LLC, Kettle Creek Partners L.P., and Kettle Creek Partners GP, LLC (“Non Guarantors”). | |||||||||||||||||||||
The following condensed consolidating balance sheets, statements of comprehensive income (loss) and statements of cash flows are provided for the Company, all Guarantor Subsidiaries and Non Guarantors. The information has been presented as if the parent Company accounted for its ownership of the Guarantor Subsidiaries and Non Guarantors using the equity method of accounting. | |||||||||||||||||||||
Condensed Consolidating Balance Sheet at November 30, 2014 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Assets | |||||||||||||||||||||
Current assets | |||||||||||||||||||||
Cash and cash equivalents | $ | (817 | ) | $ | (489 | ) | $ | 3,642 | $ | — | $ | 2,336 | |||||||||
Restricted cash | 2,584 | 88 | 15,787 | — | 18,459 | ||||||||||||||||
Accounts receivable, net | 104,623 | 16,050 | 14 | — | 120,687 | ||||||||||||||||
Inventories | 95,217 | 14,143 | — | — | 109,360 | ||||||||||||||||
Net investment in lease | — | — | 1,137 | (1,137 | ) | — | |||||||||||||||
Deferred income taxes | 2,749 | 964 | — | — | 3,713 | ||||||||||||||||
Other current assets | 8,344 | 939 | 7 | — | 9,290 | ||||||||||||||||
Assets held for sale | 10,490 | — | — | — | 10,490 | ||||||||||||||||
Total current assets | 223,190 | 31,695 | 20,587 | (1,137 | ) | 274,335 | |||||||||||||||
Property, plant and equipment, net | 291,964 | 20,125 | 6,023 | (6,023 | ) | 312,089 | |||||||||||||||
Goodwill | 81,287 | 5,845 | — | — | 87,132 | ||||||||||||||||
Other intangible assets, net | 7,679 | 11,482 | — | — | 19,161 | ||||||||||||||||
Investment in subsidiaries | 85,465 | — | — | (85,465 | ) | — | |||||||||||||||
Intercompany receivables | 3,308 | 29,342 | (34 | ) | (32,616 | ) | — | ||||||||||||||
Other assets | 26,226 | 1,011 | 2,349 | — | 29,586 | ||||||||||||||||
$ | 719,119 | $ | 99,500 | $ | 28,925 | $ | (125,241 | ) | $ | 722,303 | |||||||||||
Liabilities and (Deficit) Equity | |||||||||||||||||||||
Current liabilities | |||||||||||||||||||||
Current maturities of long-term debt | $ | 16,892 | $ | — | $ | 844 | $ | (1,137 | ) | $ | 16,599 | ||||||||||
Accounts payable - trade | 40,371 | 5,064 | 311 | — | 45,746 | ||||||||||||||||
Accrued liabilities | 38,914 | 1,464 | 16,143 | — | 56,521 | ||||||||||||||||
Total current liabilities | 96,177 | 6,528 | 17,298 | (1,137 | ) | 118,866 | |||||||||||||||
Intercompany payables | 31,614 | 2,018 | (1,016 | ) | (32,616 | ) | — | ||||||||||||||
Long-term debt, less current maturities | 644,928 | — | 5,179 | — | 650,107 | ||||||||||||||||
Intercompany capital leases, less current installments | 6,023 | — | — | (6,023 | ) | — | |||||||||||||||
Deferred income taxes | 25,566 | 8,413 | — | — | 33,979 | ||||||||||||||||
Other liabilities | 35,845 | 561 | 2,348 | — | 38,754 | ||||||||||||||||
Total liabilities | 840,153 | 17,520 | 23,809 | (39,776 | ) | 841,706 | |||||||||||||||
(Deficit) equity | |||||||||||||||||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | (121,034 | ) | 81,980 | 3,485 | (85,465 | ) | (121,034 | ) | |||||||||||||
Noncontrolling interest | — | — | 1,631 | — | 1,631 | ||||||||||||||||
Total (deficit) equity | (121,034 | ) | 81,980 | 5,116 | (85,465 | ) | (119,403 | ) | |||||||||||||
Total liabilities and (deficit) equity | $ | 719,119 | $ | 99,500 | $ | 28,925 | $ | (125,241 | ) | $ | 722,303 | ||||||||||
Condensed Consolidating Balance Sheet at February 28, 2014 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Assets | |||||||||||||||||||||
Current assets | |||||||||||||||||||||
Cash and cash equivalents | $ | 21,344 | $ | — | $ | 2,548 | $ | — | $ | 23,892 | |||||||||||
Restricted cash | 11,996 | 92 | 15,596 | — | 27,684 | ||||||||||||||||
Accounts receivable, net | 49,093 | 12,212 | 271 | (257 | ) | 61,319 | |||||||||||||||
Inventories | 95,135 | 12,178 | — | — | 107,313 | ||||||||||||||||
Net investment in lease | — | — | 647 | (647 | ) | — | |||||||||||||||
Deferred income taxes | 2,749 | 964 | — | — | 3,713 | ||||||||||||||||
Other current assets | 8,131 | 839 | 35 | — | 9,005 | ||||||||||||||||
Assets held for sate | 14,467 | — | — | — | 14,467 | ||||||||||||||||
Total current assets | 202,915 | 26,285 | 19,097 | (904 | ) | 247,393 | |||||||||||||||
Property, plant and equipment, net | 314,140 | 19,679 | 6,969 | (6,969 | ) | 333,819 | |||||||||||||||
Goodwill | 82,131 | 5,845 | — | — | 87,976 | ||||||||||||||||
Other intangible assets, net | 7,904 | 12,047 | — | — | 19,951 | ||||||||||||||||
Investment in subsidiaries | 81,037 | — | — | (81,037 | ) | — | |||||||||||||||
Intercompany receivables | 720 | 27,794 | (34 | ) | (28,480 | ) | — | ||||||||||||||
Other assets | 29,336 | 1,115 | 2,348 | — | 32,799 | ||||||||||||||||
$ | 718,183 | $ | 92,765 | $ | 28,380 | $ | (117,390 | ) | $ | 721,938 | |||||||||||
Liabilities and (Deficit) Equity | |||||||||||||||||||||
Current liabilities | |||||||||||||||||||||
Current maturities of long-term debt | $ | 30,317 | $ | — | $ | 844 | $ | (647 | ) | $ | 30,514 | ||||||||||
Accounts payable - trade | 17,892 | 3,858 | 453 | (257 | ) | 21,946 | |||||||||||||||
Accrued liabilities | 44,603 | 1,531 | 14,373 | — | 60,507 | ||||||||||||||||
Total current liabilities | 92,812 | 5,389 | 15,670 | (904 | ) | 112,967 | |||||||||||||||
Intercompany payables | 27,632 | 848 | — | (28,480 | ) | — | |||||||||||||||
Long-term debt, less current maturities | 623,714 | — | 5,738 | — | 629,452 | ||||||||||||||||
Intercompany capital leases, less current installments | 6,969 | — | — | (6,969 | ) | — | |||||||||||||||
Deferred income taxes | 26,477 | 8,413 | — | — | 34,890 | ||||||||||||||||
Other liabilities | 43,014 | 603 | 2,348 | — | 45,965 | ||||||||||||||||
Total liabilities | 820,618 | 15,253 | 23,756 | (36,353 | ) | 823,274 | |||||||||||||||
(Deficit) equity | |||||||||||||||||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | (102,435 | ) | 77,512 | 3,525 | (81,037 | ) | (102,435 | ) | |||||||||||||
Noncontrolling interest | — | — | 1,099 | — | 1,099 | ||||||||||||||||
Total (deficit) equity | (102,435 | ) | 77,512 | 4,624 | (81,037 | ) | (101,336 | ) | |||||||||||||
Total liabilities and (deficit) equity | $ | 718,183 | $ | 92,765 | $ | 28,380 | $ | (117,390 | ) | $ | 721,938 | ||||||||||
Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended November 30, 2014 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Revenue | $ | 192,996 | $ | 18,992 | $ | 1,731 | $ | (4,058 | ) | $ | 209,661 | ||||||||||
Cost of revenue (exclusive of items shown separately below) | 146,501 | 15,550 | 1,430 | (1,848 | ) | 161,633 | |||||||||||||||
Depreciation, depletion and amortization | 10,899 | 1,283 | — | — | 12,182 | ||||||||||||||||
Equipment and intangible asset impairment | 75 | 151 | — | — | 226 | ||||||||||||||||
Pension and profit sharing | 1,918 | 73 | — | — | 1,991 | ||||||||||||||||
Selling, administrative and general expenses | 12,804 | 1,658 | 50 | — | 14,512 | ||||||||||||||||
(Gain) loss on disposals of property, equipment and software | (148 | ) | 7 | — | — | (141 | ) | ||||||||||||||
Operating income (loss) | 20,947 | 270 | 251 | (2,210 | ) | 19,258 | |||||||||||||||
Interest expense, net | (20,894 | ) | 28 | (54 | ) | 108 | (20,812 | ) | |||||||||||||
Income (loss) before income taxes | 53 | 298 | 197 | (2,102 | ) | (1,554 | ) | ||||||||||||||
Income tax benefit | (56 | ) | — | — | — | (56 | ) | ||||||||||||||
Equity in earnings of subsidiaries | (1,787 | ) | — | — | 1,787 | — | |||||||||||||||
Net income (loss) | (1,678 | ) | 298 | 197 | (315 | ) | (1,498 | ) | |||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (180 | ) | — | (180 | ) | ||||||||||||||
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | (1,678 | ) | 298 | 17 | (315 | ) | (1,678 | ) | |||||||||||||
Other comprehensive income (loss) | |||||||||||||||||||||
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 39 | — | — | — | 39 | ||||||||||||||||
Comprehensive income (loss) | (1,639 | ) | 298 | 197 | (315 | ) | (1,459 | ) | |||||||||||||
Less: Comprehensive income attributable to noncontrolling interest | — | — | (180 | ) | — | (180 | ) | ||||||||||||||
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | $ | (1,639 | ) | $ | 298 | $ | 17 | $ | (315 | ) | $ | (1,639 | ) | ||||||||
Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended November 30, 2013 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Revenue | $ | 198,687 | $ | 25,950 | $ | 1,819 | $ | (5,110 | ) | $ | 221,346 | ||||||||||
Cost of revenue (exclusive of items shown separately below) | 158,526 | 20,353 | 1,465 | (4,918 | ) | 175,426 | |||||||||||||||
Depreciation, depletion and amortization | 10,392 | 1,349 | — | — | 11,741 | ||||||||||||||||
Equipment and intangible asset impairment | — | — | — | — | — | ||||||||||||||||
Pension and profit sharing | 1,988 | 67 | — | — | 2,055 | ||||||||||||||||
Selling, administrative and general expenses | 16,925 | 1,940 | 80 | — | 18,945 | ||||||||||||||||
Loss on disposals of property, equipment and software | (516 | ) | 19 | — | — | (497 | ) | ||||||||||||||
Operating income (loss) | 11,372 | 2,222 | 274 | (192 | ) | 13,676 | |||||||||||||||
Interest expense, net | (19,230 | ) | 21 | (145 | ) | 192 | (19,162 | ) | |||||||||||||
Income (loss) before income taxes | (7,858 | ) | 2,243 | 129 | — | (5,486 | ) | ||||||||||||||
Income tax benefit | (401 | ) | — | — | — | (401 | ) | ||||||||||||||
Equity in earnings of subsidiaries | 2,200 | — | — | (2,200 | ) | — | |||||||||||||||
Net income (loss) | (5,257 | ) | 2,243 | 129 | (2,200 | ) | (5,085 | ) | |||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (172 | ) | — | (172 | ) | ||||||||||||||
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | (5,257 | ) | 2,243 | (43 | ) | (2,200 | ) | (5,257 | ) | ||||||||||||
Other comprehensive income (loss) | |||||||||||||||||||||
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 49 | — | — | — | 49 | ||||||||||||||||
Comprehensive income (loss) | (5,208 | ) | 2,243 | 129 | (2,200 | ) | (5,036 | ) | |||||||||||||
Less: Comprehensive income attributable to noncontrolling interest | — | — | (172 | ) | — | (172 | ) | ||||||||||||||
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | $ | (5,208 | ) | $ | 2,243 | $ | (43 | ) | $ | (2,200 | ) | $ | (5,208 | ) | |||||||
Condensed Consolidating Statement of Comprehensive Income (Loss) for the nine months ended November 30, 2014 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Revenue | $ | 535,820 | $ | 65,667 | $ | 5,192 | $ | (9,021 | ) | $ | 597,658 | ||||||||||
Cost of revenue (exclusive of items shown separately below) | 417,884 | 51,409 | 4,386 | (6,596 | ) | 467,083 | |||||||||||||||
Depreciation, depletion and amortization | 30,610 | 3,819 | — | — | 34,429 | ||||||||||||||||
Equipment and intangible asset impairment | 5,098 | 151 | — | — | 5,249 | ||||||||||||||||
Pension and profit sharing | 5,119 | 201 | — | — | 5,320 | ||||||||||||||||
Selling, administrative and general expenses | 38,289 | 5,652 | 150 | — | 44,091 | ||||||||||||||||
(Gain) loss on disposals of property, equipment and software | (449 | ) | (2 | ) | — | — | (451 | ) | |||||||||||||
Operating income (loss) | 39,269 | 4,437 | 656 | (2,425 | ) | 41,937 | |||||||||||||||
Interest expense, net | (61,707 | ) | 31 | (164 | ) | 322 | (61,518 | ) | |||||||||||||
Income (loss) before income taxes | (22,438 | ) | 4,468 | 492 | (2,103 | ) | (19,581 | ) | |||||||||||||
Income tax benefit | (1,398 | ) | — | — | — | (1,398 | ) | ||||||||||||||
Equity in earnings of subsidiaries | 2,325 | — | — | (2,325 | ) | — | |||||||||||||||
Net income (loss) | (18,715 | ) | 4,468 | 492 | (4,428 | ) | (18,183 | ) | |||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (532 | ) | — | (532 | ) | ||||||||||||||
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | (18,715 | ) | 4,468 | (40 | ) | (4,428 | ) | (18,715 | ) | ||||||||||||
Other comprehensive income (loss) | |||||||||||||||||||||
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 116 | — | — | 116 | |||||||||||||||||
Comprehensive income (loss) | (18,599 | ) | 4,468 | 492 | (4,428 | ) | (18,067 | ) | |||||||||||||
Less: Comprehensive income attributable to noncontrolling interest | — | — | (532 | ) | — | (532 | ) | ||||||||||||||
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | $ | (18,599 | ) | $ | 4,468 | $ | (40 | ) | $ | (4,428 | ) | $ | (18,599 | ) | |||||||
Condensed Consolidating Statement of Comprehensive Income (Loss) for the nine months ended November 30, 2013 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Revenue | $ | 539,523 | $ | 78,212 | $ | 7,125 | $ | (13,405 | ) | $ | 611,455 | ||||||||||
Cost of revenue (exclusive of items shown separately below) | 429,231 | 61,837 | 6,164 | (13,050 | ) | 484,182 | |||||||||||||||
Depreciation, depletion and amortization | 32,197 | 4,793 | — | — | 36,990 | ||||||||||||||||
Equipment and intangible asset impairment | — | 452 | — | — | 452 | ||||||||||||||||
Pension and profit sharing | 6,254 | 253 | — | — | 6,507 | ||||||||||||||||
Selling, administrative and general expenses | 49,261 | 6,777 | 294 | — | 56,332 | ||||||||||||||||
(Gain) loss on disposals of property, equipment and software | (510 | ) | (136 | ) | — | — | (646 | ) | |||||||||||||
Operating income (loss) | 23,090 | 4,236 | 667 | (355 | ) | 27,638 | |||||||||||||||
Interest expense, net | (57,271 | ) | (78 | ) | (264 | ) | 355 | (57,258 | ) | ||||||||||||
Income (loss) before income taxes | (34,181 | ) | 4,158 | 403 | — | (29,620 | ) | ||||||||||||||
Income tax benefit | (3,714 | ) | (111 | ) | — | — | (3,825 | ) | |||||||||||||
Equity in earnings of subsidiaries | 3,591 | — | — | (3,591 | ) | — | |||||||||||||||
Net income (loss) | (26,876 | ) | 4,269 | 403 | (3,591 | ) | (25,795 | ) | |||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (1,081 | ) | — | (1,081 | ) | ||||||||||||||
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | (26,876 | ) | 4,269 | (678 | ) | (3,591 | ) | (26,876 | ) | ||||||||||||
Other comprehensive income (loss) | |||||||||||||||||||||
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 148 | — | — | — | 148 | ||||||||||||||||
Comprehensive income (loss) | (26,728 | ) | 4,269 | 403 | (3,591 | ) | (25,647 | ) | |||||||||||||
Less: Comprehensive income attributable to noncontrolling interest | — | — | (1,081 | ) | — | (1,081 | ) | ||||||||||||||
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | $ | (26,728 | ) | $ | 4,269 | $ | (678 | ) | $ | (3,591 | ) | $ | (26,728 | ) | |||||||
Condensed Consolidating Statement of Cash Flows for the nine months ended November 30, 2014 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Cash flows from operating activities | $ | (8,202 | ) | $ | 5,286 | $ | 3,245 | $ | (1,400 | ) | $ | (1,071 | ) | ||||||||
Cash flows from investing activities | |||||||||||||||||||||
Capital expenditures | (12,982 | ) | (5,779 | ) | — | — | (18,761 | ) | |||||||||||||
Proceeds from sale of property, equipment and assets held for sale | 2,450 | — | — | — | 2,450 | ||||||||||||||||
Change in cash value of life insurance | (35 | ) | — | — | — | (35 | ) | ||||||||||||||
Change in restricted cash | 13,512 | 4 | (192 | ) | — | 13,324 | |||||||||||||||
Net cash provided by (used in) investing activities | 2,945 | (5,775 | ) | (192 | ) | — | (3,022 | ) | |||||||||||||
Cash flows from financing activities | |||||||||||||||||||||
Net repayments of RCA Facility | (9,550 | ) | — | — | — | (9,550 | ) | ||||||||||||||
Repayment of long-term debt | (4,466 | ) | — | (559 | ) | — | (5,025 | ) | |||||||||||||
Payments on capital leases | (2,132 | ) | — | — | — | (2,132 | ) | ||||||||||||||
Debt issuance costs | (756 | ) | — | — | — | (756 | ) | ||||||||||||||
Dividends received (paid) | — | — | (1,400 | ) | 1,400 | — | |||||||||||||||
Distribution to noncontrolling interest | — | — | — | — | — | ||||||||||||||||
Net cash provided by (used in) financing activities | (16,904 | ) | — | (1,959 | ) | 1,400 | (17,463 | ) | |||||||||||||
Net increase (decrease) in cash and cash equivalents | (22,161 | ) | (489 | ) | 1,094 | — | (21,556 | ) | |||||||||||||
Cash and cash equivalents | |||||||||||||||||||||
Beginning of period | 21,344 | — | 2,548 | — | 23,892 | ||||||||||||||||
End of period | $ | (817 | ) | $ | (489 | ) | $ | 3,642 | $ | — | $ | 2,336 | |||||||||
Condensed Consolidating Statement of Cash Flows for the nine months ended November 30, 2013 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Cash flows from operating activities | $ | (19,836 | ) | $ | 2,842 | $ | 2,989 | $ | (3,000 | ) | $ | (17,005 | ) | ||||||||
Cash flows from investing activities | |||||||||||||||||||||
Capital expenditures | (14,040 | ) | (2,872 | ) | — | — | (16,912 | ) | |||||||||||||
Proceeds from sale of property and equipment, and assets held for sale | 786 | 15 | — | — | 801 | ||||||||||||||||
Change in cash value of life insurance | 3,266 | — | — | — | 3,266 | ||||||||||||||||
Change in restricted cash | (183 | ) | (1 | ) | (4,751 | ) | — | (4,935 | ) | ||||||||||||
Net cash provided by (used in) investing activities | (10,171 | ) | (2,858 | ) | (4,751 | ) | — | (17,780 | ) | ||||||||||||
Cash flows from financing activities | |||||||||||||||||||||
Proceeds from revolving credit | 252,739 | — | — | — | 252,739 | ||||||||||||||||
Repayment of revolving credit | (215,418 | ) | — | — | — | (215,418 | ) | ||||||||||||||
Proceeds from issuance of long-term debt | 563 | — | — | — | 563 | ||||||||||||||||
Repayment of long-term debt | (4,562 | ) | — | (674 | ) | — | (5,236 | ) | |||||||||||||
Payments on capital leases | (3,023 | ) | — | — | — | (3,023 | ) | ||||||||||||||
Debt issuance costs | (250 | ) | — | — | — | (250 | ) | ||||||||||||||
Dividends received (paid) | — | — | (3,000 | ) | 3,000 | — | |||||||||||||||
Distribution to noncontrolling interest | — | — | (2,050 | ) | — | (2,050 | ) | ||||||||||||||
Net cash provided by (used in) financing activities | 30,049 | — | (5,724 | ) | 3,000 | 27,325 | |||||||||||||||
Net increase (decrease) in cash and cash equivalents | 42 | (16 | ) | (7,486 | ) | — | (7,460 | ) | |||||||||||||
Cash and cash equivalents | |||||||||||||||||||||
Beginning of period | 31 | 19 | 9,484 | — | 9,534 | ||||||||||||||||
End of period | $ | 73 | $ | 3 | $ | 1,998 | $ | — | $ | 2,074 | |||||||||||
Subsequent_Events_Notes
Subsequent Events (Notes) | 9 Months Ended |
Nov. 30, 2014 | |
Subsequent Events [Abstract] | |
Leases of Lessee Disclosure [Text Block] | On December 15, 2014, the Company entered into an arrangement to lease its precast/prestressed structural concrete operations in Roaring Spring, PA for a term of seven years to an entity controlled by a member of the Company’s Board of Directors and stock holder, James W. Van Buren, who is the principal of the entity ("the Lessee"). Under the arrangement, the Company will lease approximately 60 acres and 240,000 square feet of operating space and 3,800 square feet of office space, including equipment valued at $3.2 million. The annual base rent begins at $65,000 and is scheduled to increase to $95,000 within the first 18 months upon satisfaction of certain conditions. The Company will provide transition services for six months at approximately $3,200 a month and allow the use of applicable patents, trade names and websites. The Lessee will also pay applicable taxes, licenses, and certification fees. The Company also sold approximately $0.6 million of inventory, at cost, to the Lessee. |
Nature_of_Operations_and_Summa1
Nature of Operations and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Nov. 30, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
The accompanying unaudited condensed consolidated financial statements and notes included in this report have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All adjustments (all of which are of a normal recurring nature) that are necessary for a fair statement are reflected in the unaudited condensed consolidated financial statements. The unaudited condensed consolidated financial statements do not include all of the information or disclosures required for a complete presentation in accordance with GAAP. The condensed balance sheet data at February 28, 2014 were derived from audited financial statements, but do not include all disclosures required by GAAP. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto, included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 28, 2014 filed with the Securities and Exchange Commission (“SEC”) on May 21, 2014. The results for interim periods are not necessarily indicative of the results for a full fiscal year. | |
Principles of Consolidation | Principles of Consolidation |
The condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries and entities where the Company has a controlling equity interest. Intercompany balances and transactions have been eliminated in consolidation. | |
Restructuring | Restructuring |
During the second quarter of fiscal year 2014, we initiated a cost savings and operational efficiency plan (the “Plan”). The Plan has focused on head count reductions, operational efficiencies, and administrative savings. Under the Plan, the Company realigned its current divisional structure by combining Eastern Industries, Inc. and Martin Limestone, Inc., into a new East division and the NESL operating business, Buffalo Crushed Stone, Inc. and Valley Quarries, Inc. into a new West division. The Company has further reorganized its structure by combining the East and West divisions and creating a construction materials division and heavy/highway construction division. This has resulted in modification of the senior level organizational structure which the Company anticipates will reduce costs, streamline responsibilities and decision making, and drive best practices and efficiencies across the organization. | |
The restructuring activities during the nine months ended November 30, 2014 resulted in one-time pre-tax charges of approximately $5.2 million, comprised of approximately $0.9 million for severance and related benefit costs and approximately $4.3 million in outside advisory services related to the implementation of the Plan. The restructuring activities during the three months ended November 30, 2014 resulted in one-time pre-tax charges of approximately $2.1 million, comprised of approximately $0.7 million for severance and related benefit costs and approximately $1.4 million in outside advisory services related to the implementation of the Plan. These expenses were recorded in selling, administrative and general expenses. The Company has accrued approximately $1.4 million of severance costs as a component of accrued liabilities in the consolidated balance sheet at November 30, 2014. The Company incurred approximately $12.3 million in restructuring costs through November 30, 2014 since the inception of the Plan, and anticipates it may incur an additional $1.5 million to $2.5 million of costs associated with the Plan, comprised of approximately $1.3 million to $2.0 million of outside advisory services and $0.2 million to $0.5 million of employee-related costs. | |
Assets Held for Sale | Assets Held for Sale |
During the first quarter of fiscal year 2015, the Company concluded the sale of its Block manufacturing and Construction Supply Center ("CSC") operations at its New Holland, PA location for approximately $8.9 million. In addition to the sale of the Block manufacturing and CSC facilities at its New Holland, PA location, the sale agreement contained certain non-compete provisions which required the Company to close similar facilities at its Wescosville location as of the settlement date. | |
Use of Estimates | Use of Estimates |
The preparation of the condensed consolidated financial statements requires management to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Significant items subject to such estimates and assumptions include the carrying amount of property, plant and equipment; valuation of receivables, inventories, goodwill and other intangible assets; recognition of revenue and loss contract reserves under the percentage-of-completion method; assets and obligations related to employee benefit plans; asset retirement obligations; income tax valuation; and self-insurance reserves. Actual results could differ from those estimates and those differences could be material. | |
Cash and Cash Equivalents and Restricted Cash | Cash and Cash Equivalents and Restricted Cash |
The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Cash balances were restricted in certain consolidated subsidiaries for bond sinking fund and insurance requirements as well as collateral on outstanding letters of credit or rentals. | |
Accounts Receivable | Accounts Receivable |
Trade accounts receivable, less allowance for doubtful accounts, are recorded at the invoiced amount plus service charges related to past due accounts. | |
Inventories | Inventories |
Inventories are stated at the lower of cost or market. Cost is determined using either first-in, first-out (“FIFO”) or weighted average method based on the applicable category of inventories. | |
Property, Plant and Equipment | Property, Plant and Equipment |
Property, plant and equipment are carried at cost. Assets under capital leases are stated at the lesser of the present value of minimum lease payments or the fair value of the leased item. Provision for depreciation is generally computed over estimated service lives by the straight-line method. | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets |
Goodwill | |
Goodwill is tested for impairment on an annual basis or more frequently whenever events or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The impairment test for goodwill is a two-step process. Under the first step, the fair value of the reporting unit is compared with its carrying value. If the fair value of the reporting unit is less than its carrying value, an indication of impairment exists and the reporting unit must perform step two of the impairment test. Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed. | |
Our reporting units were determined based on our organization structure, considering the level at which discrete financial information for businesses is available and regularly reviewed. The Company has three operating segments, which is the basis for determining its reporting units, organized around its three lines of business: (i) construction materials; (ii) heavy/highway construction; and (iii) traffic safety services and equipment. Construction materials include three reporting units within the operating segment based on geographic location. The operating segment of traffic safety services and equipment consists of one reporting unit within the segment based upon the similar economic characteristics of its operations. | |
Our annual goodwill impairment analysis takes place at fiscal year end. The estimated fair value of each of the reporting units was in excess of its carrying value, even after conducting various sensitivity analysis on key assumptions, such that no adjustment to the carrying values of goodwill was required as of February 28, 2014. During the nine months ended November 30, 2014, goodwill of $0.8 million was allocated to the sale of certain business operations and included in assets held for sale and then impaired. | |
The inputs used within the fair value measurements were categorized within Level 3 of the fair value hierarchy. | |
Other Intangible Assets | |
Other intangible assets consist of technology, customer relationships and trademarks acquired in previous acquisitions. The technology, customer relationships and trademarks are amortized over a straight-line basis. | |
Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. | |
Revenue Recognition | Revenue Recognition |
The Company recognizes revenue on construction contracts under the percentage-of-completion method of accounting, as measured by the cost incurred to date over estimated total cost. The typical contract life cycle for these projects can be up to two to four years in duration. Changes in job performance, job conditions, estimated profitability and final contract settlements may result in revisions to revenues and costs. Revenue from contract change orders is recognized when the contract owner has agreed to the change order with the customer and the related costs are incurred. We do not recognize revenue on a basis of contract claims. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are identified. Contract costs include all direct material, labor, subcontract and other costs and those indirect costs related to contract performance, such as indirect salaries and wages, equipment repairs and depreciation, insurance and payroll taxes. Administrative and general expenses are charged to expense as incurred. Costs and estimated earnings in excess of billings on uncompleted contracts represent the excess of contract revenue recognized to date over billings to date. Billings in excess of costs and estimated earnings on uncompleted contracts represent the excess of billings to date over the amount of revenue recognized to date. As of November 30, 2014 and February 28, 2014, such amounts are included in accounts receivable (Note 1, “Nature of Operations and Summary of Significant Accounting Policies”) and accrued liabilities (Note 3, “Accrued Liabilities”), respectively, in the consolidated balance sheets. The Company recorded a charge included in operating income of approximately $2.9 million and $3.0 million related to the revision of costs to complete on two significant contracts during the three and nine months ended November 30, 2014, respectively. | |
The Company accounts for custom-built concrete products under the units-of-production method. Under this method, the revenue is recognized as the units are produced under firm contracts. | |
The Company generally recognizes revenue on the sale of construction materials and concrete products, other than custom-built concrete products, when the customer takes title and assumes risk of loss. Typically, this occurs when products are shipped. | |
The Company recognizes equipment rental revenue on a straight-line basis over the specific daily, weekly or monthly terms of the agreements. Revenues from the s | |
Impairment of Definite-Lived Long-Lived Assets | e of equipment and contractor supplies are recognized at the time of delivery to, or pick-up by, the customer. |
Impairment of Definite-Lived Long-Lived Assets | |
Long-lived assets, such as property, plant and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. The Company considers an asset group as the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. For our construction materials and heavy/highway construction operations, the lowest level of largely independent identifiable cash flows is at the regional level, which collectively serves a local market. Each region shares and allocates its material production, resources, equipment and business activity among the locations within the region in generating cash flows. Our regions are, i) Central Pennsylvania, ii) Chambersburg, Shippensburg, Gettysburg, Pennsylvania, iii) Lancaster, Pennsylvania, iv) Northeastern Pennsylvania and v) Western New York. The construction materials regions’ long-lived assets predominantly include limestone and sand acreage and crushing, prestressing equipment and manufacturing plants and the heavy/highway construction region’s long lived assets predominantly include contracting equipment and vehicles. The traffic safety services and equipment business includes two asset groups, distinguished between its retail sales and distribution as one asset group and its manufacturing and assembly as the second asset group. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset group to estimated undiscounted future cash flows expected to be generated by the asset group. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairme | |
Recently Issued and Adopted Accounting Standards | t charge is recognized for the amount by which the carrying amount exceeds the fair value of the asset group. |
Recently Issued and Adopted Accounting Standards | |
In November 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-17, Business Combinations (Topic 805): Pushdown Accounting. The standards allows an acquired entity to elect to apply the guidance to future change-in-control events if the financial statements in which the most recent event occurred has not yet been issued or made available to be issued. This pronouncement is effective November 18, 2014. The Company does not anticipate that this standard will have a material effect on its consolidated financial statements. | |
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements—Going Concern: Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The standards requires an entity's management to evaluate whether there are conditions or events that raise substantial doubt about the entity's ability to continue as a going concern within one year after the date that the financial statements are issued. Public entities are required to apply standards for annual reporting periods ending after December 15, 2016, and interim periods thereafter. Early application is permitted. The Company is evaluating the impact of this standard on its consolidated financial statements. | |
In June 2014, the FASB issued ASU 2014-12, Compensation—Stock Compensation: Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The standard requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. Entities are required to apply the standard for annual periods and interim periods within those annual periods, beginning after December 15, 2015. Early application is permitted. The Company does not anticipate that this standard will have a material effect on its consolidated financial statements. | |
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities: Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidelines in Topic 810, Consolidation. The standard will eliminate the reporting requirements for certain disclosures for development stage entities. Public entities are required to apply the presentation and disclosure requirements for annual reporting periods beginning on or after December 15, 2014. The revised consolidation standards are effective for annual reporting periods beginning on or after December 15, 2015. Early application is permitted. The Company is evaluating the impact of this standard on its consolidated financial statements. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. The standard will eliminate the transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace it with a principle based approach for determining revenue recognition. Public entities are required to apply the revenue recognition standard for annual reporting period beginning on or after December 15, 2016, including interim periods within that annual reporting period. Early application is not permitted. The Company has not yet selected a transition method and is evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. | |
In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360), Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, which amends the requirements for reporting discontinued operations. Under ASU 2014-08, a disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when the component or group of components meets the criteria to be classified as held for sale or when the component or group of components is disposed of by sale or other than by sale. In addition, this ASU requires additional disclosures about both discontinued operations and the disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements. The Company has early adopted the provisions of ASU 2014-08 during the fourth quarter of fiscal year 2014. The Company determined that its assets held for sale in the fourth quarter of fiscal year 2014 and the first three quarters of fiscal year 2015 did not meet the requirements for discontinued operations. | |
In July 2013, the FASB issued ASU No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit Where Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. This ASU requires companies with unrecognized tax benefits, or a portion of unrecognized tax benefits, to present these benefits in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward or a tax credit carryforward. It is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013, with early adoption permitted, and is applicable to the Company’s fiscal year beginning March 1, 2014. The Company' |
Nature_of_Operations_and_Summa2
Nature of Operations and Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Accounting Policies [Abstract] | |||||||||
Schedule of restructuring and related costs | The following table presents changes to Accrued Restructuring: | ||||||||
(In thousands) | Accrued restructuring | ||||||||
Balance at February 28, 2014 | $ | 1,300 | |||||||
Additional accruals recorded | 5,197 | ||||||||
Payments on or reductions of accrued restructuring charges | 5,121 | ||||||||
Balance at November 30, 2014 | $ | 1,376 | |||||||
Schedule of assets held-for-sale | The Company's assets held for sale consisted of the following: | ||||||||
November 30, 2014 | February 28, 2014 | ||||||||
Inventory | $ | 1,541 | $ | 6,690 | |||||
PP&E, net of impairment | 8,949 | 7,777 | |||||||
$ | 10,490 | $ | 14,467 | ||||||
Schedule of total accounts receivable | The Company’s total accounts receivable consists of the following: | ||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Costs and estimated earnings in excess of billings | $ | 19,182 | $ | 9,838 | |||||
Trade | 97,735 | 51,310 | |||||||
Retainages | 8,020 | 5,399 | |||||||
124,937 | 66,547 | ||||||||
Allowance for doubtful accounts | (4,250 | ) | (5,228 | ) | |||||
Accounts receivable, net | $ | 120,687 | $ | 61,319 | |||||
Schedule of total inventory | The Company’s total inventories consist of the following: | ||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Crushed stone, agricultural lime and sand | $ | 76,800 | $ | 70,820 | |||||
Safety equipment | 13,859 | 12,091 | |||||||
Parts, tires and supplies | 8,009 | 10,187 | |||||||
Raw materials | 7,945 | 10,542 | |||||||
Building materials | 1,049 | 1,012 | |||||||
Other | 1,698 | 2,661 | |||||||
$ | 109,360 | $ | 107,313 | ||||||
Schedule of property, plant and equipment | The Company’s property, plant and equipment consist of the following: | ||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Limestone and sand acreage | $ | 146,293 | $ | 148,957 | |||||
Land, buildings and building improvements | 87,100 | 89,762 | |||||||
Crushing, prestressing and manufacturing plants | 310,990 | 316,772 | |||||||
Contracting equipment vehicles and other | 303,753 | 293,336 | |||||||
Construction in progress | 1,534 | 730 | |||||||
Property, plant and equipment | 849,670 | 849,557 | |||||||
Less: Accumulated depreciation and depletion | (537,581 | ) | (515,738 | ) | |||||
Property, plant and equipment, net | $ | 312,089 | $ | 333,819 | |||||
Schedule of long term other assets | The Company’s other noncurrent assets consist of the following: | ||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Deferred financing fees (less current portion of $4,328 and $4,324, respectively) | $ | 9,973 | $ | 13,207 | |||||
Capitalized software, net of accumulated amortization | 7,331 | 8,084 | |||||||
Cash surrender value of life insurance (net of loans of $5,733 and $3,200, respectively) | 1,171 | 1,135 | |||||||
Deferred stripping costs | 4,411 | 3,900 | |||||||
Other | 6,700 | 6,473 | |||||||
Total other assets | $ | 29,586 | $ | 32,799 | |||||
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Schedule of accrued liabilities | Accrued liabilities consist of the following: | ||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Insurance | $ | 26,120 | $ | 23,661 | |||||
Interest | 11,789 | 21,279 | |||||||
Payroll and vacation | 7,477 | 6,484 | |||||||
Withholding taxes | 691 | 2,350 | |||||||
Billings in excess of costs and estimated earnings on uncompleted contracts | 2,731 | 1,431 | |||||||
Contract expenses | 2,399 | 727 | |||||||
Other | 5,314 | 4,575 | |||||||
Total accrued liabilities | $ | 56,521 | $ | 60,507 | |||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Debt Instrument [Line Items] | |||||||||
Schedule of long-term debt | The Company's long-term debt consists of the following: | ||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
RCA ($64.1 million and $36.5 million available as of November 30, 2014 and February 28, 2014, respectively), interest rate of 6.25% | $ | 12,863 | $ | 22,413 | |||||
11% Notes, due 2018 | 250,000 | 250,000 | |||||||
13% Secured Notes, due 2018 | 323,956 | 300,962 | |||||||
Term Loans, interest rate of 8% | 70,000 | 70,000 | |||||||
Land, equipment and other obligations | 6,463 | 11,488 | |||||||
Obligations under capital leases | 3,424 | 5,103 | |||||||
Total debt | 666,706 | 659,966 | |||||||
Less: Current portion | (16,599 | ) | (30,514 | ) | |||||
Total long-term debt | $ | 650,107 | $ | 629,452 | |||||
Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Schedule of percentages of principal amount at which Notes may be redeemed | Pursuant to the Term Loans, in the event of a voluntary or mandatory prepayment or acceleration of the Term Loans, the Company shall be required to pay principal and a prepayment premium equal to: | ||||||||
Time Period | Percentage | ||||||||
On or prior to 5/12/2015 | 103 | % | |||||||
Between 5/13/2015 and 2/12/2016 | 102 | % | |||||||
2/13/2016 and thereafter | 100 | % | |||||||
Secured Notes due 2018 | |||||||||
Debt Instrument [Line Items] | |||||||||
Schedule of percentages of principal amount at which Notes may be redeemed | On and after March 15, 2015, the Secured Notes will be redeemable, in whole or in part, at the redemption prices specified as follows: | ||||||||
Year | Percentage | ||||||||
2015 | 106.5 | % | |||||||
2016 | 103.25 | % | |||||||
2017 and thereafter | 100 | % | |||||||
Notes due 2018 | |||||||||
Debt Instrument [Line Items] | |||||||||
Schedule of percentages of principal amount at which Notes may be redeemed | On or after September 1, 2014, the Company may redeem all or a part of the Notes at the redemption prices (expressed as percentages of principal amount) set forth below plus accrued and unpaid interest if redeemed during the twelve-month period beginning on September 1 of the years indicated below: | ||||||||
Year | Percentage | ||||||||
2014 | 105.5 | % | |||||||
2015 | 102.75 | % | |||||||
2016 and thereafter | 100 | % |
Retirement_and_Benefit_Program1
Retirement and Benefit Programs (Tables) | 9 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||||||||||
Schedule of net periodic pension expense recognized | Net periodic pension expense recognized for the three and nine months ended November 30, 2014 and 2013, was as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net periodic benefit cost | |||||||||||||||||
Service cost | $ | 86 | $ | 86 | $ | 258 | $ | 257 | |||||||||
Interest cost | 105 | 100 | 315 | 300 | |||||||||||||
Expected return on plan assets | (150 | ) | (143 | ) | (451 | ) | (431 | ) | |||||||||
Amortization of prior service cost | 14 | 17 | 43 | 50 | |||||||||||||
Recognized net actuarial loss | 51 | 66 | 152 | 198 | |||||||||||||
Total pension expense | $ | 106 | $ | 126 | $ | 317 | $ | 374 | |||||||||
Other_Noncurrent_Liabilities_T
Other Noncurrent Liabilities (Tables) | 9 Months Ended | ||||||||
Nov. 30, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | |||||||||
Schedule of other noncurrent liabilities | The Company's other noncurrent liabilities consist of: | ||||||||
November 30, | February 28, | ||||||||
(In thousands) | 2014 | 2014 | |||||||
Reclamation costs | $ | 18,520 | $ | 18,745 | |||||
Executive deferred compensation liability | 5,733 | 5,790 | |||||||
PIK accrued interest | 4,724 | 11,035 | |||||||
Other | 9,777 | 10,395 | |||||||
$ | 38,754 | $ | 45,965 | ||||||
Business_Segments_Tables
Business Segments (Tables) | 9 Months Ended | ||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Summary of certain financial data for the company's operating segments | The following is a summary of certain financial data for the Company’s operating segments: | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Revenue | |||||||||||||||||
Construction materials | $ | 147,087 | $ | 166,235 | $ | 424,608 | $ | 459,257 | |||||||||
Heavy/highway construction | 91,457 | 92,433 | 237,179 | 236,793 | |||||||||||||
Traffic safety services and equipment | 22,911 | 23,108 | 73,732 | 74,932 | |||||||||||||
Segment totals | 261,455 | 281,776 | 735,519 | 770,982 | |||||||||||||
Eliminations | (51,794 | ) | (60,430 | ) | (137,861 | ) | (159,527 | ) | |||||||||
Total revenue | $ | 209,661 | $ | 221,346 | $ | 597,658 | $ | 611,455 | |||||||||
Operating income | |||||||||||||||||
Construction materials | $ | 27,596 | $ | 23,883 | $ | 72,986 | $ | 66,227 | |||||||||
Heavy/highway construction | 8 | 4,317 | 4,897 | 7,859 | |||||||||||||
Traffic safety services and equipment | 1,814 | 1,986 | 5,518 | 3,339 | |||||||||||||
Corporate and unallocated | (10,160 | ) | (16,510 | ) | (41,464 | ) | (49,787 | ) | |||||||||
Total operating income | $ | 19,258 | $ | 13,676 | $ | 41,937 | $ | 27,638 | |||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
November 30, | November 30, | ||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Depreciation, depletion and amortization | |||||||||||||||||
Construction materials | $ | 8,524 | $ | 8,107 | $ | 23,253 | $ | 25,162 | |||||||||
Heavy/highway construction | 2,040 | 2,088 | 6,378 | 5,861 | |||||||||||||
Traffic safety services and equipment | 1,240 | 1,304 | 3,683 | 4,664 | |||||||||||||
Corporate and unallocated | 378 | 242 | 1,115 | 1,303 | |||||||||||||
Total depreciation, depletion and amortization | $ | 12,182 | $ | 11,741 | $ | 34,429 | $ | 36,990 | |||||||||
Condensed_Issuer_Guarantor_and1
Condensed Issuer, Guarantor and Non Guarantor Financial Information (Tables) | 9 Months Ended | ||||||||||||||||||||
Nov. 30, 2014 | |||||||||||||||||||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | |||||||||||||||||||||
Schedule of condensed consolidating balance sheet | Condensed Consolidating Balance Sheet at November 30, 2014 | ||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Assets | |||||||||||||||||||||
Current assets | |||||||||||||||||||||
Cash and cash equivalents | $ | (817 | ) | $ | (489 | ) | $ | 3,642 | $ | — | $ | 2,336 | |||||||||
Restricted cash | 2,584 | 88 | 15,787 | — | 18,459 | ||||||||||||||||
Accounts receivable, net | 104,623 | 16,050 | 14 | — | 120,687 | ||||||||||||||||
Inventories | 95,217 | 14,143 | — | — | 109,360 | ||||||||||||||||
Net investment in lease | — | — | 1,137 | (1,137 | ) | — | |||||||||||||||
Deferred income taxes | 2,749 | 964 | — | — | 3,713 | ||||||||||||||||
Other current assets | 8,344 | 939 | 7 | — | 9,290 | ||||||||||||||||
Assets held for sale | 10,490 | — | — | — | 10,490 | ||||||||||||||||
Total current assets | 223,190 | 31,695 | 20,587 | (1,137 | ) | 274,335 | |||||||||||||||
Property, plant and equipment, net | 291,964 | 20,125 | 6,023 | (6,023 | ) | 312,089 | |||||||||||||||
Goodwill | 81,287 | 5,845 | — | — | 87,132 | ||||||||||||||||
Other intangible assets, net | 7,679 | 11,482 | — | — | 19,161 | ||||||||||||||||
Investment in subsidiaries | 85,465 | — | — | (85,465 | ) | — | |||||||||||||||
Intercompany receivables | 3,308 | 29,342 | (34 | ) | (32,616 | ) | — | ||||||||||||||
Other assets | 26,226 | 1,011 | 2,349 | — | 29,586 | ||||||||||||||||
$ | 719,119 | $ | 99,500 | $ | 28,925 | $ | (125,241 | ) | $ | 722,303 | |||||||||||
Liabilities and (Deficit) Equity | |||||||||||||||||||||
Current liabilities | |||||||||||||||||||||
Current maturities of long-term debt | $ | 16,892 | $ | — | $ | 844 | $ | (1,137 | ) | $ | 16,599 | ||||||||||
Accounts payable - trade | 40,371 | 5,064 | 311 | — | 45,746 | ||||||||||||||||
Accrued liabilities | 38,914 | 1,464 | 16,143 | — | 56,521 | ||||||||||||||||
Total current liabilities | 96,177 | 6,528 | 17,298 | (1,137 | ) | 118,866 | |||||||||||||||
Intercompany payables | 31,614 | 2,018 | (1,016 | ) | (32,616 | ) | — | ||||||||||||||
Long-term debt, less current maturities | 644,928 | — | 5,179 | — | 650,107 | ||||||||||||||||
Intercompany capital leases, less current installments | 6,023 | — | — | (6,023 | ) | — | |||||||||||||||
Deferred income taxes | 25,566 | 8,413 | — | — | 33,979 | ||||||||||||||||
Other liabilities | 35,845 | 561 | 2,348 | — | 38,754 | ||||||||||||||||
Total liabilities | 840,153 | 17,520 | 23,809 | (39,776 | ) | 841,706 | |||||||||||||||
(Deficit) equity | |||||||||||||||||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | (121,034 | ) | 81,980 | 3,485 | (85,465 | ) | (121,034 | ) | |||||||||||||
Noncontrolling interest | — | — | 1,631 | — | 1,631 | ||||||||||||||||
Total (deficit) equity | (121,034 | ) | 81,980 | 5,116 | (85,465 | ) | (119,403 | ) | |||||||||||||
Total liabilities and (deficit) equity | $ | 719,119 | $ | 99,500 | $ | 28,925 | $ | (125,241 | ) | $ | 722,303 | ||||||||||
Condensed Consolidating Balance Sheet at February 28, 2014 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Assets | |||||||||||||||||||||
Current assets | |||||||||||||||||||||
Cash and cash equivalents | $ | 21,344 | $ | — | $ | 2,548 | $ | — | $ | 23,892 | |||||||||||
Restricted cash | 11,996 | 92 | 15,596 | — | 27,684 | ||||||||||||||||
Accounts receivable, net | 49,093 | 12,212 | 271 | (257 | ) | 61,319 | |||||||||||||||
Inventories | 95,135 | 12,178 | — | — | 107,313 | ||||||||||||||||
Net investment in lease | — | — | 647 | (647 | ) | — | |||||||||||||||
Deferred income taxes | 2,749 | 964 | — | — | 3,713 | ||||||||||||||||
Other current assets | 8,131 | 839 | 35 | — | 9,005 | ||||||||||||||||
Assets held for sate | 14,467 | — | — | — | 14,467 | ||||||||||||||||
Total current assets | 202,915 | 26,285 | 19,097 | (904 | ) | 247,393 | |||||||||||||||
Property, plant and equipment, net | 314,140 | 19,679 | 6,969 | (6,969 | ) | 333,819 | |||||||||||||||
Goodwill | 82,131 | 5,845 | — | — | 87,976 | ||||||||||||||||
Other intangible assets, net | 7,904 | 12,047 | — | — | 19,951 | ||||||||||||||||
Investment in subsidiaries | 81,037 | — | — | (81,037 | ) | — | |||||||||||||||
Intercompany receivables | 720 | 27,794 | (34 | ) | (28,480 | ) | — | ||||||||||||||
Other assets | 29,336 | 1,115 | 2,348 | — | 32,799 | ||||||||||||||||
$ | 718,183 | $ | 92,765 | $ | 28,380 | $ | (117,390 | ) | $ | 721,938 | |||||||||||
Liabilities and (Deficit) Equity | |||||||||||||||||||||
Current liabilities | |||||||||||||||||||||
Current maturities of long-term debt | $ | 30,317 | $ | — | $ | 844 | $ | (647 | ) | $ | 30,514 | ||||||||||
Accounts payable - trade | 17,892 | 3,858 | 453 | (257 | ) | 21,946 | |||||||||||||||
Accrued liabilities | 44,603 | 1,531 | 14,373 | — | 60,507 | ||||||||||||||||
Total current liabilities | 92,812 | 5,389 | 15,670 | (904 | ) | 112,967 | |||||||||||||||
Intercompany payables | 27,632 | 848 | — | (28,480 | ) | — | |||||||||||||||
Long-term debt, less current maturities | 623,714 | — | 5,738 | — | 629,452 | ||||||||||||||||
Intercompany capital leases, less current installments | 6,969 | — | — | (6,969 | ) | — | |||||||||||||||
Deferred income taxes | 26,477 | 8,413 | — | — | 34,890 | ||||||||||||||||
Other liabilities | 43,014 | 603 | 2,348 | — | 45,965 | ||||||||||||||||
Total liabilities | 820,618 | 15,253 | 23,756 | (36,353 | ) | 823,274 | |||||||||||||||
(Deficit) equity | |||||||||||||||||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | (102,435 | ) | 77,512 | 3,525 | (81,037 | ) | (102,435 | ) | |||||||||||||
Noncontrolling interest | — | — | 1,099 | — | 1,099 | ||||||||||||||||
Total (deficit) equity | (102,435 | ) | 77,512 | 4,624 | (81,037 | ) | (101,336 | ) | |||||||||||||
Total liabilities and (deficit) equity | $ | 718,183 | $ | 92,765 | $ | 28,380 | $ | (117,390 | ) | $ | 721,938 | ||||||||||
Schedule of condensed consolidating statements of comprehensive income (loss) | Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended November 30, 2014 | ||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Revenue | $ | 192,996 | $ | 18,992 | $ | 1,731 | $ | (4,058 | ) | $ | 209,661 | ||||||||||
Cost of revenue (exclusive of items shown separately below) | 146,501 | 15,550 | 1,430 | (1,848 | ) | 161,633 | |||||||||||||||
Depreciation, depletion and amortization | 10,899 | 1,283 | — | — | 12,182 | ||||||||||||||||
Equipment and intangible asset impairment | 75 | 151 | — | — | 226 | ||||||||||||||||
Pension and profit sharing | 1,918 | 73 | — | — | 1,991 | ||||||||||||||||
Selling, administrative and general expenses | 12,804 | 1,658 | 50 | — | 14,512 | ||||||||||||||||
(Gain) loss on disposals of property, equipment and software | (148 | ) | 7 | — | — | (141 | ) | ||||||||||||||
Operating income (loss) | 20,947 | 270 | 251 | (2,210 | ) | 19,258 | |||||||||||||||
Interest expense, net | (20,894 | ) | 28 | (54 | ) | 108 | (20,812 | ) | |||||||||||||
Income (loss) before income taxes | 53 | 298 | 197 | (2,102 | ) | (1,554 | ) | ||||||||||||||
Income tax benefit | (56 | ) | — | — | — | (56 | ) | ||||||||||||||
Equity in earnings of subsidiaries | (1,787 | ) | — | — | 1,787 | — | |||||||||||||||
Net income (loss) | (1,678 | ) | 298 | 197 | (315 | ) | (1,498 | ) | |||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (180 | ) | — | (180 | ) | ||||||||||||||
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | (1,678 | ) | 298 | 17 | (315 | ) | (1,678 | ) | |||||||||||||
Other comprehensive income (loss) | |||||||||||||||||||||
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 39 | — | — | — | 39 | ||||||||||||||||
Comprehensive income (loss) | (1,639 | ) | 298 | 197 | (315 | ) | (1,459 | ) | |||||||||||||
Less: Comprehensive income attributable to noncontrolling interest | — | — | (180 | ) | — | (180 | ) | ||||||||||||||
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | $ | (1,639 | ) | $ | 298 | $ | 17 | $ | (315 | ) | $ | (1,639 | ) | ||||||||
Condensed Consolidating Statement of Comprehensive Income (Loss) for the three months ended November 30, 2013 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Revenue | $ | 198,687 | $ | 25,950 | $ | 1,819 | $ | (5,110 | ) | $ | 221,346 | ||||||||||
Cost of revenue (exclusive of items shown separately below) | 158,526 | 20,353 | 1,465 | (4,918 | ) | 175,426 | |||||||||||||||
Depreciation, depletion and amortization | 10,392 | 1,349 | — | — | 11,741 | ||||||||||||||||
Equipment and intangible asset impairment | — | — | — | — | — | ||||||||||||||||
Pension and profit sharing | 1,988 | 67 | — | — | 2,055 | ||||||||||||||||
Selling, administrative and general expenses | 16,925 | 1,940 | 80 | — | 18,945 | ||||||||||||||||
Loss on disposals of property, equipment and software | (516 | ) | 19 | — | — | (497 | ) | ||||||||||||||
Operating income (loss) | 11,372 | 2,222 | 274 | (192 | ) | 13,676 | |||||||||||||||
Interest expense, net | (19,230 | ) | 21 | (145 | ) | 192 | (19,162 | ) | |||||||||||||
Income (loss) before income taxes | (7,858 | ) | 2,243 | 129 | — | (5,486 | ) | ||||||||||||||
Income tax benefit | (401 | ) | — | — | — | (401 | ) | ||||||||||||||
Equity in earnings of subsidiaries | 2,200 | — | — | (2,200 | ) | — | |||||||||||||||
Net income (loss) | (5,257 | ) | 2,243 | 129 | (2,200 | ) | (5,085 | ) | |||||||||||||
Less: Net income attributable to noncontrolling interest | — | — | (172 | ) | — | (172 | ) | ||||||||||||||
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | (5,257 | ) | 2,243 | (43 | ) | (2,200 | ) | (5,257 | ) | ||||||||||||
Other comprehensive income (loss) | |||||||||||||||||||||
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 49 | — | — | — | 49 | ||||||||||||||||
Comprehensive income (loss) | (5,208 | ) | 2,243 | 129 | (2,200 | ) | (5,036 | ) | |||||||||||||
Less: Comprehensive income attributable to noncontrolling interest | — | — | (172 | ) | — | (172 | ) | ||||||||||||||
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | $ | (5,208 | ) | $ | 2,243 | $ | (43 | ) | $ | (2,200 | ) | $ | (5,208 | ) | |||||||
Schedule of condensed consolidating statements of cash flows | Condensed Consolidating Statement of Cash Flows for the nine months ended November 30, 2014 | ||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Cash flows from operating activities | $ | (8,202 | ) | $ | 5,286 | $ | 3,245 | $ | (1,400 | ) | $ | (1,071 | ) | ||||||||
Cash flows from investing activities | |||||||||||||||||||||
Capital expenditures | (12,982 | ) | (5,779 | ) | — | — | (18,761 | ) | |||||||||||||
Proceeds from sale of property, equipment and assets held for sale | 2,450 | — | — | — | 2,450 | ||||||||||||||||
Change in cash value of life insurance | (35 | ) | — | — | — | (35 | ) | ||||||||||||||
Change in restricted cash | 13,512 | 4 | (192 | ) | — | 13,324 | |||||||||||||||
Net cash provided by (used in) investing activities | 2,945 | (5,775 | ) | (192 | ) | — | (3,022 | ) | |||||||||||||
Cash flows from financing activities | |||||||||||||||||||||
Net repayments of RCA Facility | (9,550 | ) | — | — | — | (9,550 | ) | ||||||||||||||
Repayment of long-term debt | (4,466 | ) | — | (559 | ) | — | (5,025 | ) | |||||||||||||
Payments on capital leases | (2,132 | ) | — | — | — | (2,132 | ) | ||||||||||||||
Debt issuance costs | (756 | ) | — | — | — | (756 | ) | ||||||||||||||
Dividends received (paid) | — | — | (1,400 | ) | 1,400 | — | |||||||||||||||
Distribution to noncontrolling interest | — | — | — | — | — | ||||||||||||||||
Net cash provided by (used in) financing activities | (16,904 | ) | — | (1,959 | ) | 1,400 | (17,463 | ) | |||||||||||||
Net increase (decrease) in cash and cash equivalents | (22,161 | ) | (489 | ) | 1,094 | — | (21,556 | ) | |||||||||||||
Cash and cash equivalents | |||||||||||||||||||||
Beginning of period | 21,344 | — | 2,548 | — | 23,892 | ||||||||||||||||
End of period | $ | (817 | ) | $ | (489 | ) | $ | 3,642 | $ | — | $ | 2,336 | |||||||||
Condensed Consolidating Statement of Cash Flows for the nine months ended November 30, 2013 | |||||||||||||||||||||
(In thousands) | New Enterprise | Guarantor | Non | Eliminations | Total | ||||||||||||||||
Stone & Lime | Subsidiaries | Guarantors | |||||||||||||||||||
Co., Inc. | |||||||||||||||||||||
Cash flows from operating activities | $ | (19,836 | ) | $ | 2,842 | $ | 2,989 | $ | (3,000 | ) | $ | (17,005 | ) | ||||||||
Cash flows from investing activities | |||||||||||||||||||||
Capital expenditures | (14,040 | ) | (2,872 | ) | — | — | (16,912 | ) | |||||||||||||
Proceeds from sale of property and equipment, and assets held for sale | 786 | 15 | — | — | 801 | ||||||||||||||||
Change in cash value of life insurance | 3,266 | — | — | — | 3,266 | ||||||||||||||||
Change in restricted cash | (183 | ) | (1 | ) | (4,751 | ) | — | (4,935 | ) | ||||||||||||
Net cash provided by (used in) investing activities | (10,171 | ) | (2,858 | ) | (4,751 | ) | — | (17,780 | ) | ||||||||||||
Cash flows from financing activities | |||||||||||||||||||||
Proceeds from revolving credit | 252,739 | — | — | — | 252,739 | ||||||||||||||||
Repayment of revolving credit | (215,418 | ) | — | — | — | (215,418 | ) | ||||||||||||||
Proceeds from issuance of long-term debt | 563 | — | — | — | 563 | ||||||||||||||||
Repayment of long-term debt | (4,562 | ) | — | (674 | ) | — | (5,236 | ) | |||||||||||||
Payments on capital leases | (3,023 | ) | — | — | — | (3,023 | ) | ||||||||||||||
Debt issuance costs | (250 | ) | — | — | — | (250 | ) | ||||||||||||||
Dividends received (paid) | — | — | (3,000 | ) | 3,000 | — | |||||||||||||||
Distribution to noncontrolling interest | — | — | (2,050 | ) | — | (2,050 | ) | ||||||||||||||
Net cash provided by (used in) financing activities | 30,049 | — | (5,724 | ) | 3,000 | 27,325 | |||||||||||||||
Net increase (decrease) in cash and cash equivalents | 42 | (16 | ) | (7,486 | ) | — | (7,460 | ) | |||||||||||||
Cash and cash equivalents | |||||||||||||||||||||
Beginning of period | 31 | 19 | 9,484 | — | 9,534 | ||||||||||||||||
End of period | $ | 73 | $ | 3 | $ | 1,998 | $ | — | $ | 2,074 | |||||||||||
Nature_of_Operations_and_Summa3
Nature of Operations and Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||||
Nov. 30, 2014 | Aug. 31, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | Feb. 28, 2014 | ||
segment | |||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||
Revenue Recognition, Sales Returns, Changes in Estimated Returns | 3 | 2.9 | |||||
Number of reportable segments | 3 | ||||||
Trade Accounts Receivable | |||||||
Costs and estimated earnings in excess of billings | $19,182,000 | $19,182,000 | $9,838,000 | ||||
Trade | 97,735,000 | 97,735,000 | 51,310,000 | ||||
Retainages | 8,020,000 | 8,020,000 | 5,399,000 | ||||
Accounts receivable, gross | 124,937,000 | 124,937,000 | 66,547,000 | ||||
Allowance for doubtful accounts | -4,250,000 | -4,250,000 | -5,228,000 | ||||
Accounts receivable, net | 120,687,000 | 120,687,000 | 61,319,000 | [1] | |||
Inventories | |||||||
Crushed stone, agricultural lime and sand | 76,800,000 | 76,800,000 | 70,820,000 | ||||
Safety equipment | 13,859,000 | 13,859,000 | 12,091,000 | ||||
Parts, tires and supplies | 8,009,000 | 8,009,000 | 10,187,000 | ||||
Raw materials | 7,945,000 | 7,945,000 | 10,542,000 | ||||
Building materials | 1,049,000 | 1,049,000 | 1,012,000 | ||||
Other | 1,698,000 | 1,698,000 | 2,661,000 | ||||
Total Inventory | 109,360,000 | 109,360,000 | 107,313,000 | [1] | |||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |||||||
Goodwill allocated to sale of certain operations | 800,000 | 800,000 | |||||
Intangible assets allocated to sale of certain operations | 100,000 | 100,000 | |||||
Amortization of intangible assets | 500,000 | 200,000 | 1,400,000 | 700,000 | |||
Other Assets, Noncurrent [Abstract] | |||||||
Deferred financing fees (less current portion of $4,328 and $4,324, respectively) | 9,973,000 | 9,973,000 | 13,207,000 | ||||
Current deferred finance costs | 4,328,000 | 4,328,000 | 4,324,000 | ||||
Capitalized software, net of accumulated amortization | 7,331,000 | 7,331,000 | 8,084,000 | ||||
Cash surrender value of life insurance (net of loans of $5,733 and $3,200, respectively) | 1,171,000 | 1,171,000 | 1,135,000 | ||||
Loans on life insurance | 3,038,000 | 3,038,000 | 3,200,000 | ||||
Deferred stripping costs | 4,411,000 | 4,411,000 | 3,900,000 | ||||
Other | 6,700,000 | 6,700,000 | 6,473,000 | ||||
Total other assets | 29,586,000 | 29,586,000 | 32,799,000 | [1] | |||
Newcrete Operations [Member] | |||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||
Total assets held-for-sale | 600,000 | 600,000 | |||||
Impairment of equipment | 200,000 | ||||||
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Other Property, Plant, and Equipment, Gross | 3,200,000 | 3,200,000 | |||||
Disposal Group, Including Discontinued Operation, Deferred Revenue | $3,200 | $3,200 | |||||
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
Nature_of_Operations_and_Summa4
Nature of Operations and Summary of Significant Accounting Policies (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | 15 Months Ended |
Nov. 30, 2014 | Nov. 30, 2014 | Aug. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserve | $1,376,000 | $1,376,000 | |
Restructuring Reserve [Roll Forward] | |||
Balance at February 28, 2014 | 1,300,000 | ||
Restructuring charges incurred | 2,100,000 | 5,197,000 | 12,300,000 |
Payments on or reductions of accrued restructuring charges | 5,121,000 | ||
Balance at November 30, 2014 | 1,376,000 | 1,376,000 | |
Minimum [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 1,500,000 | 1,500,000 | |
Maximum [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 2,500,000 | 2,500,000 | |
Severance | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring charges incurred | 700,000 | 900,000 | |
Severance | Minimum [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 0.2 | 0.2 | |
Severance | Maximum [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 500,000 | 500,000 | |
Outside advisory services | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring charges incurred | 1,400,000 | 4,300,000 | |
Outside advisory services | Minimum [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 1,300,000 | 1,300,000 | |
Outside advisory services | Maximum [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | $2,000,000 | $2,000,000 |
Nature_of_Operations_and_Summa5
Nature of Operations and Summary of Significant Accounting Policies (Details 3) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | ||
Mar. 14, 2014 | Nov. 30, 2014 | Nov. 30, 2014 | Feb. 28, 2014 | Jun. 16, 2014 | |
Significant Acquisitions and Disposals [Line Items] | |||||
Debt | $666,706,000 | $666,706,000 | $659,966,000 | ||
New Holland Sale | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Restricted cash for capital purchases | 4,100,000 | 1,400,000 | 1,400,000 | ||
Gain on sale | 200,000 | ||||
Sheshequin and Towanda Locations | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Impairment of equipment | 2,200,000 | ||||
Impairment of goodwill and intangible assets | 900,000 | ||||
Liabilities reclassified | 1,100,000 | 1,100,000 | |||
Secured Notes due 2018 | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Debt | 323,956,000 | 323,956,000 | 300,962,000 | ||
Stated interest rate (as a percent) | 13.00% | 13.00% | |||
Secured Notes due 2018 | New Holland Sale | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Debt | 265,000,000 | ||||
Stated interest rate (as a percent) | 13.00% | ||||
Construction materials | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Proceeds from sale | 10,490,000 | 10,490,000 | |||
Assets Held-for-sale, at Carrying Value [Abstract] | |||||
Inventory | 1,541,000 | 1,541,000 | 6,690,000 | ||
PP&E, net of impairment | 8,949,000 | 8,949,000 | 7,777,000 | ||
Total assets held-for-sale | 14,467,000 | ||||
Construction materials | Traffic Safety Services and Equipment [Member] | |||||
Assets Held-for-sale, at Carrying Value [Abstract] | |||||
Total assets held-for-sale | 1,300,000 | 1,300,000 | |||
Construction materials | New Holland Sale | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Proceeds from sale | 8,900,000 | ||||
Construction materials | Wescosville Location | |||||
Assets Held-for-sale, at Carrying Value [Abstract] | |||||
Total assets held-for-sale | 4,300,000 | 4,300,000 | 5,100,000 | ||
Construction materials | Towanda Location | |||||
Significant Acquisitions and Disposals [Line Items] | |||||
Proceeds from sale | 500,000 | ||||
Impairment of equipment | 1,500,000 | ||||
Inventory impairment | 500,000 | ||||
Construction materials | Sheshequin and Towanda Locations | |||||
Assets Held-for-sale, at Carrying Value [Abstract] | |||||
Total assets held-for-sale | $4,300,000 | $4,300,000 |
Nature_of_Operations_and_Summa6
Nature of Operations and Summary of Significant Accounting Policies (Details 4) (USD $) | 3 Months Ended | 9 Months Ended | |||
Nov. 30, 2014 | Aug. 31, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
Revenue Recognition, Sales Returns, Changes in Estimated Returns | 3 | 2.9 | |||
Pre-tax income | ($1,554,000) | ($5,486,000) | ($19,581,000) | ($29,620,000) | |
Operating income | 19,258,000 | 13,676,000 | 41,937,000 | 27,638,000 | |
Net income | -1,498,000 | -5,085,000 | -18,183,000 | -25,795,000 | |
Selling, administrative and general expenses | 14,512,000 | 18,945,000 | 44,091,000 | 56,332,000 | |
Depreciation | 9,900,000 | 10,700,000 | 30,100,000 | 33,700,000 | |
Prior Period Adjustment | |||||
Operating income before taxes | -100,000 | ||||
Cost of Revenue | -1,100,000 | ||||
Depreciation | ($1,000,000) |
Nature_of_Operations_and_Summa7
Nature of Operations and Summary of Significant Accounting Policies (Details 5) (USD $) | 3 Months Ended | 9 Months Ended | ||||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | Feb. 28, 2014 | ||
Property, Plant and Equipment [Line Items] | ||||||
Property, plant and equipment | $849,670,000 | $849,670,000 | $849,557,000 | |||
Less: Accumulated depreciation and depletion | -537,581,000 | -537,581,000 | -515,738,000 | |||
Property, plant and equipment, net | 312,089,000 | 312,089,000 | 333,819,000 | [1] | ||
Depreciation | 9,900,000 | 10,700,000 | 30,100,000 | 33,700,000 | ||
Limestone and sand acreage | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property, plant and equipment | 146,293,000 | 146,293,000 | 148,957,000 | |||
Land, buildings and building improvements | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property, plant and equipment | 87,100,000 | 87,100,000 | 89,762,000 | |||
Crushing, prestressing and manufacturing plants | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property, plant and equipment | 310,990,000 | 310,990,000 | 316,772,000 | |||
Contracting equipment vehicles and other | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property, plant and equipment | 303,753,000 | 303,753,000 | 293,336,000 | |||
Construction in progress | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property, plant and equipment | $1,534,000 | $1,534,000 | $730,000 | |||
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
Risks_and_Uncertainties_Detail
Risks and Uncertainties (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Debt | $666,706 | $659,966 |
Notes due 2018 | ||
Debt Instrument [Line Items] | ||
Debt | $250,000 | $250,000 |
Stated interest rate (as a percent) | 11.00% |
Accrued_Liabilities_Details
Accrued Liabilities (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 | |
In Thousands, unless otherwise specified | |||
Accrued Liabilities | |||
Insurance | $26,120 | $23,661 | |
Interest | 11,789 | 21,279 | |
Payroll and vacation | 7,477 | 6,484 | |
Withholding taxes | 691 | 2,350 | |
Billings in excess of costs and estimated earnings on uncompleted contracts | 2,731 | 1,431 | |
Contract expenses | 2,399 | 727 | |
Other | 5,314 | 4,575 | |
Total accrued liabilities | $56,521 | $60,507 | [1] |
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 | |
Debt Instrument [Line Items] | |||
Debt | $666,706,000 | $659,966,000 | |
Less: Current portion | -16,599,000 | -30,514,000 | [1] |
Long-term debt | 650,107,000 | 629,452,000 | [1] |
RCA | |||
Debt Instrument [Line Items] | |||
Debt | 12,863,000 | 22,413,000 | |
ABL facility, borrowing available | 42,000,000 | 36,500,000 | |
Stated interest rate (as a percent) | 6.25% | ||
Notes due 2018 | |||
Debt Instrument [Line Items] | |||
Debt | 250,000,000 | 250,000,000 | |
Stated interest rate (as a percent) | 11.00% | ||
Secured Notes due 2018 | |||
Debt Instrument [Line Items] | |||
Debt | 323,956,000 | 300,962,000 | |
Stated interest rate (as a percent) | 13.00% | ||
Term loan | |||
Debt Instrument [Line Items] | |||
Debt | 70,000,000 | 70,000,000 | |
Stated interest rate (as a percent) | 8.00% | ||
Land, equipment and other obligations | |||
Debt Instrument [Line Items] | |||
Debt | 6,463,000 | 11,488,000 | |
Obligations under capital leases | |||
Debt Instrument [Line Items] | |||
Debt | $3,424,000 | $5,103,000 | |
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
LongTerm_Debt_Details_2
Long-Term Debt (Details 2) (USD $) | 9 Months Ended | 0 Months Ended | |||
Nov. 30, 2014 | Nov. 30, 2013 | Feb. 12, 2014 | Feb. 28, 2014 | Feb. 28, 2005 | |
Debt Instrument [Line Items] | |||||
Face amount of debt | $25,300,000 | ||||
Non-cash payment-in-kind interest accretion | 16,683,000 | 17,630,000 | |||
Credit Facilities | |||||
Debt Instrument [Line Items] | |||||
Fixed charge coverage ratio | 1 | ||||
Maximum permitted amount of cash burn in excess of projected | 17,500,000 | ||||
Capital expenditure limitation in fiscal year 2015 | 27,500,000 | ||||
Capital expenditure limitation in fiscal year 2016 | 40,000,000 | ||||
Capital expenditure limitation in fiscal years after 2016 through maturity | 35,000,000 | ||||
RCA | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 105,000,000 | ||||
Commitment fee | 0.50% | ||||
Weighted average interest rate | 6.86% | ||||
Fixed charge coverage ratio | 1 | ||||
Maximum number off reductions to availability block | 2 | ||||
RCA | Letter of credit sub-facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 20,000,000 | ||||
Letters of credit outstanding | 16,700,000 | ||||
RCA | Swing line sub-facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 10,500,000 | ||||
RCA | FCCR Requirement Not Achieved | |||||
Debt Instrument [Line Items] | |||||
Availability block | 20,000,000 | ||||
RCA | FCCR Requirement Achieved Once in Rolling Four Quarter Period | |||||
Debt Instrument [Line Items] | |||||
Availability block | 10,000,000 | ||||
RCA | FCCR Requirement Achieved Twice Or More in Rolling Four Quarter Period | |||||
Debt Instrument [Line Items] | |||||
Availability block | 0 | ||||
RCA | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Margin added to variable interest rate basis (as a percent) | 4.00% | ||||
RCA | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Margin added to variable interest rate basis (as a percent) | 3.00% | ||||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Face amount of debt | 70,000,000 | ||||
Term Loan | Prepayment occurs on or prior to 5/12/2015 | |||||
Debt Instrument [Line Items] | |||||
Prepayment price (as a percentage) | 103.00% | ||||
Term Loan | Prepayment between 5/13/2015 and 2/12/2016 | |||||
Debt Instrument [Line Items] | |||||
Prepayment price (as a percentage) | 102.00% | ||||
Term Loan | Prepayment occurs on 2/13/2016 and thereafter | |||||
Debt Instrument [Line Items] | |||||
Prepayment price (as a percentage) | 100.00% | ||||
Term Loan | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Margin added to variable interest rate basis (as a percent) | 7.00% | ||||
Non-cash payment-in-kind interest accretion | $0.01 | ||||
Debt Instrument, Description of Variable Rate Basis | 0.01 | ||||
Term Loan | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Margin added to variable interest rate basis (as a percent) | 6.00% |
LongTerm_Debt_Details_3
Long-Term Debt (Details 3) (USD $) | 0 Months Ended | 9 Months Ended | 5 Months Ended |
In Millions, unless otherwise specified | Feb. 28, 2014 | Nov. 30, 2014 | Oct. 30, 2013 |
annual_period | |||
Debt Instrument [Line Items] | |||
Interest form election period | 12 months | ||
Debt Instrument, Interest Rate, Increase (Decrease) | 1.00% | ||
PIK Interest rate prior to interest form election period (as a percent) | 1.00% | ||
Decrease in interest rates as a result of 12-month cash election (as a percent) | 1.00% | ||
Number of consecutive annual periods beginning March 15, 2013 | 1 | ||
Prior to March 15, 2015 | |||
Debt Instrument [Line Items] | |||
Redemption price as a percentage of principal amount, if using proceeds of equity offerings | 113.00% | ||
Redemption price of debt instrument as a percentage of principal amount | 100.00% | ||
Prior to March 15, 2015 | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of the principal amount that may be redeemed with proceeds from public equity offerings | 35.00% | ||
Twelve-month period beginning March 15, 2015 | |||
Debt Instrument [Line Items] | |||
Redemption price of debt instrument as a percentage of principal amount | 106.50% | ||
Twelve-month period beginning March 15, 2016 | |||
Debt Instrument [Line Items] | |||
Redemption price of debt instrument as a percentage of principal amount | 103.25% | ||
Twelve-month period beginning March 15, 2017 and thereafter | |||
Debt Instrument [Line Items] | |||
Redemption price of debt instrument as a percentage of principal amount | 100.00% | ||
Secured Notes due 2018 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 13.00% | ||
Cash Interest Portion (as a percent) | 4.00% | ||
PIK interest (as a percent) | 9.00% | ||
Accrued cash interest | 18.9 | ||
Increase in PIK interest during year | 22.4 | ||
Accrued PIK interest | 63.7 | ||
Penalty interest incurred | 0.8 | ||
Secured Notes due 2018 | Secured Notes | |||
Debt Instrument [Line Items] | |||
Accrued PIK interest | 59 | ||
Secured Notes due 2018 | Other Noncurrent Liabilities | |||
Debt Instrument [Line Items] | |||
Accrued PIK interest | 4.7 | ||
Secured Notes due 2018 | Twelve-month period beginning March 15, 2014 | |||
Debt Instrument [Line Items] | |||
Cash Interest Portion (as a percent) | 6.00% | ||
PIK interest (as a percent) | 7.00% |
LongTerm_Debt_Details_4
Long-Term Debt (Details 4) (USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended | |
Aug. 31, 2010 | Nov. 30, 2014 | Feb. 29, 2012 | Feb. 28, 2005 | |
Debt Instrument [Line Items] | ||||
Face amount of debt | $25,300,000 | |||
Debt Instrument Redemption Period Prior to September 1, 2014 | ||||
Debt Instrument [Line Items] | ||||
Redemption price of debt instrument as a percentage of principal amount | 100.00% | |||
Twelve-month period beginning September 1, 2014 | ||||
Debt Instrument [Line Items] | ||||
Redemption price of debt instrument as a percentage of principal amount | 105.50% | |||
Twelve-month period beginning September 1, 2015 | ||||
Debt Instrument [Line Items] | ||||
Redemption price of debt instrument as a percentage of principal amount | 102.75% | |||
Twelve-month period beginning September 1, 2016 and thereafter | ||||
Debt Instrument [Line Items] | ||||
Redemption price of debt instrument as a percentage of principal amount | 100.00% | |||
Notes due 2018 | ||||
Debt Instrument [Line Items] | ||||
Face amount of debt | 250,000,000 | |||
Loss on debt retirement | 2,900,000 | |||
Unamortized debt issuance costs | 8,300,000 | |||
Redemption price as a percentage of principal amount, as a result of change of control | 101.00% |
LongTerm_Debt_Details_5
Long-Term Debt (Details 5) (USD $) | 1 Months Ended | 84 Months Ended |
In Millions, unless otherwise specified | Apr. 30, 2014 | Feb. 28, 2005 |
revenue_bond | ||
Debt Disclosure [Abstract] | ||
Number of revenue bonds issued | 4 | |
Face amount of debt | $25.30 | |
Prepayment of bonds | $4.20 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 3.60% | 7.30% | 7.10% | 12.90% |
Income tax expense (benefit) | $56 | $401 | $1,398 | $3,825 |
Retirement_and_Benefit_Program2
Retirement and Benefit Programs (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 | |
plan | ||||
Compensation and Retirement Disclosure [Abstract] | ||||
Number of defined benefit plans | 2 | |||
Net periodic benefit cost | ||||
Service cost | $86,000 | $86,000 | $258,000 | $257,000 |
Interest cost | 105,000 | 100,000 | 315,000 | 300,000 |
Expected return on plan assets | -150,000 | -143,000 | -451,000 | -431,000 |
Amortization of prior service cost | 14,000 | 17,000 | 43,000 | 50,000 |
Recognized net actuarial loss | 51,000 | 66,000 | 152,000 | 198,000 |
Total pension expense | 106,000 | 126,000 | 317,000 | 374,000 |
Employer contributions to defined benefit pension plans | 200,000 | |||
Expected additional contribution in the remainder of fiscal year 2014 | $100,000 |
Other_Noncurrent_Liabilities_D
Other Noncurrent Liabilities (Details) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 | |
In Thousands, unless otherwise specified | |||
Other Noncurrent Liabilities | |||
Reclamation costs | $18,520 | $18,745 | |
Executive deferred compensation liability | 5,733 | 5,790 | |
PIK accrued interest | 4,724 | 11,035 | |
Other | 9,777 | 10,395 | |
Total other noncurrent liabilities | $38,754 | $45,965 | [1] |
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Nov. 30, 2014 | Feb. 28, 2014 |
self-insurance_program | ||
Commitments and Contingencies Disclosure [Abstract] | ||
Self insurance retention per occurrence | $1 | |
Amount of surety bond to be maintained with the Commonwealth of Pennsylvania | 7.2 | |
Number of self-insurance programs maintained for health coverage | 3 | |
Maximum losses per employee under self-insurance health coverage programs | 0.3 | |
Letter of credit provided to guarantee payment of deductible portion of liability coverage which existed prior to January 1, 2008 | 0.3 | |
Other Commitments [Line Items] | ||
Amount of collateral recorded as a part of restricted cash | 1 | |
Insurance Claims | Other Noncurrent Liabilities | ||
Other Commitments [Line Items] | ||
Liability related to insurance settlement receivable | 6 | 6 |
Rock Solid Insurance Company | ||
Other Commitments [Line Items] | ||
Exposures for periods prior to captive insurance policy | 10.9 | 9.7 |
Amount of collateral recorded as a part of restricted cash | $15.80 | $15.60 |
Business_Segments_Details
Business Segments (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 |
segment | ||||
Segment Reporting [Abstract] | ||||
Number of reportable segments | 3 | |||
Segment Reporting | ||||
Revenue | $209,661 | $221,346 | $597,658 | $611,455 |
Operating income (loss) | 19,258 | 13,676 | 41,937 | 27,638 |
Depreciation, depletion and amortization | 12,182 | 11,741 | 34,429 | 36,990 |
Construction materials | ||||
Segment Reporting | ||||
Revenue | 147,087 | 166,235 | 424,608 | 459,257 |
Operating income (loss) | 27,596 | 23,883 | 72,986 | 66,227 |
Depreciation, depletion and amortization | 8,524 | 8,107 | 23,253 | 25,162 |
Heavy/highway construction | ||||
Segment Reporting | ||||
Revenue | 91,457 | 92,433 | 237,179 | 236,793 |
Operating income (loss) | 8 | 4,317 | 4,897 | 7,859 |
Depreciation, depletion and amortization | 2,040 | 2,088 | 6,378 | 5,861 |
Traffic Safety Services and Equipment [Member] | ||||
Segment Reporting | ||||
Revenue | 22,911 | 23,108 | 73,732 | 74,932 |
Operating income (loss) | 1,814 | 1,986 | 5,518 | 3,339 |
Depreciation, depletion and amortization | 1,240 | 1,304 | 3,683 | 4,664 |
Segment totals | ||||
Segment Reporting | ||||
Revenue | 261,455 | 281,776 | 735,519 | 770,982 |
Eliminations | ||||
Segment Reporting | ||||
Revenue | -51,794 | -60,430 | -137,861 | -159,527 |
Corporate and unallocated | ||||
Segment Reporting | ||||
Operating income (loss) | -10,160 | -16,510 | -41,464 | -49,787 |
Depreciation, depletion and amortization | $378 | $242 | $1,115 | $1,303 |
Condensed_Issuer_Guarantor_and2
Condensed Issuer, Guarantor and Non Guarantor Financial Information (Details) | Nov. 30, 2014 |
Condensed Issuer, Guarantor and Non Guarantor Financial Information | |
Ownership interest in subsidiaries (as a percent) | 100.00% |
Condensed_Issuer_Guarantor_and3
Condensed Issuer, Guarantor and Non Guarantor Financial Information (Details 2) (USD $) | Nov. 30, 2014 | Feb. 28, 2014 | Nov. 30, 2013 | 31-May-13 | Feb. 28, 2013 | |
In Thousands, unless otherwise specified | ||||||
Current assets | ||||||
Cash and cash equivalents | $2,336 | $23,892 | [1] | $2,074 | $2,074 | $9,534 |
Restricted cash | 18,459 | 27,684 | [1] | |||
Accounts receivable, net | 120,687 | 61,319 | [1] | |||
Inventories | 109,360 | 107,313 | [1] | |||
Net investment in lease | 0 | 0 | ||||
Deferred income taxes | 3,713 | 3,713 | [1] | |||
Other current assets | 9,290 | 9,005 | [1] | |||
Assets held for sale | 10,490 | 14,467 | [1] | |||
Total current assets | 274,335 | 247,393 | [1] | |||
Property, plant and equipment, net | 312,089 | 333,819 | [1] | |||
Goodwill | 87,132 | 87,976 | [1] | |||
Other intangible assets, net | 19,161 | 19,951 | [1] | |||
Investment in subsidiaries | 0 | 0 | ||||
Intercompany receivables | 0 | 0 | ||||
Other assets | 29,586 | 32,799 | [1] | |||
Total assets | 722,303 | 721,938 | [1] | |||
Current liabilities | ||||||
Current maturities of long-term debt | 16,599 | 30,514 | [1] | |||
Accounts payable — trade | 45,746 | 21,946 | [1] | |||
Accrued liabilities | 56,521 | 60,507 | [1] | |||
Total current liabilities | 118,866 | 112,967 | [1] | |||
Intercompany payables | 0 | 0 | ||||
Long-term debt, less current maturities | 650,107 | 629,452 | [1] | |||
Intercompany capital leases, less current installments | 0 | 0 | ||||
Deferred income taxes | 33,979 | 34,890 | [1] | |||
Other liabilities | 38,754 | 45,965 | [1] | |||
Total liabilities | 841,706 | 823,274 | [1] | |||
(Deficit) equity | ||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | -121,034 | -102,435 | [1] | |||
Noncontrolling interest | 1,631 | 1,099 | [1] | |||
Total deficit | -119,403 | -101,336 | [1] | |||
Total liabilities and deficit | 722,303 | 721,938 | [1] | |||
New Enterprise Stone & Lime Co., Inc. | ||||||
Current assets | ||||||
Cash and cash equivalents | -817 | 21,344 | 73 | 31 | ||
Restricted cash | 2,584 | 11,996 | ||||
Accounts receivable, net | 104,623 | 49,093 | ||||
Inventories | 95,217 | 95,135 | ||||
Net investment in lease | 0 | 0 | ||||
Deferred income taxes | 2,749 | 2,749 | ||||
Other current assets | 8,344 | 8,131 | ||||
Assets held for sale | 10,490 | 14,467 | ||||
Total current assets | 223,190 | 202,915 | ||||
Property, plant and equipment, net | 291,964 | 314,140 | ||||
Goodwill | 81,287 | 82,131 | ||||
Other intangible assets, net | 7,679 | 7,904 | ||||
Investment in subsidiaries | 85,465 | 81,037 | ||||
Intercompany receivables | 3,308 | 720 | ||||
Other assets | 26,226 | 29,336 | ||||
Total assets | 719,119 | 718,183 | ||||
Current liabilities | ||||||
Current maturities of long-term debt | 16,892 | 30,317 | ||||
Accounts payable — trade | 40,371 | 17,892 | ||||
Accrued liabilities | 38,914 | 44,603 | ||||
Total current liabilities | 96,177 | 92,812 | ||||
Intercompany payables | 31,614 | 27,632 | ||||
Long-term debt, less current maturities | 644,928 | 623,714 | ||||
Intercompany capital leases, less current installments | 6,023 | 6,969 | ||||
Deferred income taxes | 25,566 | 26,477 | ||||
Other liabilities | 35,845 | 43,014 | ||||
Total liabilities | 840,153 | 820,618 | ||||
(Deficit) equity | ||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | -121,034 | -102,435 | ||||
Noncontrolling interest | 0 | 0 | ||||
Total deficit | -121,034 | -102,435 | ||||
Total liabilities and deficit | 719,119 | 718,183 | ||||
Guarantor Subsidiaries | ||||||
Current assets | ||||||
Cash and cash equivalents | -489 | 0 | 3 | 19 | ||
Restricted cash | 88 | 92 | ||||
Accounts receivable, net | 16,050 | 12,212 | ||||
Inventories | 14,143 | 12,178 | ||||
Net investment in lease | 0 | 0 | ||||
Deferred income taxes | 964 | 964 | ||||
Other current assets | 939 | 839 | ||||
Assets held for sale | 0 | 0 | ||||
Total current assets | 31,695 | 26,285 | ||||
Property, plant and equipment, net | 20,125 | 19,679 | ||||
Goodwill | 5,845 | 5,845 | ||||
Other intangible assets, net | 11,482 | 12,047 | ||||
Investment in subsidiaries | 0 | 0 | ||||
Intercompany receivables | 29,342 | 27,794 | ||||
Other assets | 1,011 | 1,115 | ||||
Total assets | 99,500 | 92,765 | ||||
Current liabilities | ||||||
Current maturities of long-term debt | 0 | 0 | ||||
Accounts payable — trade | 5,064 | 3,858 | ||||
Accrued liabilities | 1,464 | 1,531 | ||||
Total current liabilities | 6,528 | 5,389 | ||||
Intercompany payables | 2,018 | 848 | ||||
Long-term debt, less current maturities | 0 | 0 | ||||
Intercompany capital leases, less current installments | 0 | 0 | ||||
Deferred income taxes | 8,413 | 8,413 | ||||
Other liabilities | 561 | 603 | ||||
Total liabilities | 17,520 | 15,253 | ||||
(Deficit) equity | ||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | 81,980 | 77,512 | ||||
Noncontrolling interest | 0 | 0 | ||||
Total deficit | 81,980 | 77,512 | ||||
Total liabilities and deficit | 99,500 | 92,765 | ||||
Non Guarantors | ||||||
Current assets | ||||||
Cash and cash equivalents | 3,642 | 2,548 | 1,998 | 9,484 | ||
Restricted cash | 15,787 | 15,596 | ||||
Accounts receivable, net | 14 | 271 | ||||
Inventories | 0 | 0 | ||||
Net investment in lease | 1,137 | 647 | ||||
Deferred income taxes | 0 | 0 | ||||
Other current assets | 7 | 35 | ||||
Assets held for sale | 0 | 0 | ||||
Total current assets | 20,587 | 19,097 | ||||
Property, plant and equipment, net | 6,023 | 6,969 | ||||
Goodwill | 0 | 0 | ||||
Other intangible assets, net | 0 | 0 | ||||
Investment in subsidiaries | 0 | 0 | ||||
Intercompany receivables | -34 | -34 | ||||
Other assets | 2,349 | 2,348 | ||||
Total assets | 28,925 | 28,380 | ||||
Current liabilities | ||||||
Current maturities of long-term debt | 844 | 844 | ||||
Accounts payable — trade | 311 | 453 | ||||
Accrued liabilities | 16,143 | 14,373 | ||||
Total current liabilities | 17,298 | 15,670 | ||||
Intercompany payables | -1,016 | 0 | ||||
Long-term debt, less current maturities | 5,179 | 5,738 | ||||
Intercompany capital leases, less current installments | 0 | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Other liabilities | 2,348 | 2,348 | ||||
Total liabilities | 23,809 | 23,756 | ||||
(Deficit) equity | ||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | 3,485 | 3,525 | ||||
Noncontrolling interest | 1,631 | 1,099 | ||||
Total deficit | 5,116 | 4,624 | ||||
Total liabilities and deficit | 28,925 | 28,380 | ||||
Eliminations | ||||||
Current assets | ||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | ||
Restricted cash | 0 | 0 | ||||
Accounts receivable, net | 0 | -257 | ||||
Inventories | 0 | 0 | ||||
Net investment in lease | -1,137 | -647 | ||||
Deferred income taxes | 0 | 0 | ||||
Other current assets | 0 | 0 | ||||
Assets held for sale | 0 | 0 | ||||
Total current assets | -1,137 | -904 | ||||
Property, plant and equipment, net | -6,023 | -6,969 | ||||
Goodwill | 0 | 0 | ||||
Other intangible assets, net | 0 | 0 | ||||
Investment in subsidiaries | -85,465 | -81,037 | ||||
Intercompany receivables | -32,616 | -28,480 | ||||
Other assets | 0 | 0 | ||||
Total assets | -125,241 | -117,390 | ||||
Current liabilities | ||||||
Current maturities of long-term debt | -1,137 | -647 | ||||
Accounts payable — trade | 0 | -257 | ||||
Accrued liabilities | 0 | 0 | ||||
Total current liabilities | -1,137 | -904 | ||||
Intercompany payables | -32,616 | -28,480 | ||||
Long-term debt, less current maturities | 0 | 0 | ||||
Intercompany capital leases, less current installments | -6,023 | -6,969 | ||||
Deferred income taxes | 0 | 0 | ||||
Other liabilities | 0 | 0 | ||||
Total liabilities | -39,776 | -36,353 | ||||
(Deficit) equity | ||||||
New Enterprise Stone & Lime Co., Inc. (deficit) equity | -85,465 | -81,037 | ||||
Noncontrolling interest | 0 | 0 | ||||
Total deficit | -85,465 | -81,037 | ||||
Total liabilities and deficit | ($125,241) | ($117,390) | ||||
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
Condensed_Issuer_Guarantor_and4
Condensed Issuer, Guarantor and Non Guarantor Financial Information (Details 3) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 | Nov. 30, 2014 | Nov. 30, 2013 |
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Revenue | $209,661 | $221,346 | $597,658 | $611,455 |
Cost of revenue (exclusive of items shown separately below) | 161,633 | 175,426 | 467,083 | 484,182 |
Depreciation, depletion and amortization | 12,182 | 11,741 | 34,429 | 36,990 |
Asset impairment | 226 | 0 | 5,249 | 452 |
Pension and profit sharing | 1,991 | 2,055 | 5,320 | 6,507 |
Selling, administrative and general expenses | 14,512 | 18,945 | 44,091 | 56,332 |
Gain on disposals of property, equipment and software | -141 | -497 | -451 | -646 |
Operating income (loss) | 19,258 | 13,676 | 41,937 | 27,638 |
Interest expense, net | -20,812 | -19,162 | -61,518 | -57,258 |
Income (loss) before income taxes | -1,554 | -5,486 | -19,581 | -29,620 |
Income tax benefit | -56 | -401 | -1,398 | -3,825 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income (loss) | -1,498 | -5,085 | -18,183 | -25,795 |
Less: Comprehensive income attributable to noncontrolling interest | -180 | -172 | -532 | -1,081 |
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | -1,678 | -5,257 | -18,715 | -26,876 |
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 39 | 49 | 116 | 148 |
Comprehensive income (loss) | -1,459 | -5,036 | -18,067 | -25,647 |
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | -1,639 | -5,208 | -18,599 | -26,728 |
New Enterprise Stone & Lime Co., Inc. | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Revenue | 192,996 | 198,687 | 535,820 | 539,523 |
Cost of revenue (exclusive of items shown separately below) | 146,501 | 158,526 | 417,884 | 429,231 |
Depreciation, depletion and amortization | 10,899 | 10,392 | 30,610 | 32,197 |
Asset impairment | 75 | 0 | 5,098 | 0 |
Pension and profit sharing | 1,918 | 1,988 | 5,119 | 6,254 |
Selling, administrative and general expenses | 12,804 | 16,925 | 38,289 | 49,261 |
Gain on disposals of property, equipment and software | -148 | -516 | -449 | -510 |
Operating income (loss) | 20,947 | 11,372 | 39,269 | 23,090 |
Interest expense, net | -20,894 | -19,230 | -61,707 | -57,271 |
Income (loss) before income taxes | 53 | -7,858 | -22,438 | -34,181 |
Income tax benefit | -56 | -401 | -1,398 | -3,714 |
Equity in earnings of subsidiaries | -1,787 | 2,200 | 2,325 | 3,591 |
Net income (loss) | -1,678 | -5,257 | -18,715 | -26,876 |
Less: Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | -1,678 | -5,257 | -18,715 | -26,876 |
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 39 | 49 | 116 | 148 |
Comprehensive income (loss) | -1,639 | -5,208 | -18,599 | -26,728 |
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | -1,639 | -5,208 | -18,599 | -26,728 |
Guarantor Subsidiaries | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Revenue | 18,992 | 25,950 | 65,667 | 78,212 |
Cost of revenue (exclusive of items shown separately below) | 15,550 | 20,353 | 51,409 | 61,837 |
Depreciation, depletion and amortization | 1,283 | 1,349 | 3,819 | 4,793 |
Asset impairment | 151 | 0 | 151 | 452 |
Pension and profit sharing | 73 | 67 | 201 | 253 |
Selling, administrative and general expenses | 1,658 | 1,940 | 5,652 | 6,777 |
Gain on disposals of property, equipment and software | 7 | 19 | -2 | -136 |
Operating income (loss) | 270 | 2,222 | 4,437 | 4,236 |
Interest expense, net | 28 | 21 | 31 | -78 |
Income (loss) before income taxes | 298 | 2,243 | 4,468 | 4,158 |
Income tax benefit | 0 | 0 | 0 | -111 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | |
Net income (loss) | 298 | 2,243 | 4,468 | 4,269 |
Less: Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | 298 | 2,243 | 4,468 | 4,269 |
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 0 | 0 | 0 | 0 |
Comprehensive income (loss) | 298 | 2,243 | 4,468 | 4,269 |
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | 298 | 2,243 | 4,468 | 4,269 |
Non Guarantors | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Revenue | 1,731 | 1,819 | 5,192 | 7,125 |
Cost of revenue (exclusive of items shown separately below) | 1,430 | 1,465 | 4,386 | 6,164 |
Depreciation, depletion and amortization | 0 | 0 | 0 | 0 |
Asset impairment | 0 | 0 | 0 | 0 |
Pension and profit sharing | 0 | 0 | 0 | 0 |
Selling, administrative and general expenses | 50 | 80 | 150 | 294 |
Gain on disposals of property, equipment and software | 0 | 0 | 0 | 0 |
Operating income (loss) | 251 | 274 | 656 | 667 |
Interest expense, net | -54 | -145 | -164 | -264 |
Income (loss) before income taxes | 197 | 129 | 492 | 403 |
Income tax benefit | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | |
Net income (loss) | 197 | 129 | 492 | 403 |
Less: Comprehensive income attributable to noncontrolling interest | -180 | -172 | -532 | 1,081 |
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | 17 | -43 | -40 | -678 |
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 0 | 0 | 0 | 0 |
Comprehensive income (loss) | 197 | 129 | 492 | 403 |
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | 17 | -43 | -40 | -678 |
Eliminations | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Revenue | -4,058 | -5,110 | -9,021 | -13,405 |
Cost of revenue (exclusive of items shown separately below) | -1,848 | -4,918 | -6,596 | -13,050 |
Depreciation, depletion and amortization | 0 | 0 | 0 | |
Asset impairment | 0 | 0 | 0 | |
Pension and profit sharing | 0 | 0 | 0 | |
Selling, administrative and general expenses | 0 | 0 | 0 | |
Gain on disposals of property, equipment and software | 0 | 0 | 0 | |
Operating income (loss) | -2,210 | -192 | -2,425 | -355 |
Interest expense, net | 108 | 192 | 322 | 355 |
Income (loss) before income taxes | -2,102 | 0 | -2,103 | 0 |
Income tax benefit | 0 | 0 | 0 | |
Equity in earnings of subsidiaries | 1,787 | -2,200 | -2,325 | -3,591 |
Net income (loss) | -315 | -2,200 | -4,428 | -3,591 |
Less: Comprehensive income attributable to noncontrolling interest | 0 | 0 | 0 | 0 |
Net income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | -315 | -2,200 | -4,428 | -3,591 |
Unrealized actuarial gains and amortization of prior service costs, net of income tax | 0 | 0 | 0 | |
Comprehensive income (loss) | -315 | -2,200 | -4,428 | -3,591 |
Comprehensive income (loss) attributable to New Enterprise Stone & Lime Co., Inc. | ($315) | ($2,200) | ($4,428) | ($3,591) |
Condensed_Issuer_Guarantor_and5
Condensed Issuer, Guarantor and Non Guarantor Financial Information (Details 4) (USD $) | 9 Months Ended | |||
In Thousands, unless otherwise specified | Nov. 30, 2014 | Nov. 30, 2013 | 31-May-13 | |
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Cash flows from operating activities | ($1,071) | ($17,005) | ||
Cash flows from investing activities | ||||
Capital expenditures | -18,761 | -16,912 | ||
Proceeds from sale of assets held for sale | 2,450 | 801 | ||
Change in cash value of life insurance | -35 | 3,266 | ||
Change in restricted cash | 13,324 | -4,935 | ||
Net cash used in investing activities | -3,022 | -17,780 | ||
Proceeds from (Repayments of) Debt | -9,550 | 0 | ||
Cash flows from financing activities | ||||
Proceeds from revolving credit | 0 | 252,739 | ||
Proceeds from revolving credit | -215,418 | |||
Proceeds from issuance of long-term debt | 0 | 563 | ||
Repayment of long-term debt | -5,025 | -5,236 | ||
Payments on capital leases | -2,132 | -3,023 | ||
Debt issuance costs | -756 | -250 | ||
Dividends received (paid) | 0 | 0 | ||
Distribution to noncontrolling interest | 0 | 2,050 | ||
Net cash (used in) provided by financing activities | -17,463 | 27,325 | ||
Net decrease in cash and cash equivalents | -21,556 | -7,460 | ||
Cash and cash equivalents | ||||
Beginning of period | 23,892 | [1] | 9,534 | 2,074 |
End of period | 2,336 | 2,074 | 2,074 | |
New Enterprise Stone & Lime Co., Inc. | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Cash flows from operating activities | -8,202 | -19,836 | ||
Cash flows from investing activities | ||||
Capital expenditures | -12,982 | -14,040 | ||
Proceeds from sale of assets held for sale | 786 | |||
Change in cash value of life insurance | -35 | 3,266 | ||
Change in restricted cash | 13,512 | -183 | ||
Net cash used in investing activities | 2,945 | -10,171 | ||
Proceeds from (Repayments of) Debt | 9,550 | |||
Cash flows from financing activities | ||||
Proceeds from revolving credit | 252,739 | |||
Proceeds from revolving credit | -215,418 | |||
Proceeds from issuance of long-term debt | 563 | |||
Repayment of long-term debt | -4,466 | -4,562 | ||
Payments on capital leases | -2,132 | -3,023 | ||
Debt issuance costs | -756 | -250 | ||
Dividends received (paid) | 0 | 0 | ||
Distribution to noncontrolling interest | 0 | 0 | ||
Net cash (used in) provided by financing activities | -16,904 | 30,049 | ||
Net decrease in cash and cash equivalents | -22,161 | 42 | ||
Cash and cash equivalents | ||||
Beginning of period | 21,344 | 31 | 73 | |
End of period | -817 | 73 | ||
Guarantor Subsidiaries | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Cash flows from operating activities | 5,286 | 2,842 | ||
Cash flows from investing activities | ||||
Capital expenditures | -5,779 | -2,872 | ||
Proceeds from sale of assets held for sale | 15 | |||
Change in cash value of life insurance | 0 | 0 | ||
Change in restricted cash | 4 | -1 | ||
Net cash used in investing activities | -5,775 | -2,858 | ||
Proceeds from (Repayments of) Debt | 0 | |||
Cash flows from financing activities | ||||
Proceeds from revolving credit | 0 | |||
Proceeds from revolving credit | 0 | |||
Proceeds from issuance of long-term debt | 0 | |||
Repayment of long-term debt | 0 | 0 | ||
Payments on capital leases | 0 | 0 | ||
Debt issuance costs | 0 | 0 | ||
Dividends received (paid) | 0 | 0 | ||
Distribution to noncontrolling interest | 0 | 0 | ||
Net cash (used in) provided by financing activities | 0 | 0 | ||
Net decrease in cash and cash equivalents | -489 | -16 | ||
Cash and cash equivalents | ||||
Beginning of period | 0 | 19 | 3 | |
End of period | -489 | 3 | ||
Non Guarantors | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Cash flows from operating activities | 3,245 | 2,989 | ||
Cash flows from investing activities | ||||
Capital expenditures | 0 | 0 | ||
Proceeds from sale of assets held for sale | 0 | |||
Change in cash value of life insurance | 0 | 0 | ||
Change in restricted cash | -192 | -4,751 | ||
Net cash used in investing activities | -192 | -4,751 | ||
Proceeds from (Repayments of) Debt | 0 | |||
Cash flows from financing activities | ||||
Proceeds from revolving credit | 0 | |||
Proceeds from revolving credit | 0 | |||
Proceeds from issuance of long-term debt | 0 | |||
Repayment of long-term debt | -674 | |||
Payments on capital leases | 0 | 0 | ||
Debt issuance costs | 0 | 0 | ||
Dividends received (paid) | 1,400 | 3,000 | ||
Distribution to noncontrolling interest | 0 | 2,050 | ||
Net cash (used in) provided by financing activities | -1,959 | -5,724 | ||
Net decrease in cash and cash equivalents | 1,094 | -7,486 | ||
Cash and cash equivalents | ||||
Beginning of period | 2,548 | 9,484 | 1,998 | |
End of period | 3,642 | 1,998 | ||
Eliminations | ||||
Condensed Issuer, Guarantor and Non Guarantor Financial Information | ||||
Cash flows from operating activities | -1,400 | -3,000 | ||
Cash flows from investing activities | ||||
Capital expenditures | 0 | 0 | ||
Proceeds from sale of assets held for sale | 0 | |||
Change in cash value of life insurance | 0 | 0 | ||
Change in restricted cash | 0 | 0 | ||
Net cash used in investing activities | 0 | 0 | ||
Proceeds from (Repayments of) Debt | 0 | |||
Cash flows from financing activities | ||||
Proceeds from revolving credit | 0 | |||
Proceeds from revolving credit | 0 | |||
Proceeds from issuance of long-term debt | 0 | |||
Repayment of long-term debt | 0 | 0 | ||
Payments on capital leases | 0 | 0 | ||
Debt issuance costs | 0 | 0 | ||
Dividends received (paid) | -1,400 | -3,000 | ||
Distribution to noncontrolling interest | 0 | 0 | ||
Net cash (used in) provided by financing activities | 1,400 | 3,000 | ||
Net decrease in cash and cash equivalents | 0 | 0 | ||
Cash and cash equivalents | ||||
Beginning of period | 0 | 0 | 0 | |
End of period | $0 | $0 | ||
[1] | Data derived from audited consolidated balance sheet as of February 28, 2014. |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 9 Months Ended |
Nov. 30, 2014 | |
Subsequent Event [Line Items] | |
Leases of Lessee Disclosure [Text Block] | On December 15, 2014, the Company entered into an arrangement to lease its precast/prestressed structural concrete operations in Roaring Spring, PA for a term of seven years to an entity controlled by a member of the Company’s Board of Directors and stock holder, James W. Van Buren, who is the principal of the entity ("the Lessee"). Under the arrangement, the Company will lease approximately 60 acres and 240,000 square feet of operating space and 3,800 square feet of office space, including equipment valued at $3.2 million. The annual base rent begins at $65,000 and is scheduled to increase to $95,000 within the first 18 months upon satisfaction of certain conditions. The Company will provide transition services for six months at approximately $3,200 a month and allow the use of applicable patents, trade names and websites. The Lessee will also pay applicable taxes, licenses, and certification fees. The Company also sold approximately $0.6 million of inventory, at cost, to the Lessee. |
Newcrete Operations [Member] | |
Subsequent Event [Line Items] | |
Land Subject to Ground Leases | 60 |
Disposal Group, Including Discontinued Operation, Deferred Revenue | 3,200 |
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Other Property, Plant, and Equipment, Gross | 3,200,000 |
Inventory | 600,000 |
Minimum [Member] | Newcrete Operations [Member] | |
Subsequent Event [Line Items] | |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | 65,000 |
Maximum [Member] | Newcrete Operations [Member] | |
Subsequent Event [Line Items] | |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | 95,000 |
Manufacturing Facility [Member] | Newcrete Operations [Member] | |
Subsequent Event [Line Items] | |
Property Subject to or Available for Operating Lease, Number of Units | 240,000 |
Office Building [Member] | Newcrete Operations [Member] | |
Subsequent Event [Line Items] | |
Property Subject to or Available for Operating Lease, Number of Units | 3,800 |