Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 02, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | IBP | |
Entity Registrant Name | INSTALLED BUILDING PRODUCTS, INC. | |
Entity Central Index Key | 1,580,905 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 31,477,489 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash | $ 11,700 | $ 6,818 |
Accounts receivable (less allowance for doubtful accounts of $2,702 and $2,486 at March 31, 2016 and December 31, 2015, respectively) | 107,290 | 103,198 |
Inventories | 31,012 | 29,337 |
Other current assets | 8,908 | 10,879 |
Total current assets | 158,910 | 150,232 |
Property and equipment, net | 60,430 | 57,592 |
Non-current assets | ||
Goodwill | 93,715 | 90,512 |
Intangibles, net | 69,775 | 67,218 |
Other non-current assets | 9,220 | 8,018 |
Total non-current assets | 172,710 | 165,748 |
Total assets | 392,050 | 373,572 |
Current liabilities | ||
Current maturities of long-term debt | 10,905 | 10,021 |
Current maturities of capital lease obligations | 7,962 | 8,411 |
Accounts payable | 55,594 | 50,867 |
Accrued compensation | 16,747 | 14,488 |
Other current liabilities | 13,574 | 13,635 |
Total current liabilities | 104,782 | 97,422 |
Long-term debt | 118,209 | 113,214 |
Capital lease obligations, less current maturities | 11,264 | 12,031 |
Deferred income taxes | 15,287 | 14,582 |
Other long-term liabilities | 22,512 | 21,840 |
Total liabilities | $ 272,054 | $ 259,089 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity | ||
Preferred stock value | ||
Common Stock; $0.01 par value: 100,000,000 authorized, 31,982,888 issued and 31,333,961 and 31,366,328 shares outstanding at March 31, 2016 and December 31, 2015, respectively (Note 6) | $ 320 | $ 320 |
Additional paid in capital | 157,224 | 156,688 |
Accumulated deficit | (25,329) | (31,142) |
Treasury Stock; at cost: 648,927 and 616,560 shares at March 31, 2016 and December 31, 2015, respectively | (12,219) | (11,383) |
Total stockholders' equity | 119,996 | 114,483 |
Total liabilities and stockholders' equity | $ 392,050 | $ 373,572 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,702 | $ 2,486 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 31,982,888 | 31,982,888 |
Common stock, shares outstanding | 31,333,961 | 31,366,328 |
Treasury Stock | 648,927 | 616,560 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Net revenue | $ 191,698 | $ 129,948 |
Cost of sales | 137,107 | 95,822 |
Gross profit | 54,591 | 34,126 |
Operating expenses | ||
Selling | 11,251 | 8,112 |
Administrative | 30,283 | 22,237 |
Amortization | 2,479 | 789 |
Operating income | 10,578 | 2,988 |
Other expense | ||
Interest expense | 1,553 | 698 |
Other | 104 | 25 |
Non-operating (income) expense | 1,657 | 723 |
Income before income taxes | 8,921 | 2,265 |
Income tax provision | 3,108 | 1,023 |
Net income attributable to common stockholders | $ 5,813 | $ 1,242 |
Basic and diluted net income per share attributable to common stockholders | $ 0.19 | $ 0.04 |
Weighted average shares outstanding: | ||
Basic | 31,242,237 | 31,493,587 |
Diluted | 31,330,971 | 31,494,848 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid In Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] |
BALANCE at Dec. 31, 2014 | $ 91,874 | $ 319 | $ 154,497 | $ (57,659) | $ (5,283) |
BALANCE, Shares at Dec. 31, 2014 | 31,839,087 | ||||
BALANCE, Treasury Shares at Dec. 31, 2014 | (300,000) | ||||
Net income | 1,242 | 1,242 | |||
Issuance of Restricted Stock Awards to Employees | $ 1 | (1) | |||
Issuance of Restricted Stock Awards to Employees, Shares | 130,197 | ||||
Share-Based Compensation Expense | 102 | 102 | |||
Common Stock Repurchase, Value | (6,100) | $ (6,100) | |||
Common Stock Repurchase, Shares | (315,000) | ||||
BALANCE at Mar. 31, 2015 | 87,118 | $ 320 | 154,598 | (56,417) | $ (11,383) |
BALANCE, Shares at Mar. 31, 2015 | 31,969,284 | ||||
BALANCE, Treasury Shares at Mar. 31, 2015 | (615,000) | ||||
BALANCE at Dec. 31, 2015 | $ 114,483 | $ 320 | 156,688 | (31,142) | $ (11,383) |
BALANCE, Shares at Dec. 31, 2015 | 31,982,888 | 31,982,888 | |||
BALANCE, Treasury Shares at Dec. 31, 2015 | (616,560) | (616,560) | |||
Net income | $ 5,813 | 5,813 | |||
Surrender of Restricted Stock Awards by Employees, Value | (836) | $ (836) | |||
Surrender of Restricted Stock Awards by Employees, Shares | (32,367) | ||||
Share-Based Compensation Expense | 536 | 536 | |||
BALANCE at Mar. 31, 2016 | $ 119,996 | $ 320 | $ 157,224 | $ (25,329) | $ (12,219) |
BALANCE, Shares at Mar. 31, 2016 | 31,982,888 | 31,982,888 | |||
BALANCE, Treasury Shares at Mar. 31, 2016 | (648,927) | (648,927) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities | ||
Net income | $ 5,813 | $ 1,242 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation and amortization of property and equipment | 5,443 | 3,500 |
Amortization of intangibles | 2,479 | 789 |
Amortization of deferred financing costs and debt discount | 77 | 36 |
Provision for doubtful accounts | 521 | 536 |
Write-off of debt issuance costs | 286 | |
Gain on sale of property and equipment | (79) | (68) |
Noncash stock compensation | 536 | 102 |
Deferred income taxes | 708 | |
Changes in assets and liabilities, excluding effects of acquisitions | ||
Accounts receivable | (3,045) | 2,094 |
Inventories | (1,364) | (796) |
Other assets | 1,619 | 282 |
Accounts payable | 3,557 | (923) |
Income taxes payable | 284 | 1,046 |
Other liabilities | 2,992 | (1,855) |
Net cash provided by operating activities | 19,827 | 5,985 |
Cash flows from investing activities | ||
Purchases of property and equipment | (6,503) | (5,666) |
Acquisitions of businesses, net of cash acquired of $0 and $661, respectively | (8,797) | (30,019) |
Proceeds from sale of property and equipment | 190 | 153 |
Net cash used in investing activities | (15,110) | (35,532) |
Cash flows from financing activities | ||
Proceeds from vehicle and equipment notes payable | 4,933 | 4,361 |
Debt issuance costs | (1,228) | |
Principal payments on long term debt | (1,119) | (766) |
Principal payments on capital lease obligations | (2,348) | (2,413) |
Acquisition-related obligations | (1,112) | |
Repurchase of common stock | (6,100) | |
Surrender of restricted stock by employees | (836) | |
Net cash provided by financing activities | 165 | 25,132 |
Net change in cash | 4,882 | (4,415) |
Cash at beginning of period | 6,818 | 10,761 |
Cash at end of period | 11,700 | 6,346 |
Supplemental disclosures of cash flow information Net cash paid during the period for: | ||
Interest | 1,155 | 646 |
Income taxes, net of refunds | 2,398 | (24) |
Supplemental disclosure of noncash investing and financing activities | ||
Vehicles capitalized under capital leases and related lease obligations | 1,247 | 509 |
Seller obligations in connection with acquisition of businesses | 1,052 | 5,486 |
July 2014 Credit Agreement [Member] | ||
Cash flows from financing activities | ||
Proceeds from revolving line of credit | 35,400 | |
Payments on revolving line of credit | $ (5,350) | |
February 2016 Credit Agreement [Member] | ||
Cash flows from financing activities | ||
Proceeds from term loan | 100,000 | |
April 2015 Credit Agreement [Member] | ||
Cash flows from financing activities | ||
Payments on term loan | (48,125) | |
Payments on delayed draw term loan | $ (50,000) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Cash Flows [Abstract] | ||
Cash acquired, Net | $ 0 | $ 661 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | NOTE 1 – ORGANIZATION Installed Building Products, Inc. (“IBP”), a Delaware corporation formed on October 28, 2011, and its subsidiaries (collectively referred to as the “Company” and “we”, “us” and “our”) primarily install insulation, garage doors, rain gutters, shower doors, closet shelving and mirrors, and other products for residential and commercial builders located in the continental United States. IBP operates in over 100 locations within the continental United States and its corporate office is located in Columbus, Ohio. We have one operating segment and a single reportable segment. Substantially all of our sales come from service-based installation of various products in the residential new construction and repair and remodel and commercial new construction and repair and remodel end markets. Each of our branches has the capacity to serve all of our end markets. The following table sets forth the percentage of our net revenue by end market for the three months ended March 31, 2016 and 2015: Residential new construction and repair and remodel 89 % Commercial new construction and repair and remodel 11 100 % |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The accompanying condensed consolidated financial statements include all of our wholly owned subsidiaries and majority owned subsidiaries. The non-controlling interest relating to majority owned subsidiaries is not significant for presentation. All intercompany accounts and transactions have been eliminated. The information furnished in the condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of the results of operations and statements of financial position for the interim periods presented. Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the SEC have been condensed or omitted pursuant to such rules and regulations. We believe that the disclosures are adequate to prevent the information presented from being misleading when read in conjunction with our consolidated financial statements and the notes thereto included in Part II, Item 8, Financial Statements and Supplementary Data, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015 (the “2015 Form 10-K”), as filed with the SEC on March 9, 2016. The December 31, 2015 condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by U.S. GAAP. Our interim operating results for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected in future operating quarters. See Item 1A. Risk Factors, in our 2015 Form 10-K, for additional information regarding risk factors that may impact our results. Note 2 to the consolidated financial statements in our 2015 Form 10-K describes the significant accounting policies and estimates used in preparation of the consolidated financial statements. There have been no changes to our significant accounting policies or estimates during the three months ended March 31, 2016. Use of Estimates Preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the allowance for doubtful accounts, valuation allowance on deferred tax assets, valuation of the reporting unit, intangible assets and other long-lived assets, share based compensation, reserves for general liability, and workers’ compensation and medical insurance. Management believes the accounting estimates are appropriate and reasonably determined; however, due to the inherent uncertainties in making these estimates, actual amounts could differ from such estimates. Advertising Costs Advertising costs are expensed as incurred. Advertising expense was approximately $0.7 million and $0.4 million for the three months ended March 31, 2016 and 2015, respectively, and is included in selling expense on the Condensed Consolidated Statements of Operations. Recently Adopted Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” Under this ASU, we will present debt issuance costs in the balance sheet as a reduction from the related debt liability rather than as an asset. Amortization of such costs will continue to be reported as interest expense. During the quarter ended March 31, 2016, we retrospectively adopted ASU 2015-03, which resulted in a reclassification of $0.5 million of debt issuance costs related to our long-term debt from other non-current assets to long-term debt. In April 2015, the FASB issued ASU 2015-05, “Intangibles–Goodwill and Other–Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement.” This update provides criteria for customers in a cloud computing arrangement to determine whether the arrangement includes a license of software. We adopted this guidance effective January 1, 2016 and have determined this ASU did not have a material impact on our consolidated financial statements. In August 2015, the FASB issued ASU 2015-15, “Imputation of Interest (Subtopic 835-30).” This ASU amends ASU 2015-03 regarding the presentation and subsequent measurement of debt issuance costs related to line of credit arrangements. Specifically, it provides guidance for deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line of credit arrangement, regardless of whether there are any outstanding borrowings on the line of credit arrangement. We adopted this guidance effective January 1, 2016 and have determined this ASU did not have a material impact on our condensed consolidated financial statements. After applying the new guidance, deferred debt issuance costs were $1.5 million and $0.6 million as of March 31, 2016 and December 31, 2015, respectively. In September 2015, the FASB issued ASU 2015-16, “Business Combinations (Topic 805).” This ASU requires an acquirer to retrospectively adjust provisional amounts recognized in a business combination during the measurement period. To simplify the accounting for adjustments made to provisional amounts, the amendments in this update require that the acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amount is determined. The acquirer is required to also record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. In addition, an entity is required to present separately on the face of the income statement or disclose in the notes to the financial statements the portion of the amount recorded in current period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. For public business entities, this update is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. While previous adjustments to provisional amounts did not have a material impact on our financial statements, it is possible that future adjustments made during measurement periods to recently acquired entities or entities acquired in the future could have a material impact on our financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Compensation-Stock Compensation (Topic 718).” This update amends the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. This ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. As early adoption is permitted, we adopted this standard effective January 1, 2016 and have concluded that it will not have a material impact on our condensed consolidated financial statements. Under ASU 2016-09, we classify the excess income tax benefits from stock-based compensation arrangements as a discrete item within income tax expense, rather than recognizing such excess income tax benefits in additional paid-in capital. Excess income tax benefits from stock-based compensation arrangements are classified as an operating activity rather than as a financing activity. In addition, when we withhold shares from an employee’s vesting of restricted stock to fund payment by us of the employee’s taxes, the payment is classified as a financing activity. We have elected to continue to estimate the forfeitures expected to occur to determine the amount of compensation cost to be recognized in each period. Recently Issued Accounting Pronouncements Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 sets forth a new revenue recognition model that requires identifying the contract(s) with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations and recognizing the revenue upon satisfaction of performance obligations. In July 2015, the FASB voted to defer the application of the provisions of this standard for public companies until annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330).” This update requires an entity to measure inventory within the scope of the update at the lower of cost and net realizable value. For public business entities, this update is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” This update amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. For public business entities, this update is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted as of the standard’s issuance date. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-06, “Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments.” This ASU clarifies the requirement for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. An entity performing the assessment under this amendment is required to assess the embedded call (put) options solely in accordance with the four-step decision sequence. Consequently, when a call (put) option is contingently exercisable, an entity does not have to assess whether the event that triggers the ability to exercise a call (put) option is related to interest rates or credit risks. For public business entities, this update is effective for financial statements issued for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” which provides supplemental adoption guidance and clarification to ASU 2014-09. ASU 2016-10 must be adopted concurrently with the adoption of ASU 2014-09. We are still evaluating whether the future adoption of these pronouncements will have a material impact on our condensed consolidated financial statements. |
Goodwill and Intangibles
Goodwill and Intangibles | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangibles | NOTE 3 – GOODWILL AND INTANGIBLES Goodwill The change in carrying amount of goodwill was as follows (in thousands): Goodwill Accumulated Goodwill January 1, 2016 $ 160,516 $ (70,004 ) $ 90,512 Business Combinations 3,203 — 3,203 March 31, 2016 $ 163,719 $ (70,004 ) $ 93,715 We test goodwill for impairment annually during the fourth quarter of our fiscal year or earlier if there is an impairment indicator. No impairment was recognized during either of the three month periods ended March 31, 2016 and 2015. Intangibles, net The following table provides the gross carrying amount and accumulated amortization for each major class of intangibles (in thousands): As of March 31, 2016 As of December 31, 2015 Gross Net Gross Net Carrying Accumulated Book Carrying Accumulated Book Amount Amortization Value Amount Amortization Value Amortized intangibles: Customer relationships $ 65,465 $ 21,873 $ 43,592 $ 62,399 $ 20,231 $ 42,168 Covenants not-to-compete 6,163 1,166 4,997 5,729 847 4,882 Trademarks and tradenames 29,856 8,670 21,186 28,320 8,152 20,168 $ 101,484 $ 31,709 $ 69,775 $ 96,448 $ 29,230 $ 67,218 The gross carrying amount of intangibles increased approximately $5.0 million during the three months ended March 31, 2016 due to business combinations. See Note 11, Business Combinations, for more information. Remaining estimated aggregate annual amortization expense is as follows (amounts, in thousands, are for the fiscal year ended): Remainder of 2016 $ 7,351 2017 9,206 2018 8,964 2019 8,559 2020 7,967 Thereafter 27,728 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 4 – LONG-TERM DEBT Debt consists of the following (in thousands): As of March 31, As of December 31, 2016 2015 Term loan under April 2015 Credit Agreement, net of unamortized debt discount of $249 $ — $ 47,876 Term loan under February 2016 Credit Agreement, net of unamortized debt discount of $530 99,470 — Delayed draw term loan under April 2015 Credit Agreement, net of unamortized debt discount of $261 — 49,739 Vehicle and equipment notes 24,950 21,091 Various notes payable, maturing through March 2025; payable in various monthly installments, including interest rates ranging from 0.0% to 10.0% 4,694 4,529 129,114 123,235 Less: current maturities (10,905 ) (10,021 ) Long-term debt, less current maturities $ 118,209 $ 113,214 On February 29, 2016, we entered into a Credit and Security Agreement (the “February 2016 Credit Agreement”) with the lenders named therein and KeyBank National Association, as joint lead arranger, sole book runner, administrative agent, swing line lender and issuing lender. The February 2016 Credit Agreement amended and restated our previous credit agreement (the “April 2015 Credit Agreement”), which was scheduled to mature in April 2020. We used a portion of the funds from the February 2016 Credit Agreement to pay off the outstanding balances under the April 2015 Credit Agreement. The February 2016 Credit Agreement provides for a five-year senior secured credit facility in an aggregate principal amount of up to $325.0 million, consisting of a $100.0 million revolving line of credit (the “Revolving LOC”), a $100.0 million term loan (the “Term Loan”), which was fully borrowed at closing, and a delayed draw term loan facility (the “Delayed Draw Term Loan Facility”) providing for up to $125.0 million in additional term loan draws during the first year of the February 2016 Credit Agreement. Under the Revolving LOC, up to an aggregate of $20.0 million is available to us for the issuance of letters of credit and up to an aggregate of $5.0 million is available to us for swing line loans. The February 2016 Credit Agreement also includes an accordion feature which allows us, at our option but subject to lender and certain other approvals, to add up to an aggregate of $75.0 million in principal amount of term loans or additional revolving credit commitments, subject to the same terms as the Revolving LOC and Term Loan. As of March 31, 2016, there were approximately $12.3 million in letters of credit issued and no borrowings outstanding under the Revolving LOC, and no borrowings under the Delayed Draw Term Loan Facility. The Term Loan amortizes in quarterly principal payments of $1.3 million starting on June 30, 2016, with the quarterly payment amount increasing to $2.5 million through December 31, 2020. Draws under the Delayed Draw Term Loan Facility convert to an amortizing term loan (the “DDTL Term Loan”) on the earlier of (1) the date the Delayed Draw Term Loan Facility is fully drawn and (2) February 28, 2017, when it will begin to amortize in quarterly principal payments equal (on a percentage basis) to the then-current amortization rate on the Term Loan. Draws under the Delayed Draw Term Loan Facility may be used only for acquisitions or major capital expenditures. In addition to scheduled amortization payments, if our leverage ratio for any fiscal year is greater than or equal to 3.00 to 1.00, we would be required to make additional payments on the Term Loan and DDTL Term Loan for such fiscal year equal to at least 50% of our excess cash flow (as defined in the February 2016 Credit Agreement) for such fiscal year within 10 days of our delivery of the financial reports required under the February 2016 Credit Agreement. Any remaining unpaid balances on the Term Loan and the DDTL Term Loan are due on February 28, 2021 (the “Maturity Date”). Loans under the April 2015 Credit Agreement and the February 2016 Credit Agreement bear interest at either the eurodollar rate (“LIBOR”) or the base rate (which approximates prime rate), at our election, plus a margin based on the type of rate applied and our leverage ratio. At December 31, 2015, the outstanding balances on the Term Loan and DDTL bore interest at 1-month LIBOR, including margin (1.95%), and the outstanding balance on the Term Loan at March 31, 2016 bore interest at 1-month LIBOR, including margin (2.19%). In addition to interest, we are required to pay commitment fees on the unused portion of the Revolving LOC. The commitment fee rate for the period from February 29, 2016 through August 31, 2016, will be 22.5 basis points. Thereafter, the commitment fee rate, like the interest rate spreads, is subject to adjustment based on our leverage ratio, with possible future commitment fees ranging from 0.20% to 0.30% per annum. We are also required to pay a ticking fee of 37.5 basis points per annum on the unused portion of the Delayed Draw Term Loan Facility until it is fully drawn or February 28, 2017, whichever is earlier. All of the obligations under the February 2016 Credit Agreement will be guaranteed by our existing and future direct and indirect material domestic subsidiaries, other than Suburban Insulation, Inc. (the “Guarantors”). Subject to certain restrictions, all of our and each Guarantor’s obligations under the February 2016 Credit Agreement are secured by: (1) all of our and each Guarantor’s tangible and intangible personal property and real property, excluding those assets pledged under capital leases and capital equipment loans; (2) a pledge of, and first priority perfected lien on, 100% of the capital stock or other equity interests of our and each Guarantor’s domestic subsidiaries; and (3) a negative pledge on all of our and each Guarantor’s assets. The February 2016 Credit Agreement contains covenants (as defined in the February 2016 Credit Agreement) that require us, commencing with the quarter ending June 30, 2016, to (1) maintain a fixed charge coverage ratio of not less than 1.10 to 1.0 and (2) maintain a leverage ratio of no greater than (a) 3.50 to 1.00 through December 30, 2016; (b) 3.25 to 1.00 on December 31, 2016 through June 29, 2017; (c) 3.00 to 1.00 on June 30, 2017 through December 30, 2017; (d) 2.75 to 1.00 on December 31, 2017 through June 29, 2018; and (e) 2.50 to 1.00 on June 30, 2018 and thereafter. The February 2016 Credit Agreement also contains various restrictive non-financial covenants and a provision that, upon an event of default (as defined by the February 2016 Credit Agreement), amounts outstanding under the February 2016 Credit Agreement would bear interest at the rate as determined above plus 2.0% per annum. Vehicle and Equipment Notes We have entered into a Master Loan and Security Agreement (“Master Loan Agreement”) and a Master Equipment Lease Agreement (“Master Equipment Agreement”) with various lenders to provide financing for the purpose of purchasing or leasing vehicles and equipment used in the normal course of business. Each financing arrangement under these agreements constitutes a separate note and obligation. Vehicles and equipment purchased or leased under each financing arrangement serve as collateral for the note applicable to such financing arrangement. Regular payments are due under each note for a period of typically 60 consecutive months after the incurrence of the obligation. The specific terms of each note are based on specific criteria, including the type of vehicle or equipment and the market interest rates at the time. No termination date applies to these agreements. Total gross assets relating to our master loan and equipment agreements were $30.7 million and $7.9 million as of March 31, 2016 and 2015, respectively, none of which were fully depreciated as of March 31, 2016 or 2015. The net book value of assets under these agreements was $26.2 million and $7.5 million as of March 31, 2016 and 2015, respectively, net of accumulated depreciation of $4.5 million and $0.4 million as of March 31, 2016 and 2015, respectively. Depreciation of assets held under these agreements is included within cost of sales on the Condensed Consolidated Statements of Operations. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 5 – FAIR VALUE MEASUREMENTS Fair Values Fair value is the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Accounting Standards Codification (“ASC”) 820, “Fair Value Measurement,” establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value: Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date. Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. Estimated Fair Value of Financial Instruments Accounts receivable, accounts payable and accrued liabilities as of March 31, 2016 and December 31, 2015 approximate fair value due to the short-term maturities of these financial instruments. The carrying amounts of the long-term debt, including the Term Loan, DDTL Term Loan and Revolving LOC, approximate fair value as of March 31, 2016 and December 31, 2015 due to the short term maturities of the underlying variable rate LIBOR agreements. The carrying amounts of the obligations associated with our capital leases approximate fair value as of March 31, 2016 and December 31, 2015 because the associated assets generate sufficient cash to settle the obligations. All debt classifications represent Level 2 fair value measurements. Assets and Liabilities Measured at Fair Value on a Recurring Basis In many cases, a valuation technique used to measure fair value includes inputs from multiple levels of the fair value hierarchy. The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy. During the periods presented, there were no transfers between fair value hierarchical levels. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 6 – STOCKHOLDERS’ EQUITY As of March 31, 2016, we had 5.0 million shares of preferred stock authorized with no shares issued or outstanding, 100.0 million shares of common stock authorized, 32.0 million shares of common stock issued and 31.3 million shares of common stock outstanding, all with par value of $0.01, and approximately 0.6 million shares of treasury stock at cost. |
Employee Benefits
Employee Benefits | 3 Months Ended |
Mar. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Employee Benefits | NOTE 7 – EMPLOYEE BENEFITS Healthcare Our healthcare benefit expense (net of employee contributions) was approximately $4.3 million and $2.7 million for the three months ended March 31, 2016 and 2015, respectively, for all plans. An accrual for estimated healthcare claims incurred but not reported (“IBNR”) is included within accrued compensation on the Condensed Consolidated Balance Sheets and was $1.8 million and $1.5 million as of March 31, 2016 and December 31, 2015, respectively. Workers’ Compensation Workers’ compensation expense totaled $3.0 million and $2.1 million for the three months ended March 31, 2016 and 2015, respectively. Workers’ compensation known claims and IBNR reserves included on the Condensed Consolidated Balance Sheets were as follows (in thousands): March 31, December 31, 2016 2015 Included in other current liabilities $ 3,075 $ 3,263 Included in other long-term liabilities 7,868 7,132 $ 10,943 $ 10,395 We also had an insurance receivable for claims that exceeded the stop loss limit included on the Condensed Consolidated Balance Sheets. That receivable offsets an equal liability included within the reserve amounts noted above and was as follows (in thousands): March 31, December 31, 2016 2015 Included in other non-current assets $ 1,545 $ 1,542 Share-Based Compensation Directors We periodically grant shares of restricted stock to members of our Board of Directors. Accordingly, we record compensation expense within administrative expenses on the Condensed Consolidated Statements of Operations at the time of the grant. No shares were granted to our directors during the three months ended March 31, 2016 or 2015. Employees During the three months ended March 31, 2015, we granted approximately 0.1 million shares of restricted stock under our 2014 Omnibus Incentive Plan to our employees, which vested 100% between January 7, 2016 and March 31, 2016 for non-executive employees and in three equal installments (rounded to the nearest whole share) on each of March 31, 2016, March 31, 2017 and March 31, 2018 for certain officers. During the three months ended March 31, 2016, our employees surrendered approximately 32 thousand shares of our common stock to satisfy tax withholding obligations arising in connection with the vesting of such restricted stock awards issued under our 2014 Omnibus Incentive Plan. Share-based compensation expense was $0.5 million for the three months ended March 31, 2016. The Company recognized excess tax benefits of $0.2 million in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2016. Nonvested restricted stock as of December 31, 2015 and changes during the three months ended March 31, 2016 were as follows: Restricted Weighted Nonvested restricted stock at December 31, 2015 129,053 $ 21.52 Granted — — Vested (109,473 ) 21.48 Forfeited (459 ) 21.79 Nonvested restricted stock at March 31, 2016 19,121 $ 21.79 As of March 31, 2016, there was $0.4 million of unrecognized compensation expense related to nonvested restricted stock. This expense is subject to future adjustments for forfeitures and is expected to be recognized on a straight-line basis over the remaining weighted-average period of 2.0 years. Shares forfeited are returned as treasury shares and available for future issuances. As of March 31, 2016, approximately 2.8 million shares of common stock were available for issuance under the 2014 Omnibus Incentive Plan. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 8 – INCOME TAXES Our provision for income taxes as a percentage of pretax earnings (“effective tax rate”) is based on a current estimate of the annual effective income tax rate adjusted to reflect the impact of discrete items. During the three months ended March 31, 2016, the effective tax rate was 34.9 percent. This rate was favorably impacted by deductions related to domestic production activities as well as early adoption of ASU 2016-09, offset by separate tax filing entities in a loss position for which a full valuation allowance will be accounted for against the losses, causing no tax benefit to be recognized on the losses. On March 30, 2016, the FASB issued ASU 2016-09 which simplifies several aspects of the accounting for employee share-based payment transactions. We have decided to early adopt ASU 2016-09 and per its guidance are recognizing $0.2 million of excess income tax benefits from stock-based compensation arrangements as a discrete item within income tax expense, rather than recognizing such benefits in additional paid-in-capital for the three months ended March 31, 2016. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 9 – RELATED PARTY TRANSACTIONS We sell installation services to other companies related to us through common or affiliated ownership and/or Board of Directors and/or management relationships. We also purchase services and materials and pay rent to companies with common or related ownership. We lease our headquarters and certain other facilities from related parties. See Note 10, Commitments and Contingencies, for future minimum lease payments to be paid to these related parties. For the three months ended March 31, 2016 and 2015, the amount of sales to common or related parties as well as the purchases from and rent expense paid to common or related parties were as follows (in thousands): Three months ended March 31, 2016 2015 Sales $ 1,527 $ 1,166 Purchases 103 116 Rent 155 148 As of March 31, 2016 and December 31, 2015, we had related party balances of approximately $1.0 million and $1.8 million, respectively, included in accounts receivable on our Condensed Consolidated Balance Sheets. These balances represent trade accounts receivable arising during normal course of business with various related parties. M/I Homes, Inc., a customer whose Chairman, President and Chief Executive Officer is a member of our Board of Directors, accounted for $0.5 million and $1.0 million of these balances as of March 31, 2016 and December 31, 2015, respectively. On March 13, 2015, we entered into a share repurchase agreement with Installed Building Systems, Inc. (“IBS”), a related party, for the purchase of approximately 0.3 million shares of our common stock for a purchase price of approximately $6.1 million (or $19.23 per share, which represented a 7.5% discount to the last reported price of our common stock on March 13, 2015) plus minor costs we incurred with respect to the transaction of $43 thousand, totaling $6.1 million. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 10 – COMMITMENTS AND CONTINGENCIES Accrued General Liability Accrued general insurance reserves included on the Condensed Consolidated Balance Sheets were as follows (in thousands): March 31, December 31, 2016 2015 Included in other current liabilities $ 1,282 $ 1,304 Included in other long-term liabilities 7,504 6,879 $ 8,786 $ 8,183 We also had insurance receivables included on the Condensed Consolidated Balance Sheets that, in aggregate, offset an equal liability included within the reserve amounts noted above. The amounts were as follows (in thousands): March 31, December 31, 2016 2015 Insurance receivable and indemnification asset for claims under a fully insured policy $ 2,815 $ 2,815 Insurance receivable for claims that exceeded the stop loss limit 907 821 Total insurance receivables included in other non-current assets $ 3,722 $ 3,636 Leases We are obligated under capital leases covering vehicles and certain equipment. The vehicle and equipment leases generally have terms ranging from four to six years. Total gross assets relating to capital leases were approximately $65.0 million and $64.9 million as of March 31, 2016 and December 31, 2015, respectively, and a total of approximately $19.5 million and $19.1 million were fully depreciated as of March 31, 2016 and December 31, 2015, respectively. The net book value of assets under capital leases was approximately $20.8 million and $22.1 million as of March 31, 2016 and December 31, 2015, respectively, net of accumulated depreciation of $44.2 million and $42.8 million as of March 31, 2016 and December 31, 2015, respectively. Amortization of assets held under capital leases is included within cost of sales on the Condensed Consolidated Statements of Operations. We also have several noncancellable operating leases, primarily for buildings, improvements, equipment, and certain vehicles. These leases generally contain renewal options for periods ranging from one to five years and require us to pay all executory costs such as property taxes, maintenance and insurance. In some instances, lease agreements exist with related parties. Future minimum lease payments under noncancellable operating leases (with initial or remaining lease terms in excess of one year) with related parties as of March 31, 2016 are as follows (amounts, in thousands, are as of the fiscal year ended): Remainder of 2016 $ 440 2017 366 2018 155 2019 — 2020 — Thereafter — Supply Contract Commitments As of March 31, 2016, we had two product supply contracts, one extending through December 31, 2016 and one extending through August 31, 2017. The contract extending through August 31, 2017 has been suspended through December 31, 2016. Our obligations for both contracts are based on quantity without a specific rate applied and therefore are not quantifiable. We expect our quantity of purchases to exceed the minimum quantity commitments for all years covered by the contracts. Actual purchases made under the contract extending through December 31, 2016 for the three months ended March 31, 2016 and 2015 were approximately $14.2 million and $11.8 million, respectively. Other Commitments and Contingencies From time to time, various claims and litigation are asserted or commenced against us principally arising from contractual and tort matters and personnel and employment disputes. In determining loss contingencies, management considers the likelihood of loss as well as the ability to reasonably estimate the amount of such loss or liability. An estimated loss is recorded when it is considered probable that such a liability has been incurred and when the amount of loss can be reasonably estimated. As litigation is subject to inherent uncertainties, we cannot be certain that we will prevail in these matters. However, we do not believe that the ultimate outcome of any pending matters will have a material adverse effect on our consolidated financial position, results of operations or cash flows. |
Business Combinations
Business Combinations | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Business Combinations | NOTE 11 – BUSINESS COMBINATIONS As part of our ongoing strategy to increase market share in certain markets, we completed three business combinations during the three months ended March 31, 2016 and one business combination during the three months ended March 31, 2015. The goodwill to be recognized in conjunction with these business combinations is attributable to expected improvement in the business of these acquired companies. We estimate approximately $3.6 million of the goodwill resulting from the 2016 acquisitions is expected to be deductible for tax purposes. 2016 On January 25, 2016, we acquired substantially all of the assets of Key Green Builder Services, LLC d/b/a Key Insulation. The purchase price consisted of cash of $5.0 million and seller obligations of $0.7 million. Revenue and net loss since the date of acquisition included in our Condensed Consolidated Statement of Operations for the three months ended March 31, 2016 were $2.1 million and $28 thousand, respectively. On February 2, 2016, we acquired substantially all of the assets of Marshall Insulation, LLC (“Marshall”). The purchase price consisted of cash of $0.9 million and seller obligations of $0.1 million. Revenue and net loss since the date of acquisition included in our Condensed Consolidated Statement of Operations for the three months ended March 31, 2016 were $0.6 million and $86 thousand, respectively. On February 29, 2016, we acquired substantially all of the assets of Kern Door Company, Inc. (“Kern”). The purchase price consisted of cash of $2.9 million and seller obligations of $0.1 million. Revenue and net income since the date of acquisition included in our Condensed Consolidated Statement of Operations for the three months ended March 31, 2016 were $0.3 million and $13 thousand, respectively. 2015 On March 12, 2015, we acquired 100% of the stock and membership interests of nine different legal entities, collectively referred to as BDI Insulation (“BDI”). The purchase price consisted of cash of $30.7 million and seller obligations of $5.8 million. Revenue and net loss since the date of acquisition included in our Condensed Consolidated Statement of Operations for the three months ended March 31, 2015 were $2.1 million and $74 thousand, respectively. Purchase Price Allocations The estimated fair values of the assets acquired and liabilities assumed for the acquisitions, as well as total purchase prices and cash paid, approximated the following as of March 31 and as may be adjusted during the valuation period since acquisition (in thousands): 2016 2015 Estimated fair values: Cash $ — $ 661 Accounts receivable 1,616 4,735 Inventories 311 980 Other current assets 8 368 Property and equipment 744 1,006 Intangibles 5,036 21,280 Goodwill 3,190 16,213 Other non-current assets — 3,736 Accounts payable and other current liabilities (1,238 ) (3,303 ) Deferred income tax liabilities — (5,495 ) Long-term debt — — Other long-term liabilities — (3,736 ) Fair value of assets acquired and total purchase price 9,667 36,445 Less seller obligations 870 5,765 Cash paid $ 8,797 $ 30,680 Further adjustments to the allocation for each acquisition still under its measurement period are expected as third-party or internal valuations are finalized, certain tax aspects of the transaction are completed, and customary post-closing reviews are concluded during the measurement period attributable to each individual business combination. As a result, minor adjustments to the fair value of assets acquired, and in some cases total purchase price, have been made to certain business combinations since the date of acquisition and future adjustments may be made through the end of each measurement period. In addition, goodwill increased $13 thousand during the three months ended March 31, 2016 due to minor adjustments to the allocation of certain acquisitions still under measurement. As a result, goodwill in the above table does not agree to the total gross increase of this asset as shown in Note 3, Goodwill and Intangibles. Included in other noncurrent assets in the above table for the three months ended March 31, 2015 is an insurance receivable of $2.0 million and an indemnification asset associated with the acquisition of BDI in the amount of $1.7 million. These assets offset equal liabilities included in other long-term liabilities in the above table, which represent additional insurance reserves and an uncertain tax position liability for which we may be liable. All amounts are measured at their acquisition date fair value. Estimates of acquired intangible assets related to the acquisitions are as follows (dollars in thousands): As of the three months ended March 31, 2016 2015 Acquired intangibles assets Estimated Weighted Estimated Weighted Customer relationships $ 3,067 8 $ 14,400 8 Trademarks and trade names 1,535 15 6,200 15 Non-competition agreements 434 5 680 5 Pro Forma Information The unaudited pro forma information for the combined results of the Company has been prepared as if the 2016 acquisitions had taken place on January 1, 2015 and the 2015 acquisition had taken place on January 1, 2014. The unaudited pro forma information is not necessarily indicative of the results that we would have achieved had the transactions actually taken place on January 1, 2015 and 2014, and the unaudited pro forma information does not purport to be indicative of future financial operating results. See Note 12, Business Combinations, to our audited financial statements in Item 8 of Part II of our 2015 Form 10-K for additional information on 2015 acquisitions included in the table below. Pro forma for the three months ended March 31, 2016 2015 Net revenue $ 193,125 $ 156,466 Net income attributable to common stockholders $ 5,775 $ 1,508 Basic and diluted net income per share attributable to common stockholders $ 0.18 $ 0.05 Unaudited pro forma net income reflects additional intangible asset amortization expense of $66 thousand and $1.7 million for the three months ended March 31, 2016 and 2015, respectively. In addition, unaudited pro forma net income attributable to common stockholders includes an income tax benefit of $20 thousand for the three months ended March 31, 2016 and an income tax expense of $0.2 million for the three months ended March 31, 2015. Approximately $1.0 million in transaction costs incurred by a seller resulting from a business combination that occurred during the three months ended March 31, 2015 were included in earnings reported for the three months ended March 31, 2014. |
Income Per Common Share
Income Per Common Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Income Per Common Share | NOTE 12 –INCOME PER COMMON SHARE Basic net income per share is calculated by dividing net income attributable to common stockholders by the weighted average shares outstanding during the period, without consideration for common stock equivalents. Diluted net income per share is calculated by adjusting weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury stock method. Potential common stock is included in the diluted income per share calculation when dilutive. Diluted income per share was as follows (in thousands, except share and per share data): For the three months ended 2016 2015 Net income attributable to common stockholders - basic and diluted $ 5,813 $ 1,242 Weighted average number of common shares outstanding 31,242,237 31,493,587 Dilutive effect of outstanding restricted stock awards after application of the Treasury Stock Method 88,734 1,261 Diluted shares outstanding 31,330,971 31,494,848 Basic and diluted income per share attributable to common stockholders $ 0.19 $ 0.04 For the three months ended March 31, 2015, diluted net income per share did not include approximately 29 thousand shares of our non-vested restricted stock as the effect would have been antidilutive. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 13 – SUBSEQUENT EVENTS On April 11, 2016, we acquired substantially all of the assets of Alpine Insulation Co., Inc. (“Alpine”) for total consideration of approximately $22.5 million, subject to a working capital adjustment. The initial accounting for the business combination was not complete at the time the financial statements were issued due to the timing of the acquisition and the filing of this Quarterly Report on Form 10-Q. As a result, disclosures required under ASC 805-10-50, Business Combinations, cannot be made at this time. On April 27, 2016, we entered into one or more Master Loan Agreements (“Master Loan Agreements”) with a lender to provide financing up to $7.0 million for the purpose of purchasing vehicles and related service equipment used in the normal course of business. Vehicles and equipment purchased under these Master Loan Agreements serve as collateral for each obligation controlled by this financing arrangement. Each financing arrangement under these Master Loan Agreements will serve as an obligation. Regular payments are due under each obligation at the time the obligation occurs for a period of 60 consecutive months. There was no balance outstanding thereunder at March 31, 2016. |
Significant Accounting Polici21
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying condensed consolidated financial statements include all of our wholly owned subsidiaries and majority owned subsidiaries. The non-controlling interest relating to majority owned subsidiaries is not significant for presentation. All intercompany accounts and transactions have been eliminated. The information furnished in the condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of the results of operations and statements of financial position for the interim periods presented. Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the SEC have been condensed or omitted pursuant to such rules and regulations. We believe that the disclosures are adequate to prevent the information presented from being misleading when read in conjunction with our consolidated financial statements and the notes thereto included in Part II, Item 8, Financial Statements and Supplementary Data, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015 (the “2015 Form 10-K”), as filed with the SEC on March 9, 2016. The December 31, 2015 condensed consolidated balance sheet data was derived from the audited financial statements but does not include all disclosures required by U.S. GAAP. Our interim operating results for the three months ended March 31, 2016 are not necessarily indicative of the results to be expected in future operating quarters. See Item 1A. Risk Factors, in our 2015 Form 10-K, for additional information regarding risk factors that may impact our results. Note 2 to the consolidated financial statements in our 2015 Form 10-K describes the significant accounting policies and estimates used in preparation of the consolidated financial statements. There have been no changes to our significant accounting policies or estimates during the three months ended March 31, 2016. |
Use of Estimates | Use of Estimates Preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the allowance for doubtful accounts, valuation allowance on deferred tax assets, valuation of the reporting unit, intangible assets and other long-lived assets, share based compensation, reserves for general liability, and workers’ compensation and medical insurance. Management believes the accounting estimates are appropriate and reasonably determined; however, due to the inherent uncertainties in making these estimates, actual amounts could differ from such estimates. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. Advertising expense was approximately $0.7 million and $0.4 million for the three months ended March 31, 2016 and 2015, respectively, and is included in selling expense on the Condensed Consolidated Statements of Operations. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” Under this ASU, we will present debt issuance costs in the balance sheet as a reduction from the related debt liability rather than as an asset. Amortization of such costs will continue to be reported as interest expense. During the quarter ended March 31, 2016, we retrospectively adopted ASU 2015-03, which resulted in a reclassification of $0.5 million of debt issuance costs related to our long-term debt from other non-current assets to long-term debt. In April 2015, the FASB issued ASU 2015-05, “Intangibles–Goodwill and Other–Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement.” This update provides criteria for customers in a cloud computing arrangement to determine whether the arrangement includes a license of software. We adopted this guidance effective January 1, 2016 and have determined this ASU did not have a material impact on our consolidated financial statements. In August 2015, the FASB issued ASU 2015-15, “Imputation of Interest (Subtopic 835-30).” This ASU amends ASU 2015-03 regarding the presentation and subsequent measurement of debt issuance costs related to line of credit arrangements. Specifically, it provides guidance for deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line of credit arrangement, regardless of whether there are any outstanding borrowings on the line of credit arrangement. We adopted this guidance effective January 1, 2016 and have determined this ASU did not have a material impact on our condensed consolidated financial statements. After applying the new guidance, deferred debt issuance costs were $1.5 million and $0.6 million as of March 31, 2016 and December 31, 2015, respectively. In September 2015, the FASB issued ASU 2015-16, “Business Combinations (Topic 805).” This ASU requires an acquirer to retrospectively adjust provisional amounts recognized in a business combination during the measurement period. To simplify the accounting for adjustments made to provisional amounts, the amendments in this update require that the acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amount is determined. The acquirer is required to also record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. In addition, an entity is required to present separately on the face of the income statement or disclose in the notes to the financial statements the portion of the amount recorded in current period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. For public business entities, this update is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. While previous adjustments to provisional amounts did not have a material impact on our financial statements, it is possible that future adjustments made during measurement periods to recently acquired entities or entities acquired in the future could have a material impact on our financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Compensation-Stock Compensation (Topic 718).” This update amends the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. This ASU also clarifies the statement of cash flows presentation for certain components of share-based awards. As early adoption is permitted, we adopted this standard effective January 1, 2016 and have concluded that it will not have a material impact on our condensed consolidated financial statements. Under ASU 2016-09, we classify the excess income tax benefits from stock-based compensation arrangements as a discrete item within income tax expense, rather than recognizing such excess income tax benefits in additional paid-in capital. Excess income tax benefits from stock-based compensation arrangements are classified as an operating activity rather than as a financing activity. In addition, when we withhold shares from an employee’s vesting of restricted stock to fund payment by us of the employee’s taxes, the payment is classified as a financing activity. We have elected to continue to estimate the forfeitures expected to occur to determine the amount of compensation cost to be recognized in each period. |
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 sets forth a new revenue recognition model that requires identifying the contract(s) with a customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction price to the performance obligations and recognizing the revenue upon satisfaction of performance obligations. In July 2015, the FASB voted to defer the application of the provisions of this standard for public companies until annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330).” This update requires an entity to measure inventory within the scope of the update at the lower of cost and net realizable value. For public business entities, this update is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” This update amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. ASU 2016-02 requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. For public business entities, this update is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those fiscal years, and early adoption is permitted as of the standard’s issuance date. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In March 2016, the FASB issued ASU 2016-06, “Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments.” This ASU clarifies the requirement for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. An entity performing the assessment under this amendment is required to assess the embedded call (put) options solely in accordance with the four-step decision sequence. Consequently, when a call (put) option is contingently exercisable, an entity does not have to assess whether the event that triggers the ability to exercise a call (put) option is related to interest rates or credit risks. For public business entities, this update is effective for financial statements issued for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. We are still evaluating whether this ASU will have a material impact on our consolidated financial statements. In April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” which provides supplemental adoption guidance and clarification to ASU 2014-09. ASU 2016-10 must be adopted concurrently with the adoption of ASU 2014-09. We are still evaluating whether the future adoption of these pronouncements will have a material impact on our condensed consolidated financial statements. |
Organization (Tables)
Organization (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Percentage of Net Revenue by End Market | The following table sets forth the percentage of our net revenue by end market for the three months ended March 31, 2016 and 2015: Residential new construction and repair and remodel 89 % Commercial new construction and repair and remodel 11 100 % |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Change in Carrying Amount of Goodwill | The change in carrying amount of goodwill was as follows (in thousands): Goodwill Accumulated Goodwill January 1, 2016 $ 160,516 $ (70,004 ) $ 90,512 Business Combinations 3,203 — 3,203 March 31, 2016 $ 163,719 $ (70,004 ) $ 93,715 |
Schedule of Gross Carrying Amount and Accumulated Amortization | The following table provides the gross carrying amount and accumulated amortization for each major class of intangibles (in thousands): As of March 31, 2016 As of December 31, 2015 Gross Net Gross Net Carrying Accumulated Book Carrying Accumulated Book Amount Amortization Value Amount Amortization Value Amortized intangibles: Customer relationships $ 65,465 $ 21,873 $ 43,592 $ 62,399 $ 20,231 $ 42,168 Covenants not-to-compete 6,163 1,166 4,997 5,729 847 4,882 Trademarks and tradenames 29,856 8,670 21,186 28,320 8,152 20,168 $ 101,484 $ 31,709 $ 69,775 $ 96,448 $ 29,230 $ 67,218 |
Schedule of Estimated Aggregate Annual Amortization | Remaining estimated aggregate annual amortization expense is as follows (amounts, in thousands, are for the fiscal year ended): Remainder of 2016 $ 7,351 2017 9,206 2018 8,964 2019 8,559 2020 7,967 Thereafter 27,728 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | Debt consists of the following (in thousands): As of March 31, As of December 31, 2016 2015 Term loan under April 2015 Credit Agreement, net of unamortized debt discount of $249 $ — $ 47,876 Term loan under February 2016 Credit Agreement, net of unamortized debt discount of $530 99,470 — Delayed draw term loan under April 2015 Credit Agreement, net of unamortized debt discount of $261 — 49,739 Vehicle and equipment notes 24,950 21,091 Various notes payable, maturing through March 2025; payable in various monthly installments, including interest rates ranging from 0.0% to 10.0% 4,694 4,529 129,114 123,235 Less: current maturities (10,905 ) (10,021 ) Long-term debt, less current maturities $ 118,209 $ 113,214 |
Employee Benefits (Tables)
Employee Benefits (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Summary of Workers' Compensation Known Claims and IBNR Reserves | Workers’ compensation known claims and IBNR reserves included on the Condensed Consolidated Balance Sheets were as follows (in thousands): March 31, December 31, 2016 2015 Included in other current liabilities $ 3,075 $ 3,263 Included in other long-term liabilities 7,868 7,132 $ 10,943 $ 10,395 |
Schedule of Insurance Receivable for Claims | That receivable offsets an equal liability included within the reserve amounts noted above and was as follows (in thousands): March 31, December 31, 2016 2015 Included in other non-current assets $ 1,545 $ 1,542 |
Summary of Nonvested Restricted Stock Awards and Changes During Period | Nonvested restricted stock as of December 31, 2015 and changes during the three months ended March 31, 2016 were as follows: Restricted Weighted Nonvested restricted stock at December 31, 2015 129,053 $ 21.52 Granted — — Vested (109,473 ) 21.48 Forfeited (459 ) 21.79 Nonvested restricted stock at March 31, 2016 19,121 $ 21.79 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | For the three months ended March 31, 2016 and 2015, the amount of sales to common or related parties as well as the purchases from and rent expense paid to common or related parties were as follows (in thousands): Three months ended March 31, 2016 2015 Sales $ 1,527 $ 1,166 Purchases 103 116 Rent 155 148 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Accrued General Insurance Reserves | Accrued general insurance reserves included on the Condensed Consolidated Balance Sheets were as follows (in thousands): March 31, December 31, 2016 2015 Included in other current liabilities $ 1,282 $ 1,304 Included in other long-term liabilities 7,504 6,879 $ 8,786 $ 8,183 |
Schedule of Insurance Receivable for Claims | We also had insurance receivables included on the Condensed Consolidated Balance Sheets that, in aggregate, offset an equal liability included within the reserve amounts noted above. The amounts were as follows (in thousands): March 31, December 31, 2016 2015 Insurance receivable and indemnification asset for claims under a fully insured policy $ 2,815 $ 2,815 Insurance receivable for claims that exceeded the stop loss limit 907 821 Total insurance receivables included in other non-current assets $ 3,722 $ 3,636 |
Future Minimum Lease Payments Under Noncancellable Operating Leases | Future minimum lease payments under noncancellable operating leases (with initial or remaining lease terms in excess of one year) with related parties as of March 31, 2016 are as follows (amounts, in thousands, are as of the fiscal year ended): Remainder of 2016 $ 440 2017 366 2018 155 2019 — 2020 — Thereafter — |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed | The estimated fair values of the assets acquired and liabilities assumed for the acquisitions, as well as total purchase prices and cash paid, approximated the following as of March 31 and as may be adjusted during the valuation period since acquisition (in thousands): 2016 2015 Estimated fair values: Cash $ — $ 661 Accounts receivable 1,616 4,735 Inventories 311 980 Other current assets 8 368 Property and equipment 744 1,006 Intangibles 5,036 21,280 Goodwill 3,190 16,213 Other non-current assets — 3,736 Accounts payable and other current liabilities (1,238 ) (3,303 ) Deferred income tax liabilities — (5,495 ) Long-term debt — — Other long-term liabilities — (3,736 ) Fair value of assets acquired and total purchase price 9,667 36,445 Less seller obligations 870 5,765 Cash paid $ 8,797 $ 30,680 |
Estimates of Acquired Intangible Assets | Estimates of acquired intangible assets related to the acquisitions are as follows (dollars in thousands): As of the three months ended March 31, 2016 2015 Acquired intangibles assets Estimated Weighted Estimated Weighted Customer relationships $ 3,067 8 $ 14,400 8 Trademarks and trade names 1,535 15 6,200 15 Non-competition agreements 434 5 680 5 |
Pro Forma Results of Operations | The unaudited pro forma information for the combined results of the Company has been prepared as if the 2016 acquisitions had taken place on January 1, 2015 and the 2015 acquisition had taken place on January 1, 2014. The unaudited pro forma information is not necessarily indicative of the results that we would have achieved had the transactions actually taken place on January 1, 2015 and 2014, and the unaudited pro forma information does not purport to be indicative of future financial operating results. See Note 12, Business Combinations, to our audited financial statements in Item 8 of Part II of our 2015 Form 10-K for additional information on 2015 acquisitions included in the table below. Pro forma for the three months ended March 31, 2016 2015 Net revenue $ 193,125 $ 156,466 Net income attributable to common stockholders $ 5,775 $ 1,508 Basic and diluted net income per share attributable to common stockholders $ 0.18 $ 0.05 |
Income Per Common Share (Tables
Income Per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Summary of Diluted Income Per Share | Diluted income per share was as follows (in thousands, except share and per share data): For the three months ended 2016 2015 Net income attributable to common stockholders - basic and diluted $ 5,813 $ 1,242 Weighted average number of common shares outstanding 31,242,237 31,493,587 Dilutive effect of outstanding restricted stock awards after application of the Treasury Stock Method 88,734 1,261 Diluted shares outstanding 31,330,971 31,494,848 Basic and diluted income per share attributable to common stockholders $ 0.19 $ 0.04 |
Organization - Additional Infor
Organization - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2016LocationSegment | |
Basis Of Presentation And Organization [Line Items] | |
Number of operating segment | Segment | 1 |
UNITED STATES | |
Basis Of Presentation And Organization [Line Items] | |
Number of locations the company operates | Location | 100 |
Organization - Summary of Perce
Organization - Summary of Percentage of Net Revenue by End Market (Detail) - Customer Concentration Risk [Member] - Revenue [Member] | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Product Information [Line Items] | ||
Net revenues percentage | 100.00% | 100.00% |
Residential New Construction and Repair and Remodel [Member] | ||
Product Information [Line Items] | ||
Net revenues percentage | 89.00% | 89.00% |
Commercial New Construction and Repair and Remodel [Member] | ||
Product Information [Line Items] | ||
Net revenues percentage | 11.00% | 11.00% |
Significant Accounting Polici32
Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Accounting Policies and General Information [Line Items] | |||
Advertising expenses | $ 0.7 | $ 0.4 | |
ASU 2015-03 [Member] | |||
Accounting Policies and General Information [Line Items] | |||
Debt issuance costs | 0.5 | ||
Deferred debt issuance costs | $ 1.5 | $ 0.6 |
Goodwill and Intangibles - Summ
Goodwill and Intangibles - Summary of Change in Carrying Amount of Goodwill (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill (Gross), beginning balance | $ 160,516 |
Business Combinations | 3,203 |
Goodwill (Gross), ending balance | 163,719 |
Accumulated Impairment Losses, beginning balance | (70,004) |
Business Combinations | (3,203) |
Accumulated Impairment Losses, ending balance | (70,004) |
Goodwill (Net), beginning balance | 90,512 |
Business Combinations | 3,203 |
Goodwill (Net), ending balance | $ 93,715 |
Goodwill and Intangibles - Addi
Goodwill and Intangibles - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill impairment | $ 0 | $ 0 |
Increase in gross carrying amount of intangibles | $ 5,000,000 |
Goodwill and Intangibles - Sche
Goodwill and Intangibles - Schedule of Gross Carrying Amount, Accumulated Amortization and Net Book Value (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 101,484 | $ 96,448 |
Accumulated Amortization | 31,709 | 29,230 |
Net Book Value | 69,775 | 67,218 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 65,465 | 62,399 |
Accumulated Amortization | 21,873 | 20,231 |
Net Book Value | 43,592 | 42,168 |
Covenants Not-to-compete [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 6,163 | 5,729 |
Accumulated Amortization | 1,166 | 847 |
Net Book Value | 4,997 | 4,882 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 29,856 | 28,320 |
Accumulated Amortization | 8,670 | 8,152 |
Net Book Value | $ 21,186 | $ 20,168 |
Goodwill and Intangibles - Sc36
Goodwill and Intangibles - Schedule of Estimated Aggregate Annual Amortization (Detail) $ in Thousands | Mar. 31, 2016USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense Rolling Maturity Abstract | |
Remainder of 2016 | $ 7,351 |
2,017 | 9,206 |
2,018 | 8,964 |
2,019 | 8,559 |
2,020 | 7,967 |
Thereafter | $ 27,728 |
Long-term Debt - Schedule of Ma
Long-term Debt - Schedule of Maturities of Long-term Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Vehicle and equipment notes | $ 24,950 | $ 21,091 |
Various notes payable, maturing through March 2025; payable in various monthly installments, including interest rates ranging from 0.0% to 10.0% | 4,694 | 4,529 |
Total long term debt | 129,114 | 123,235 |
Total long term debt | 129,114 | 123,235 |
Less: current maturities | (10,905) | (10,021) |
Long-term debt, less current maturities | 118,209 | 113,214 |
April 2015 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Term loan | 47,876 | |
February 2016 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Term loan | $ 99,470 | |
Delayed Draw [Member] | April 2015 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Delayed draw term loan under April 2015 Credit Agreement, net of unamortized debt discount of $261 | $ 49,739 |
Long-term Debt - Schedule of 38
Long-term Debt - Schedule of Maturities of Long-term Debt (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Notes payable Interest rate, minimum | 0.00% | |
Notes payable Interest rate, maximum | 10.00% | |
Notes payable maturity date | March 2,025 | |
April 2015 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Net unamortized debt discount | $ 249 | |
February 2016 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Net unamortized debt discount | $ 530 | |
Delayed Draw [Member] | April 2015 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Net unamortized debt discount | $ 261 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Detail) - USD ($) | Feb. 29, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Debt Instrument [Line Items] | ||||
Assets relating to master loan agreements, Gross | $ 65,000,000 | $ 64,900,000 | ||
Assets relating to master loan agreements, Accumulated depreciation | 44,200,000 | 42,800,000 | ||
Capital leased assets, net book value | $ 20,800,000 | $ 22,100,000 | ||
Master Loan Agreements [Member] | ||||
Debt Instrument [Line Items] | ||||
Payment Period, typical | 60 months | |||
Assets relating to master loan agreements, Gross | $ 30,700,000 | $ 7,900,000 | ||
Assets relating to master loan agreements, Accumulated depreciation | 4,500,000 | 400,000 | ||
Capital leased assets, net book value | 26,200,000 | $ 7,500,000 | ||
Credit and Security Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 325,000,000 | |||
Issuance of letters of credit | $ 12,300,000 | |||
Principal amount of term loans or additional revolving credit commitments | $ 75,000,000 | |||
Percentage of capital stock or other equity interest pledged per credit agreement | 100.00% | |||
Credit facility, covenant terms | The February 2016 Credit Agreement contains covenants (as defined in the February 2016 Credit Agreement) that require us, commencing with the quarter ending June 30, 2016, to (1) maintain a fixed charge coverage ratio of not less than 1.10 to 1.0 and (2) maintain a leverage ratio of no greater than (a) 3.50 to 1.00 through December 30, 2016; (b) 3.25 to 1.00 on December 31, 2016 through June 29, 2017; (c) 3.00 to 1.00 on June 30, 2017 through December 30, 2017; (d) 2.75 to 1.00 on December 31, 2017 through June 29, 2018; and (e) 2.50 to 1.00 on June 30, 2018 and thereafter. | |||
Credit facility, interest rate description | The February 2016 Credit Agreement also contains various restrictive non-financial covenants and a provision that, upon an event of default (as defined by the February 2016 Credit Agreement), amounts outstanding under the February 2016 Credit Agreement would bear interest at the rate as determined above plus 2.0% per annum. | |||
Contingent interest rate increase | 2.00% | |||
Credit and Security Agreement [Member] | Senior Secured Credit Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility term | 5 years | |||
Credit and Security Agreement [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit maximum borrowing capacity | $ 100,000,000 | |||
Issuance of letters of credit | $ 20,000,000 | |||
Line of credit outstanding | $ 0 | |||
Credit and Security Agreement [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Commitment fee | 0.30% | |||
Credit and Security Agreement [Member] | Revolving Credit Facility [Member] | February 29, 2016 Through August 31, 2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Commitment fee | 0.225% | |||
Credit and Security Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Commitment fee | 0.20% | |||
Credit and Security Agreement [Member] | Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 100,000,000 | |||
Credit facility, amortization description | The Term Loan amortizes in quarterly principal payments of $1.3 million starting on June 30, 2016, with the quarterly payment amount increasing to $2.5 million through December 31, 2020. Draws under the Delayed Draw Term Loan Facility convert to an amortizing term loan (the “DDTL Term Loan”) on the earlier of (1) the date the Delayed Draw Term Loan Facility is fully drawn and (2) February 28, 2017, when it will begin to amortize in quarterly principal payments equal (on a percentage basis) to the then-current amortization rate on the Term Loan. Draws under the Delayed Draw Term Loan Facility may be used only for acquisitions or major capital expenditures. In addition to scheduled amortization payments, if our leverage ratio for any fiscal year is greater than or equal to 3.00 to 1.00, we would be required to make additional payments on the Term Loan and DDTL Term Loan for such fiscal year in an amount of not less than 50% of our excess cash flow (as defined in the February 2016 Credit Agreement) for such fiscal year within 10 days of our delivery of the financial reports required under the February 2016 Credit Agreement. Any remaining unpaid balances of the Term Loan and the DDTL Term Loan Facility are due on February 28, 2021 (the “Maturity Date”). | |||
Credit and Security Agreement [Member] | Term Loan [Member] | LIBOR [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin interest rate percentage | 2.19% | 1.95% | ||
Interest rate terms | 1-month LIBOR | |||
Credit and Security Agreement [Member] | Delayed Draw Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 125,000,000 | |||
Line of credit outstanding | $ 0 | |||
Maturity date | Feb. 28, 2017 | |||
Ticking fee | 0.375% | |||
Credit and Security Agreement [Member] | Delayed Draw Term Loan [Member] | LIBOR [Member] | ||||
Debt Instrument [Line Items] | ||||
Margin interest rate percentage | 1.95% | |||
Interest rate terms | 1-month LIBOR | |||
Credit and Security Agreement [Member] | Swing Lines Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Issuance of letters of credit | $ 5,000,000 | |||
Credit and Security Agreement [Member] | Term Loan And Delayed Draw Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Minimum prepayment percentage of excess cash flow | 50.00% | |||
Maturity date | Feb. 28, 2021 | |||
Excess cash flow payment period | 10 days | |||
Credit and Security Agreement [Member] | Term Loan And Delayed Draw Term Loan [Member] | Payable Starting on June 30, 2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Quarterly principal payment of term loan | $ 1,300,000 | |||
Credit and Security Agreement [Member] | Term Loan And Delayed Draw Term Loan [Member] | Payable Through December 31, 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Quarterly principal payment of term loan | $ 2,500,000 | |||
Credit and Security Agreement [Member] | Term Loan And Delayed Draw Term Loan [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Amortization payments, leverage ratio | 3.00% | |||
Credit and Security Agreement [Member] | Through December 30, 2016 [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage Ratio, covenants requirements | 350.00% | |||
Credit and Security Agreement [Member] | December 31, 2016 Through June 29, 2017 [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage Ratio, covenants requirements | 325.00% | |||
Credit and Security Agreement [Member] | June 30, 2017 Through December 30, 2017 [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage Ratio, covenants requirements | 300.00% | |||
Credit and Security Agreement [Member] | December 31, 2017 Through June 29, 2018 [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage Ratio, covenants requirements | 275.00% | |||
Credit and Security Agreement [Member] | June 30, 2018 and Thereafter [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage Ratio, covenants requirements | 250.00% | |||
Credit and Security Agreement [Member] | Through the First Quarter Ending June 30, 2016 [Member] | Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Fixed coverage ratio, covenants requirements | 110.00% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Equity [Abstract] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 31,982,888 | 31,982,888 |
Common stock, shares outstanding | 31,333,961 | 31,366,328 |
Common stock, par value | $ 0.01 | $ 0.01 |
Treasury stock, shares | 648,927 | 616,560 |
Employee Benefits - Additional
Employee Benefits - Additional Information (Detail) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016USD ($)shares | Mar. 31, 2015USD ($)Installmentshares | Dec. 31, 2015USD ($) | |
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Healthcare benefit expense, net of employee contributions | $ 4,300 | $ 2,700 | |
Accrued compensation | 16,747 | $ 14,488 | |
Workers compensation expense | $ 3,000 | $ 2,100 | |
2014 Omnibus Incentive Plan [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Number of shares surrendered to satisfy tax withholding obligations | shares | 32,000 | ||
Share based compensation expenses | $ 500 | ||
Share based compensation, recognized tax benefits | $ 200 | ||
Common stock shares available for issuance | shares | 2,800,000 | ||
Restricted Stock [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Restricted stock granted, shares | shares | 0 | ||
Unrecognized compensation expense | $ 400 | ||
Restricted nonvested shares, compensation cost not yet recognized, period for recognition | 2 years | ||
Restricted Stock [Member] | Directors [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Restricted stock granted, shares | shares | 0 | 0 | |
Restricted Stock [Member] | 2014 Omnibus Incentive Plan [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Restricted stock granted, shares | shares | 100,000 | ||
Number of equal installments for vesting restricted stock | Installment | 3 | ||
Restricted stock vested percentage | 100.00% | ||
Medical IBNR Included in Accrued Compensation [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Accrued compensation | $ 1,800 | $ 1,500 |
Employee Benefits - Summary of
Employee Benefits - Summary of Workers' Compensation Known Claims and IBNR Reserves (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Employee-related Liabilities [Abstract] | ||
Included in other current liabilities | $ 3,075 | $ 3,263 |
Included in other long-term liabilities | 7,868 | 7,132 |
Workers' Compensation Liability | $ 10,943 | $ 10,395 |
Employee Benefits - Schedule of
Employee Benefits - Schedule of Insurance Receivable for Claims (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Malpractice Insurance [Line Items] | ||
Included in other non-current assets | $ 3,722 | $ 3,636 |
Workers Compensation [Member] | ||
Malpractice Insurance [Line Items] | ||
Included in other non-current assets | $ 1,545 | $ 1,542 |
Employee Benefits - Summary o44
Employee Benefits - Summary of Nonvested Restricted Stock Awards and Changes During Period (Detail) - Restricted Stock [Member] | 3 Months Ended |
Mar. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested restricted stock, Beginning balance | shares | 129,053 |
Granted | shares | 0 |
Vested | shares | (109,473) |
Forfeited | shares | (459) |
Nonvested restricted stock, Ending balance | shares | 19,121 |
Nonvested restricted stock, Beginning balance | $ / shares | $ 21.52 |
Granted | $ / shares | 0 |
Vested | $ / shares | 21.48 |
Forfeited | $ / shares | 21.79 |
Nonvested restricted stock, Ending balance | $ / shares | $ 21.79 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Income Taxes [Line Items] | |
Effective tax rate from continuing operations | 34.90% |
Income tax benefit | $ 0 |
ASU 2016-09 [Member] | |
Income Taxes [Line Items] | |
Excess income tax benefits recognized from stock-based compensation | $ 200,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Related Party Transactions [Abstract] | ||
Sales | $ 1,527 | $ 1,166 |
Purchases | 103 | 116 |
Rent | $ 155 | $ 148 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Mar. 13, 2015 | Mar. 31, 2015 | Mar. 31, 2016 | Dec. 31, 2015 |
Related Party Transaction [Line Items] | ||||
Related parties receivable | $ 1,000 | $ 1,800 | ||
Share repurchase, amount | $ 6,100 | |||
M/I Homes Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Accounts receivable, related parties | $ 500 | $ 1,000 | ||
IBS [Member] | ||||
Related Party Transaction [Line Items] | ||||
Common Stock Repurchase, Shares | 0.3 | |||
Share repurchase, amount | $ 6,100 | |||
Share repurchase, price per share | $ 19.23 | |||
Discount from last reported price of our common stock | 7.50% | |||
Share repurchase transaction cost | $ 43 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Accrued General Insurance Reserves (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Included in other current liabilities | $ 1,282 | $ 1,304 |
Included in other long-term liabilities | 7,504 | 6,879 |
Total | $ 8,786 | $ 8,183 |
Commitments and Contingencies49
Commitments and Contingencies - Schedule of Insurance Receivable for Claims (Detail) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Commitments and Contingencies Disclosure [Abstract] | ||
Insurance receivable and indemnification asset for claims under a fully insured policy | $ 2,815 | $ 2,815 |
Insurance receivable for claims that exceeded the stop loss limit | 907 | 821 |
Total insurance receivables included in other non-current assets | $ 3,722 | $ 3,636 |
Commitments and Contingencies50
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016USD ($)Contracts | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | |
Commitments And Contingencies Disclosure [Line Items] | |||
Capital lease assets | $ 65 | $ 64.9 | |
Assets fully depreciated | 19.5 | 19.1 | |
Capital leased assets, net book value | 20.8 | 22.1 | |
Accumulated depreciation | 44.2 | $ 42.8 | |
Actual purchases made under contract | $ 14.2 | $ 11.8 | |
Contract One [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Extended term of contract | Dec. 31, 2016 | ||
Contract Two [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Extended term of contract | Aug. 31, 2017 | ||
Number of product supply contracts | Contracts | 2 | ||
Minimum [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Estimated life of capital lease | 4 years | ||
Noncancellable operating leases, renewal period | 1 year | ||
Maximum [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Estimated life of capital lease | 6 years | ||
Noncancellable operating leases, renewal period | 5 years |
Commitments and Contingencies51
Commitments and Contingencies - Future Minimum Lease Payments Under Noncancellable Operating Leases (Detail) $ in Thousands | Mar. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2016 | $ 440 |
2,017 | 366 |
2,018 | 155 |
2,019 | 0 |
2,020 | 0 |
Thereafter | $ 0 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) $ in Thousands | Feb. 29, 2016USD ($) | Feb. 02, 2016USD ($) | Jan. 25, 2016USD ($) | Mar. 12, 2015USD ($) | Mar. 31, 2016USD ($)Business | Mar. 31, 2015USD ($)Business |
Business Acquisition [Line Items] | ||||||
Business combinations | Business | 3 | 1 | ||||
Goodwill acquired expected to be deductible for tax purposes | $ 3,600 | |||||
Purchase price paid in cash | 8,797 | $ 30,019 | ||||
Seller obligations in connection with acquisition of businesses | 1,052 | 5,486 | ||||
Revenue | 191,698 | 129,948 | ||||
Net income (loss) | 5,813 | 1,242 | ||||
Amortization expense of intangible assets | 2,479 | 789 | ||||
Income tax expense (benefit) | 3,108 | 1,023 | ||||
Key Insulation [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price paid in cash | $ 5,000 | |||||
Seller obligations in connection with acquisition of businesses | $ 700 | |||||
Revenue | 2,100 | |||||
Net income (loss) | 28 | |||||
Marshall Insulation LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price paid in cash | $ 900 | |||||
Seller obligations in connection with acquisition of businesses | $ 100 | |||||
Revenue | 600 | |||||
Net income (loss) | 86 | |||||
Kern Door Company [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price paid in cash | $ 2,900 | |||||
Seller obligations in connection with acquisition of businesses | $ 100 | |||||
Revenue | 300 | |||||
Net income (loss) | 13 | |||||
BDI Insulation [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price paid in cash | $ 30,700 | |||||
Seller obligations in connection with acquisition of businesses | $ 5,800 | |||||
Revenue | 2,100 | |||||
Net income (loss) | 74 | |||||
Ownership percentage acquired | 100.00% | |||||
Increase in goodwill | 13 | |||||
Insurance receivable for claims under a fully insured policy | 2,000 | |||||
Indemnification asset associated with the acquisition | 1,700 | |||||
Combined Business Acquisitions [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Seller obligations in connection with acquisition of businesses | 870 | 5,765 | ||||
Amortization expense of intangible assets | 66 | 1,700 | ||||
Income tax expense (benefit) | $ (20) | 200 | ||||
Transaction costs | $ 1,000 |
Business Combinations - Summary
Business Combinations - Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 93,715 | $ 90,512 | |
Less seller obligations | 1,052 | $ 5,486 | |
Combined Business Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Cash | 661 | ||
Accounts receivable | 1,616 | 4,735 | |
Inventories | 311 | 980 | |
Other current assets | 8 | 368 | |
Property and equipment | 744 | 1,006 | |
Intangibles | 5,036 | 21,280 | |
Goodwill | 3,190 | 16,213 | |
Other non-current assets | 3,736 | ||
Accounts payable and other current liabilities | (1,238) | (3,303) | |
Deferred income tax liabilities | (5,495) | ||
Long-term debt | 0 | 0 | |
Other long-term liabilities | (3,736) | ||
Fair value of assets acquired and total purchase price | 9,667 | 36,445 | |
Fair value of assets acquired and total purchase price | 9,667 | 36,445 | |
Less seller obligations | 870 | 5,765 | |
Cash paid | $ 8,797 | $ 30,680 |
Business Combinations - Estimat
Business Combinations - Estimates of Acquired Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Customer Relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Fair Value | $ 3,067 | $ 14,400 |
Weighted Average Estimated Useful Life (yrs) | 8 years | 8 years |
Trademarks and Trade Names [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Fair Value | $ 1,535 | $ 6,200 |
Weighted Average Estimated Useful Life (yrs) | 15 years | 15 years |
Covenants Not-to-compete [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated Fair Value | $ 434 | $ 680 |
Weighted Average Estimated Useful Life (yrs) | 5 years | 5 years |
Business Combinations - Pro For
Business Combinations - Pro Forma Results of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Business Combination Increase Decrease To Reflect Liabilities Acquired At Fair Value [Abstract] | ||
Net revenue | $ 193,125 | $ 156,466 |
Net income attributable to common stockholders | $ 5,775 | $ 1,508 |
Basic and diluted net income per share attributable to common stockholders | $ 0.18 | $ 0.05 |
Income Per Common Share - Summa
Income Per Common Share - Summary of Diluted Income Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Net income attributable to common stockholders - basic and diluted | $ 5,813 | $ 1,242 |
Weighted average number of common shares outstanding | 31,242,237 | 31,493,587 |
Dilutive effect of outstanding restricted stock awards after application of the Treasury Stock Method | 88,734 | 1,261 |
Diluted shares outstanding | 31,330,971 | 31,494,848 |
Basic and diluted income per share attributable to common stockholders | $ 0.19 | $ 0.04 |
Income Per Common Share - Addit
Income Per Common Share - Additional Information (Detail) shares in Thousands | 3 Months Ended |
Mar. 31, 2015shares | |
Restricted Stock [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of income | 29 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Apr. 27, 2016 | Apr. 11, 2016 | Mar. 31, 2016 |
Master Loan Agreements [Member] | |||
Subsequent Event [Line Items] | |||
Payment period | 60 months | ||
Balance outstanding | $ 0 | ||
Subsequent Event [Member] | Master Loan Agreements [Member] | |||
Subsequent Event [Line Items] | |||
Aggregate commitment amount on credit agreement | $ 7,000,000 | ||
Payment period | 60 months | ||
Subsequent Event [Member] | Alpine [Member] | |||
Subsequent Event [Line Items] | |||
Consideration transferred for acquisition | $ 22,500,000 |