Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended |
Sep. 30, 2014 | |
Document And Entity Information [Abstract] | ' |
Document Type | 'S-1/A |
Amendment Flag | 'false |
Document Period End Date | 30-Sep-14 |
Trading Symbol | 'CBPX |
Entity Registrant Name | 'Continental Building Products, Inc. |
Entity Central Index Key | '0001592480 |
Entity Filer Category | 'Non-accelerated Filer |
Consolidated_Successor_Combine
Consolidated (Successor) / Combined (Predecessor) Statements of Operations (USD $) | 2 Months Ended | 5 Months Ended | 9 Months Ended | 8 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | ||
Net Sales | $35,630 | $150,066 | $303,692 | $252,248 | $311,410 | $252,111 | |
Costs, expenses and other income: | ' | ' | ' | ' | ' | ' | |
Cost of goods sold | 31,537 | 121,335 | 241,042 | 195,338 | 289,936 | 279,638 | |
Selling and administrative: | ' | ' | ' | ' | ' | ' | |
Direct | 6,200 | 14,953 | 23,358 | 19,338 | 27,194 | 23,844 | |
Allocated from Lafarge | ' | ' | ' | 4,945 | 7,037 | 9,745 | |
Total selling and administrative | 6,200 | 14,953 | 23,358 | 24,283 | 34,231 | 33,589 | |
Total costs and operating expenses | 37,737 | 136,288 | 264,400 | 219,621 | 324,167 | 313,227 | |
Operating income (loss) | -2,107 | [1] | 13,778 | 39,292 | 32,627 | -12,757 | -61,116 |
Other (expense) income, net | 85 | -21 | -5,461 | -191 | -87 | 303 | |
Interest (expense) income, net | -2,364 | -10,542 | -24,518 | -91 | -212 | -273 | |
Income (loss) before earnings (losses) on equity method investment and income tax | -4,386 | 3,215 | 9,313 | 32,345 | -13,056 | -61,086 | |
Earnings (losses) from equity method investment | ' | ' | -257 | -30 | -138 | 228 | |
Income (loss) before income tax | -4,386 | 3,215 | 9,056 | 32,315 | -13,194 | -60,858 | |
Income tax (expense) benefit | -254 | -1,110 | -3,526 | -130 | 352 | 316 | |
Net income (loss) | ($4,640) | $2,105 | $5,530 | $32,185 | ($12,842) | ($60,542) | |
Net income (loss) per share: | ' | ' | ' | ' | ' | ' | |
Basic | ($0.14) | $0.07 | $0.13 | ' | ' | ' | |
Diluted | ($0.14) | $0.07 | $0.13 | ' | ' | ' | |
Weighted average shares outstanding: | ' | ' | ' | ' | ' | ' | |
Basic | 32,304,000 | 32,304,000 | 42,560,667 | ' | ' | ' | |
Diluted | 32,304,000 | 32,304,000 | 42,568,885 | ' | ' | ' | |
[1] | Operating income for the period ended September 30, 2013 includes $2,075 of lease termination costs, $3,296 of acquisition closing costs, and inventory step-up impacting margin of $1,500. |
Consolidated_Successor_Combine1
Consolidated (Successor) / Combined (Predecessor) Statements of Comprehensive Income (Loss) (USD $) | 2 Months Ended | 5 Months Ended | 9 Months Ended | 8 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |
Net income (loss) | ($4,640) | $2,105 | $5,530 | $32,185 | ($12,842) | ($60,542) |
Foreign currency translation adjustment | 266 | -254 | -1,079 | 2,707 | -1,197 | 1,144 |
Gain (loss) on derivatives qualifying as cash flow hedges | ' | ' | 56 | ' | ' | ' |
Less: Reclassification adjustment for gain (loss) on derivatives included in net income | ' | ' | ' | ' | ' | ' |
Comprehensive income (loss) | ($4,374) | $1,851 | $4,507 | $34,892 | ($14,039) | ($59,398) |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Predecessor [Member] | ||
Assets | ' | ' | ' |
Cash | $12,156 | $11,822 | ' |
Receivables, net | 39,512 | 32,328 | 23,350 |
Inventories | 34,737 | 28,120 | 29,206 |
Prepaid and other current assets | 9,888 | 4,523 | 1,026 |
Deferred taxes, current | 5,589 | 2,137 | ' |
Total current assets | 101,882 | 78,930 | 53,582 |
Property, plant and equipment, net | 359,883 | 383,625 | 386,270 |
Customer relationships and other intangibles, net | 114,480 | 126,126 | 3,829 |
Goodwill | 119,945 | 119,945 | 94,360 |
Equity Method Investment | 10,989 | ' | 18,276 |
Financial interest in Seven Hills | ' | 13,000 | ' |
Debt issuance costs | 9,330 | 17,800 | ' |
Deferred taxes, non-current | 83 | 950 | ' |
Other assets | ' | ' | 429 |
Total Assets | 716,592 | 740,376 | 556,746 |
Liabilities and Equity | ' | ' | ' |
Accounts payable | 29,865 | 28,126 | 30,168 |
Accrued and other liabilities | 9,088 | 11,325 | 7,361 |
Notes payable, current portion | ' | 4,150 | ' |
Total current liabilities | 38,953 | 43,601 | 37,529 |
Deferred taxes | ' | ' | 6,145 |
Other long-term liabilities | 9,589 | ' | ' |
Capital lease obligations | ' | ' | 2,839 |
Notes payable, non-current portion | 373,967 | 559,924 | ' |
Total liabilities | 422,509 | 603,525 | 46,513 |
Equity | ' | ' | ' |
Undesignated preferred stock, par value $0.001 per share; 10,000,000 shares authorized, no shares issued and outstanding at December 31, 2013 | ' | ' | ' |
Common stock | 44 | 32 | ' |
Additional paid-in capital | 287,681 | 134,968 | ' |
Accumulated other comprehensive income (loss) | -1,277 | -254 | -5,560 |
Accumulated earnings | 7,635 | 2,105 | ' |
Accumulated net contributions from parent | ' | ' | 515,793 |
Total equity (Successor) Total net parent investment (Predecessor) | 294,083 | 136,851 | 510,233 |
Total liabilities and equity | $716,592 | $740,376 | $556,746 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' |
Preferred Stock, Par Value | $0.00 |
Shares Authorized | 10,000,000 |
Shares Issued | 0 |
Shares Outstanding | 0 |
Common Stock Par Value | $0.00 |
Shares Authorized | 190,000,000 |
Shares Issued | 32,304,000 |
Shares Outstanding | 32,304,000 |
Consolidated_Successor_Combine2
Consolidated (Successor) / Combined (Predecessor) Statements of Cash Flows (USD $) | 2 Months Ended | 5 Months Ended | 9 Months Ended | 8 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |
Cash flows from operating activities: | ' | ' | ' | ' | ' | ' |
Net income (loss) | ($4,640) | $2,105 | $5,530 | $32,185 | ($12,842) | ($60,542) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ' | ' | ' | ' | ' | ' |
Depreciation and amortization | 4,594 | 18,529 | 41,324 | 16,886 | 36,331 | 28,054 |
Amortization of debt issuance costs and debt discount | 191 | 808 | 8,560 | ' | ' | ' |
(Gain) loss on disposal of property, plant and equipment | ' | 199 | ' | 1,115 | 87 | -303 |
(Gain) loss from equity method investment | ' | ' | 257 | 30 | 138 | -228 |
Share based compensation | ' | ' | 344 | ' | ' | ' |
Deferred taxes | 254 | -3,087 | 6,619 | 182 | 190 | 416 |
Change in assets and liabilities: | ' | ' | ' | ' | ' | ' |
Receivables | -4,396 | -451 | -7,202 | -8,655 | -12,338 | -5,038 |
Inventories | 2,294 | 8,268 | -6,731 | -5,827 | -154 | -675 |
Prepaid expenses and other current assets | -2,157 | -2,509 | -3,616 | -1,783 | -133 | 2,175 |
Other long-term assets | ' | ' | ' | 429 | ' | -4 |
Accounts payable | 1,042 | 2,777 | 1,394 | -5,738 | 5,396 | 1,459 |
Accrued and other current liabilities | 4,806 | 10,718 | -1,154 | -3,996 | -109 | -2,096 |
Other long term liabilities | ' | ' | 383 | -126 | -168 | -156 |
Net cash provided by (used in) operating activities | 1,988 | 37,357 | 45,708 | 24,702 | 16,398 | -36,938 |
Cash flows from investing activities: | ' | ' | ' | ' | ' | ' |
Capital expenditures | -43 | -2,798 | -6,090 | -2,506 | -5,205 | -5,863 |
Acquisition of predecessor | -700,082 | -703,141 | ' | ' | ' | ' |
Software purchased or developed | ' | ' | ' | ' | -27 | -116 |
Proceeds from the sale of property, plant, and equipment | ' | ' | ' | ' | 21 | 1,202 |
Capital contributions to equity method investment | ' | ' | ' | -66 | -84 | -49 |
Distributions from equity method investment | ' | ' | 1,754 | 552 | 855 | 855 |
Net cash used in investing activities | -700,125 | -705,939 | -4,336 | -2,020 | -4,440 | -3,971 |
Cash flows from financing activities: | ' | ' | ' | ' | ' | ' |
Capital contribution (distribution) from (to) Lafarge NA, net | ' | ' | ' | -22,682 | -11,958 | 40,909 |
Capital contribution from Lone Star Funds | 265,000 | 265,000 | ' | ' | ' | ' |
Proceeds from issuance of long-term debt, net of original issue discount | ' | 564,965 | ' | ' | ' | ' |
Net proceeds from issuance of common stock | 436,700 | ' | 151,354 | ' | ' | ' |
Principal payments for First Lien Credit Agreement | ' | ' | -36,975 | ' | ' | ' |
Repayment of Second Lien Credit Agreement | ' | ' | -155,000 | ' | ' | ' |
Proceeds from revolving credit facility, net | 28,500 | ' | ' | ' | ' | ' |
Return of capital to Lone Star Funds | ' | -130,000 | ' | ' | ' | ' |
Principal payments on long-term debt | ' | -1,038 | ' | ' | ' | ' |
Debt issuance costs | -15,289 | -18,461 | ' | ' | ' | ' |
Net cash (used in) provided by financing activities | 714,911 | 680,466 | -40,621 | -22,682 | -11,958 | 40,909 |
Effect of foreign exchange rates on cash and cash equivalents | -14 | -62 | -417 | ' | ' | ' |
Net change in cash and cash equivalents | 16,760 | 11,822 | 334 | ' | ' | ' |
Cash, beginning of period | ' | ' | 11,822 | ' | ' | ' |
Cash, end of period | $16,760 | $11,822 | $12,156 | ' | ' | ' |
Recovered_Sheet1
CONSOLIDATED (SUCCESSOR)/ COMBINED (PREDECESSOR) STATEMENTS OF CHANGES IN EQUITY/NET PARENT INVESTMENT (USD $) | Total | Predecessor [Member] | Accumulated Net Contributions from Parent [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] |
In Thousands | Predecessor [Member] | Predecessor [Member] | ||||||
Beginning Balance at Dec. 31, 2010 | ' | $554,621 | $560,128 | ' | ($5,507) | ' | ' | ' |
Net income | ' | -60,542 | -60,542 | ' | ' | ' | ' | ' |
Foreign currency translation adjustments | ' | 1,144 | ' | ' | 1,144 | ' | ' | ' |
Net transfers from Parent | ' | 39,702 | 39,702 | ' | ' | ' | ' | ' |
Ending Balance at Dec. 31, 2011 | ' | 534,925 | 539,288 | ' | -4,363 | ' | ' | ' |
Net income | ' | -2,819 | ' | ' | ' | ' | ' | ' |
Ending Balance at Mar. 31, 2012 | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning Balance at Dec. 31, 2011 | ' | 534,925 | 539,288 | ' | -4,363 | ' | ' | ' |
Net transfers to Parent | ' | -10,653 | -10,653 | ' | ' | ' | ' | ' |
Net income | ' | -12,842 | -12,842 | ' | ' | ' | ' | ' |
Foreign currency translation adjustments | ' | -1,197 | ' | ' | -1,197 | ' | ' | ' |
Ending Balance at Dec. 31, 2012 | ' | 510,233 | 515,793 | ' | -5,560 | ' | ' | ' |
Beginning Balance at Sep. 30, 2012 | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | ' | 2,994 | ' | ' | ' | ' | ' | ' |
Ending Balance at Dec. 31, 2012 | ' | 510,233 | ' | ' | ' | ' | ' | ' |
Net income | ' | 9,797 | ' | ' | ' | ' | ' | ' |
Ending Balance at Mar. 31, 2013 | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning Balance at Dec. 31, 2012 | ' | 510,233 | 515,793 | ' | -5,560 | ' | ' | ' |
Net transfers to Parent | ' | -21,846 | -21,846 | ' | ' | ' | ' | ' |
Net income | ' | 32,185 | 32,185 | ' | ' | ' | ' | ' |
Foreign currency translation adjustments | ' | 2,707 | ' | ' | 2,707 | ' | ' | ' |
Ending Balance at Aug. 30, 2013 | ' | 523,279 | 526,132 | ' | -2,853 | ' | ' | ' |
Beginning Balance at Jun. 30, 2013 | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | ' | 5,712 | ' | ' | ' | ' | ' | ' |
Ending Balance at Aug. 30, 2013 | ' | 523,279 | ' | ' | ' | ' | ' | ' |
Beginning Balance at Jul. 25, 2013 | ' | ' | ' | ' | ' | ' | ' | ' |
Capital contribution from Lone Star Funds | 265,000 | ' | ' | ' | ' | 32 | 264,968 | ' |
Return of capital to Lone Star Funds | -130,000 | ' | ' | ' | ' | ' | -130,000 | ' |
Net income | 2,105 | ' | ' | ' | ' | ' | ' | 2,105 |
Foreign currency translation adjustments | -254 | ' | ' | -254 | ' | ' | ' | ' |
Ending Balance at Dec. 31, 2013 | $136,851 | ' | ' | ($254) | ' | $32 | $134,968 | $2,105 |
Background_and_Nature_of_Opera
Background and Nature of Operations | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Accounting Policies [Abstract] | ' | ' |
Background and Nature of Operations | ' | ' |
1. Background and Nature of Operations | 1. Background and Nature of Operations | |
Description of Business | Description of Business | |
Continental Building Products, Inc. (“CBP”, the “Company”, or the “Successor”) is a Delaware corporation. Prior to the acquisition of the gypsum division of Lafarge North America Inc. (“Lafarge N.A.”) on August 30, 2013, further described below, CBP had no operating activity. The accompanying consolidated financial statements of CBP for the nine months ended September 30, 2014 and for the period July 26, 2013 to September 30, 2013 contain activity of the acquired business (the Successor) and the combined financial statements for the period January 1, 2013 to August 30, 2013 include the historical accounts of the gypsum division of Lafarge N.A. (the “Predecessor”). | Continental Building Products, Inc. (prior to December 3, 2013 known as LSF8 Gypsum Holdings Company, LLC), (“CBP”, the “Company”, or the “Successor”) is a Delaware corporation and is a direct, wholly-owned subsidiary of LSF8 Gypsum Holdings Company, L.P., an affiliate of Lone Star Funds (“Lone Star”) and was formed on July 26, 2013. Prior to the acquisition of the gypsum division of Lafarge North America Inc. on August 30, 2013, further described below, CBP had no operating activity. The accompanying consolidated financial statements of CBP as of December 31, 2013 (the Successor) contain four month’s activity of the acquired business. The combined financial statements for the period from January 1, 2013 to August 30, 2013 and years ended December 31, 2012 and 2011 include the historical accounts of the gypsum division of Lafarge North America Inc. (the “Predecessor”). | |
The Company manufactures gypsum wallboard and related products for commercial and residential buildings and houses. The Company operates a network of three highly efficient wallboard facilities, all located in the eastern United States and produces joint compound at one plant in the United States and at another plant in Canada. | The Company manufactures gypsum wallboard related products for commercial and residential buildings and houses. The Company operates a network of three highly efficient wallboard facilities, all located in the eastern United States and produces joint compound at one plant in the United States and at another plant in Canada. | |
The Acquisition | The Acquisition | |
On June 24, 2013, Lone Star Funds (“Lone Star”) entered into a definitive agreement with Lafarge N.A. to purchase the assets of its North American gypsum division for a total purchase price of approximately $703.1 million (the “Acquisition”) in cash. The closing of the Acquisition occurred on August 30, 2013. | On June 24 2013, Lone Star entered into a definitive agreement with Lafarge North America Inc. to purchase the assets of its North American gypsum division for an aggregate purchase price of approximately $700 million (the “Acquisition”) in cash. The closing of the Acquisition occurred on August 30, 2013. In the accompanying financial information, Successor refers to the Company and CBP and Predecessor refers to the gypsum division of Lafarge North America Inc. prior to the Acquisition. | |
Initial Public Offering | ||
On February 10, 2014, the Company completed the initial public offering of 11,765,000 shares of its common stock at an offering price of $14.00 per share (the “Initial Public Offering). Net proceeds from the Initial Public Offering after underwriting discounts and commissions, but before other closing costs, were approximately $154 million. The net proceeds were used to pay a $2 million one-time payment to Lone Star in consideration for the termination of the Company’s asset advisory agreement with affiliates of Lone Star (See Note 10, Related Party Transactions). The remaining $152 million of net proceeds and cash on hand of $6.1 million were used to repay the $155 million Second Lien Term Loan in full along with a prepayment premium of $3.1 million (See Note 13, Debt). In expectation of the Initial Public Offering, on February 3, 2014, the Company effected a 32,304 for one stock split of its common stock. The Company’s common stock trades on the New York Stock Exchange under the symbol “CBPX”. |
Significant_Accounting_Policie
Significant Accounting Policies | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||
Accounting Policies [Abstract] | ' | ' | ||||||||||||||||||||||||||
Significant Accounting Policies | ' | ' | ||||||||||||||||||||||||||
2. Significant Accounting Policies | 2. Significant Accounting Policies | |||||||||||||||||||||||||||
Basis of Presentation—Successor | Basis of Presentation—Successor | |||||||||||||||||||||||||||
The accompanying consolidated financial statements for CBP have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. | The accompanying consolidated financial statements for CBP have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. | |||||||||||||||||||||||||||
The Company’s financial statements reflect the Acquisition of the Predecessor that occurred on August 30, 2013, which was accounted for as a business combination. In connection with the Acquisition, $3.3 million in acquisition related costs were incurred, which are reported as selling and administrative costs in the accompanying statement of operations of the Successor for the period from July 26, 2013 to December 31, 2013. | ||||||||||||||||||||||||||||
The Company’s financial statements reflect the Acquisition which was accounted for as a business combination. The following table summarizes the finalized fair values of the assets acquired and liabilities assumed at the Acquisition date. | ||||||||||||||||||||||||||||
The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date. | ||||||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||||||
Total current assets | $ | 70,371 | (in thousands) | |||||||||||||||||||||||||
Property, plant and equipment | 392,809 | Total current assets | $ | 70,371 | ||||||||||||||||||||||||
Financial interest in Seven Hills JV | 13,000 | Property, plant and equipment | 392,809 | |||||||||||||||||||||||||
Trademarks | 15,000 | Financial interest in Seven Hills JV | 13,000 | |||||||||||||||||||||||||
Customer Relationships | 118,000 | Trademarks | 15,000 | |||||||||||||||||||||||||
Goodwill | 119,945 | Customer Relationships | 118,000 | |||||||||||||||||||||||||
Total current liabilities | (25,984 | ) | Goodwill | 119,945 | ||||||||||||||||||||||||
Total current liabilities | (25,984 | ) | ||||||||||||||||||||||||||
Total purchase price | $ | 703,141 | ||||||||||||||||||||||||||
Total purchase price | $ | 703,141 | ||||||||||||||||||||||||||
The fair value of accounts receivable acquired was $31.9 million (included in total current assets above), with the gross contractual amount being $33.3 million. The Company expects $1.4 million to be uncollectible. The total purchase price remained the same as the one previously provided for the year-ended December 31, 2013. | ||||||||||||||||||||||||||||
There were no loss contingencies identified as part of the Acquisition. | The fair value of accounts receivables acquired is $31.9 million (included in total current assets above), with the gross contractual amount being $33.3 million. The Company expects $1.4 million to be uncollectible. The total purchase price has been revised from the previously provided September 30, 2013 interim financial statements to reflect an additional $3.1 million of consideration for working capital as required by the purchase agreement. The Company is in the process of finalizing third-party valuations of certain assets with the assistance of a third-party valuation firm; thus, the measurements of property, plant and equipment, financial interest in Seven Hills, intangibles, and goodwill are subject to change. | |||||||||||||||||||||||||||
The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of the Company. These come from the synergies that are obtained in operating the plants as part of a network, versus individually, and from an experienced employee base skilled at managing a process-driven manufacturing environment. The goodwill recognized is deductible for income tax purposes. | There were no loss contingencies identified as part of this business combination. | |||||||||||||||||||||||||||
Basis of Presentation—Predecessor | The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of the Company. These come from the synergies that are obtained in operating the plants as part of a network, versus individually, and from an experienced employee base skilled at managing a process driven manufacturing environment. We expect the goodwill will be deductible for income tax purposes. | |||||||||||||||||||||||||||
The accompanying combined financial statements for the Predecessor have been prepared in accordance with U.S. GAAP. | The following represents the unaudited pro forma income statement as if the Acquisition had occurred on January 1, 2012 (in thousands) | |||||||||||||||||||||||||||
The Predecessor financial statements have been derived from the consolidated financial statements and accounting records of Lafarge N.A. using the historical results of operations and historical cost basis of the assets and liabilities of Lafarge N.A. that comprise the business acquired. These Predecessor financial statements have been prepared to demonstrate the historical results of operations, financial position, and cash flows for the indicated periods under Lafarge N.A.’s management that were acquired by CBP. All intercompany balances and transactions have been eliminated. Transactions and balances between the Predecessor and Lafarge N.A. and its subsidiaries are reflected as related party transactions within these financial statements. | ||||||||||||||||||||||||||||
The accompanying Predecessor combined financial statements include the assets, liabilities, revenues and expenses that are specifically identifiable to the acquired business and reflect all costs of doing business related to their operations, including expenses incurred by other entities on the Predecessor’s behalf. In addition, certain costs related to the Predecessor have been allocated from Lafarge N.A. Those allocations are derived from multiple levels of the organization including shared corporate expenses from Lafarge N.A. and fees from Lafarge N.A.’s parent company related to certain service and support functions. The costs associated with these services and support functions (indirect costs) have been allocated to the Predecessor using the most meaningful respective allocation methodologies which were primarily based on proportionate revenue, proportionate headcount, or proportionate direct labor costs compared to Lafarge N.A. and/or its subsidiaries. These allocated costs are primarily related to corporate administrative expenses, employee-related costs including pensions and other benefits for corporate and shared employees, and rental and usage fees for shared assets for the following functional groups: information technology, legal services, accounting and finance services, human resources, marketing and contract support, customer support, treasury, facility and other corporate and infrastructural services. Income taxes have been accounted for in the Predecessor financial statements on a separate return basis as described in Note 8, Income Taxes. | ||||||||||||||||||||||||||||
The Predecessor utilized Lafarge N.A.’s centralized processes and systems for cash management, payroll, and purchasing. As a result, all cash received by the Predecessor was deposited in and commingled with Lafarge N.A.’s general corporate funds and was not specifically allocated to the Predecessor. The net results of these cash transactions between the Predecessor and Lafarge N.A. are reflected within “Net capital contributions to Lafarge N.A.” in the accompanying Combined Statements of Cash Flows. | Year ended | Year ended | ||||||||||||||||||||||||||
Management believes the assumptions and allocations underlying the Predecessor combined financial statements are reasonable and appropriate under the circumstances. The expenses and cost allocations have been determined on a basis considered by Lafarge N.A. to be a reasonable reflection of the utilization of services provided to or the benefit received by the Predecessor during the periods presented relative to the total costs incurred by Lafarge N.A. However, the amounts recorded for these transactions and allocations are not necessarily representative of the amount that would have been reflected in the financial statements had the Predecessor been an entity that operated independently of Lafarge N.A. Consequently, future results of operations after the Predecessor’s separation from Lafarge N.A. have included and will include costs and expenses incurred by the Company that may be materially different than the Predecessor’s historical results of operations. Accordingly, the financial statements for these periods under the Predecessor are not indicative of the Company’s future results of operations, financial position and cash flows. | December 31, 2013 | December 31, 2012 | ||||||||||||||||||||||||||
Basis of Presentation for Interim Periods | Revenues | $ | 402,314 | $ | 311,410 | |||||||||||||||||||||||
Certain information and footnote disclosures normally included for the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted for the interim periods presented. Management believes that the unaudited interim financial statements include all adjustments (which are normal and recurring in nature) necessary to present fairly the financial position of CBP and the Predecessor and results of operations and cash flows for the periods presented. | Net income (loss) | $ | 4,895 | $ | (68,651 | ) | ||||||||||||||||||||||
The results of operations for the periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. Seasonal changes and other conditions can affect the sales volumes of the Company’s products. Therefore, the financial results for any interim period do not necessarily indicate the expected results for the year. | These amounts have been calculated by adjusting the results to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied on January 1, 2012, and to reflect the interest expense on the debt used to finance the acquisition (see Note 13) net of proceeds received from the initial public offering. | |||||||||||||||||||||||||||
The financial statements should be read in conjunction with CBP’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2013 included in CBP’s Annual Report on Form 10-K for the fiscal year then-ended. The Company has continued to follow the accounting policies set forth in those financial statements. | Basis of Presentation—Predecessor | |||||||||||||||||||||||||||
The accompanying combined financial statements for the Predecessor have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). | ||||||||||||||||||||||||||||
Earnings (Loss) Per Share | The Predecessor financial statements have been derived from the consolidated financial statements and accounting records of Lafarge North America Inc. (“Lafarge N.A.”) using the historical results of operations and historical cost basis of the assets and liabilities of Lafarge N.A. that comprise the business acquired. These Predecessor financial statements have been prepared to demonstrate the historical results of operations, financial position, and cash flows for the indicated periods under Lafarge N.A.’s management that were acquired by CBP. All intercompany balances and transactions have been eliminated. Transactions and balances between the Predecessor and Lafarge N.A. and its subsidiaries are reflected as related party transactions within these financial statements. | |||||||||||||||||||||||||||
Basic earnings and loss per share are based on the weighted average number of shares of common stock outstanding assuming the 32,304 for one stock split occurred as of January 1, 2014 and the issuance of 11,765,000 new shares on February 10, 2014 in connection with the Initial Public Offering. Diluted earnings and loss per share are based on the weighted average number of shares outstanding plus the dilutive effect, if any, of outstanding restricted stock and stock options. | ||||||||||||||||||||||||||||
The accompanying Predecessor combined financial statements include the assets, liabilities, revenues and expenses that are specifically identifiable to the acquired business and reflect all costs of doing business related to their operations, including expenses incurred by other entities on the Predecessor’s behalf. In addition, certain costs related to the Predecessor have been allocated from Lafarge N.A. Those allocations are derived from multiple levels of the organization including shared corporate expenses from Lafarge N.A. and fees from Lafarge N.A.’s parent company related to certain service and support functions. The costs associated with these services and support functions (indirect costs) have been allocated to the Predecessor using the most meaningful respective allocation methodologies which were primarily based on proportionate revenue, proportionate headcount, or proportionate direct labor costs compared to Lafarge N.A. and/or its subsidiaries. These allocated costs are primarily related to corporate administrative expenses, employee-related costs including pensions and other benefits for corporate and shared employees, and rental and usage fees for shared assets for the following functional groups: information technology, legal services, accounting and finance services, human resources, marketing and contract support, customer support, treasury, facility and other corporate and infrastructural services. Income taxes have been accounted for in the Predecessor financial statements on a separate return basis as described in Note 9. | ||||||||||||||||||||||||||||
The Predecessor utilized Lafarge N.A.’s centralized processes and systems for cash management, payroll, and purchasing. As a result, all cash received by the Predecessor was deposited in and commingled with Lafarge N.A.’s general corporate funds and was not specifically allocated to the Predecessor. The net results of these cash transactions between the Predecessor and Lafarge N.A. are reflected within “Net parent investment” in the accompanying Combined Balance Sheet. In addition, the net parent investment represents Lafarge N.A.’s interest in the recorded net assets of the Predecessor and represents the cumulative net investment by Lafarge N.A. in the Predecessor through the dates presented, inclusive of cumulative operating results. | ||||||||||||||||||||||||||||
Earnings (Loss) Per Share | Management believes the assumptions and allocations underlying the Predecessor combined financial statements are reasonable and appropriate under the circumstances. The expenses and cost allocations have been determined on a basis considered by Lafarge N.A. to be a reasonable reflection of the utilization of services provided to or the benefit received by the Predecessor during the periods presented relative to the total costs incurred by Lafarge N.A. However, the amounts recorded for these transactions and allocations are not necessarily representative of the amount that would have been reflected in the financial statements had the Predecessor been an entity that operated independently of Lafarge N.A. Consequently, future results of operations after the Predecessor’s separation from Lafarge N.A. will include costs and expenses incurred by the Company that may be materially different than the Predecessor’s historical results of operations. Accordingly, the financial statements for these periods under the Predecessor are not indicative of the Company’s future results of operations, financial position and cash flows. | |||||||||||||||||||||||||||
(in thousands, except per share data) | Nine Months | July 26 - | Earnings Per Share | |||||||||||||||||||||||||
Ended | September 30, | Earnings per share for the Successor period are calculated after taking into account the 32,304 for one stock split that occurred on February 3, 2014. There were no dilutive securities outstanding, and therefore basic and diluted earnings per share are the same. | ||||||||||||||||||||||||||
September 30, | 2013 | |||||||||||||||||||||||||||
2014 | ||||||||||||||||||||||||||||
Net income (loss) | $ | 5,530 | $ | (4,640 | ) | July 26, 2013 to | ||||||||||||||||||||||
Average number of common shares | 42,561 | 32,304 | December 31, 2013 | |||||||||||||||||||||||||
Dilutive restricted stock and stock options | 8 | — | Net income (in thousands) | $ | 2,105 | |||||||||||||||||||||||
Weighted average number of common shares | 32,304,000 | |||||||||||||||||||||||||||
Average diluted common shares | 42,569 | 32,304 | ||||||||||||||||||||||||||
Basic earnings (loss) per average common share | $ | 0.13 | $ | (0.14 | ) | Net income per share (basic and diluted) | $ | 0.07 | ||||||||||||||||||||
Diluted earnings (loss) per average common share | $ | 0.13 | $ | (0.14 | ) | Cost of Goods Sold and Selling and Administrative Expenses | ||||||||||||||||||||||
Recent Accounting Pronouncements | Cost of goods sold includes costs of production, inbound freight charges for raw materials, outbound freight to customers, purchasing and receiving costs, inspection costs, warehousing at plant facilities, and internal transfer costs. Costs associated with third-party warehouses are included in selling and administrative expenses. Selling and administrative costs also include expenses for sales, marketing, legal, accounting and finance services, human resources, customer support, treasury and other general corporate services. | |||||||||||||||||||||||||||
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-09, which provides accounting guidance for all revenue arising from contracts with customers and affects all entities that enter into contracts to provide goods or services to their customers. ASU 2014-09 will be effective for the Company in the first quarter of 2017 and requires retroactive application on either a full or modified basis. Early application is not permitted. The Company is currently evaluating ASU 2014-09 to determine its impact on its consolidated financial statements and disclosures. | Estimates | |||||||||||||||||||||||||||
The preparation of 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 the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses. Actual results may differ from these estimates. | ||||||||||||||||||||||||||||
Foreign Currency Translation | ||||||||||||||||||||||||||||
The Company uses the U.S. dollar as its functional currency for operations in the United States and the Canadian dollar for our operations in Canada. The assets and liabilities of our Canadian operations are translated at the exchange rate prevailing at the balance sheet date. Related revenues and expense accounts for the Canadian operations are translated using the average exchange rate during the year. Cumulative foreign currency translation adjustment of $0.3 million, $5.6 million and $4.4 million at December 31, 2013 (Successor), December 31, 2012 and 2011 (Predecessor), respectively, comprise “Accumulated Other Comprehensive Loss” in the Balance Sheets and in the Consolidated (Successor) / Combined (Predecessor) Statements of Changes in Equity / Net Parent Investment. | ||||||||||||||||||||||||||||
Cash | ||||||||||||||||||||||||||||
Cash and cash equivalents include highly liquid investments with maturities of three months or less at the time of purchase. Prior to the Acquisition, treasury activities, including activities related to the Company, were centralized by Lafarge N.A. such that cash collections were automatically distributed to Lafarge N.A. and reflected as net parent investment. As a result of this automatic distribution to Lafarge N.A., the Company did not hold any cash at December 31, 2012. | ||||||||||||||||||||||||||||
Concentration of Credit Risk | ||||||||||||||||||||||||||||
Financial instruments that potentially subject the Company to concentrations of credit risk are primarily receivables. The Company performs ongoing credit evaluations of its customers’ financial condition and generally requires no collateral from its customers. The allowances for non-collection of receivables are based upon analysis of economic trends in the construction industry, detailed analysis of the expected collectability of accounts receivable that are past due and the expected collectability of overall receivables. | ||||||||||||||||||||||||||||
The Company’s significant customers, as measured by percentage of total revenues for the periods presented, were as follows: | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
July 26 to | January 1 to | |||||||||||||||||||||||||||
December 31, | August 30, | December 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||||||||||
Customer A | 12 | % | 15 | % | 15 | % | 12 | % | ||||||||||||||||||||
The Company’s significant customers, as measured by percentage of total accounts receivable, were as follows: | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||||||
Customer A | 27 | % | 10 | % | ||||||||||||||||||||||||
Customer B | * | 13 | % | |||||||||||||||||||||||||
* | Customer did not represent over 10% for the period or as of the date presented. | |||||||||||||||||||||||||||
Receivables | ||||||||||||||||||||||||||||
Trade receivables are recorded at net realizable value, which includes allowances for cash discounts and doubtful accounts, and are reflected net of customer incentives. We review the collectability of trade receivables on an ongoing basis. We reserve for trade receivables determined to be uncollectible. This determination is based on the delinquency of the account, the financial condition of the customer and our collection experience. | ||||||||||||||||||||||||||||
Inventories | ||||||||||||||||||||||||||||
Inventories are valued at the lower of cost or market. Virtually all of our inventories are valued under the average cost method. Inventories include materials, labor and applicable factory overhead costs. The value of inventory is adjusted for damaged, obsolete, excess and slow-moving inventory. Market value of inventory is estimated based on the impact of market trends, an evaluation of economic conditions and the value of current orders relating to the future sales of this type of inventory. | ||||||||||||||||||||||||||||
Property, Plant and Equipment | ||||||||||||||||||||||||||||
Property, plant and equipment, which include amounts recorded under capital lease arrangements, is stated at cost less accumulated depreciation. Depreciation of property, plant and equipment is computed for financial reporting purposes using the straight-line method over the estimated useful lives of the assets. These lives range from 20 to 25 years for buildings, 5 to 25 years for plant machinery, and 5 to 8 years for mobile equipment. For plant machinery, the large majority of the existing assets are being amortized over an estimated remaining life of approximately 15 years. Repair and maintenance costs are expensed as incurred. Substantially all of the Company’s depreciation expenses are recorded in “Cost of goods sold” in the Statements of Operations. | ||||||||||||||||||||||||||||
We capitalize interest during the active construction of major projects. Capitalized interest is added to the cost of the underlying assets and is depreciated over the useful lives of those assets. There was no interest capitalized during the years ended December 31, 2013, 2012 or 2011. | ||||||||||||||||||||||||||||
Impairment or Disposal of Long-Lived Assets | ||||||||||||||||||||||||||||
The Company evaluates the recoverability of its long-lived assets in accordance with the provisions of ASC 360 Property, Plant and Equipment (“ASC 360”). ASC 360 requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. Such evaluations for impairment are significantly impacted by estimates of future prices for its products, capital needs, economic trends in the construction sector and other factors. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of by sale are reflected at the lower of their carrying amount or fair value less cost to sell. | ||||||||||||||||||||||||||||
We assess impairment of our long-lived assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. At December 31, 2013, we grouped two wallboard plants and a warehouse facility as an asset group, as they were used together to generate cash flows. A third wallboard plant was not grouped with these locations as its cash flows were largely independent of the cash flows of other assets and liabilities. Our two joint compound plants were also grouped as an asset group, as they were used together to generate cash flows. | ||||||||||||||||||||||||||||
Goodwill and Intangible Assets | ||||||||||||||||||||||||||||
The goodwill and intangibles reflected in the successor financial statements relates solely to the Lone Star acquisition of the Company. The goodwill and intangibles in the predecessor statements reflect specific transactions executed by Lafarge N.A. to acquire the Company’s business. Additional goodwill was allocated to the Company based on the Lafarge S.A. buyout of the Lafarge N A minority interest in 2006, with the amount allocated based on the relative fair value of the Gypsum business as compared to Lafarge N.A. as a whole at that time. | ||||||||||||||||||||||||||||
Goodwill represents the excess of costs over the fair value of identifiable assets of businesses acquired. The Company evaluates goodwill and intangible assets in accordance with ASC 350, Goodwill and Other Intangible Assets (“ASC 350”). ASC 350 requires goodwill to be either qualitatively or quantitatively assessed for impairment annually (or more frequently if impairment indicators arise) for each reporting unit. The Company performs its annual impairment testing of goodwill as of October 1st of each year. | ||||||||||||||||||||||||||||
Intangible assets that have indefinite useful lives are not amortized but are tested at least annually for impairment or whenever events or circumstances indicate an impairment may have occurred. As of December 31, 2012, trademarks totaling $0.3 million were deemed as having indefinite lives. Intangible assets that are deemed to have definite lives are amortized over their useful lives. The cost of internal-use software purchased or developed internally, which was primarily allocated from the Parent, in the Predecessor financial statements, is accounted for in accordance with ASC 350-40, Internal-Use Software. The weighted average useful life for each category of intangible assets is as follows: capitalized software—5 years and customer lists—10 years. Amortization of customer relationships is done over a 15 year period using an accelerated method that reflects the expected future cash flows from the acquired customer-related intangible asset. Trademarks identified as having definite lives are amortized on a straight-line basis over the estimated useful life of 15 years. | ||||||||||||||||||||||||||||
Fair Value Measurements | ||||||||||||||||||||||||||||
U.S. GAAP provides a framework for measuring fair value, establishes a fair value hierarchy of the valuation techniques used to measure the fair value and requires certain disclosures relating to fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in a market with sufficient activity. | ||||||||||||||||||||||||||||
The three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value is as follows: | ||||||||||||||||||||||||||||
• | Level 1—Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities that a Company has the ability to access; | |||||||||||||||||||||||||||
• | Level 2—Inputs, other than the quoted market prices included in Level 1, which are observable for the asset or liability, either directly or indirectly; and | |||||||||||||||||||||||||||
• | Level 3—Unobservable inputs for the asset or liability which is typically based on an entity’s own assumptions when there is little, if any, related market data available. | |||||||||||||||||||||||||||
The Company evaluates assets and liabilities subject to fair value measurements on a recurring and non-recurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made by the Company. The fair values of receivables, accounts payable, accrued costs and other current liabilities approximate the carrying values as a result of the short-term nature of these instruments. | ||||||||||||||||||||||||||||
The Company estimates the fair value of its debt by discounting the future cash flows of each instrument using estimated market rates of debt instruments with similar maturities and credit profiles. These inputs are classified as Level 3 within the fair value hierarchy. As of December 31, 2013, the carrying value reported in the consolidated balance sheet for the Company’s notes payable approximated its fair value. | ||||||||||||||||||||||||||||
No derivative contracts were outstanding as of December 31, 2013 or 2012. | ||||||||||||||||||||||||||||
The only assets or liabilities we had at December 31, 2013 that was recorded at fair value on a recurring basis is our financial interest in Seven Hills. We determine the fair value of this financial asset using the discounted cash flow method using assumptions derived from significant unobservable inputs and accordingly this valuation falls into Level 3 in the fair value hierarchy. The fair value of this asset at December 31, 2013 is $13.0 million. The significant unobservable input used in the fair value measurement of our financial interest is a discount rate which was estimated to be 16%. There was no change in the fair value of the financial interest in Seven Hills from the date of Acquisition to year-end. | ||||||||||||||||||||||||||||
Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill. These items are recognized at fair value when they are considered to be impaired. | ||||||||||||||||||||||||||||
There were no fair value adjustments for assets and liabilities measured on a non-recurring basis. The Company discloses fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. | ||||||||||||||||||||||||||||
Environmental Remediation Liabilities | ||||||||||||||||||||||||||||
When the Company determines that it is probable that a liability for environmental matters has been incurred, an undiscounted estimate of the required remediation costs is recorded as a liability in the combined financial statements, without offset of potential insurance recoveries. Costs that extend the life, increase the capacity or improve the safety or efficiency of company-owned assets or are incurred to mitigate or prevent future environmental contamination are capitalized. Other environmental costs are expensed when incurred. | ||||||||||||||||||||||||||||
Income Taxes | ||||||||||||||||||||||||||||
For the predecessor financial statements, the provision for income taxes is calculated as if the Company completed a separate tax return apart from its Parent, although the Company was included in the Parent’s U.S. federal and state income tax returns and non-U.S. (Canada) jurisdiction tax returns. As of the date of Acquisition, the successor financial statements reflect a new tax basis of accounting and the Company is a tax filer independent of Lafarge. Deferred tax assets and liabilities are recognized principally for the expected tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts, using currently enacted tax rates. | ||||||||||||||||||||||||||||
In the predecessor financial statements, net operating loss carry-forwards generated by the Company and not historically utilized by the Parent are reflected in the Company’s deferred tax assets notwithstanding the fact that such losses were retained by the Parent. Net operating losses that have already been utilized by the Parent are treated as equity transactions between the Company and the Parent. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. | ||||||||||||||||||||||||||||
In the successor financial statements, no net operating losses were carried over from the predecessor as part of the acquisition. The successor did not make any income tax payments for the period July 26, 2013 to December 31, 2013. | ||||||||||||||||||||||||||||
Collective Bargaining Agreement | ||||||||||||||||||||||||||||
Approximately 15% of our employees are unionized and the current collective bargaining agreement with our unionized employees at our Buchanan plant is set to expire on November 30, 2014. | ||||||||||||||||||||||||||||
Defined Contribution Pension Plans—Successor | ||||||||||||||||||||||||||||
Subsequent to the acquisition by Lone Star, the Company’s employees can participate in a 401K defined contribution pension plan. The Company contributes funds into this plan depending on each employee’s years of service and subject to certain limits. For the period from July 26, 2013 to December 31, 2013, the Company recorded an expense of $0.5 million for these contributions. | ||||||||||||||||||||||||||||
Defined Benefit Pension Plans and Other Post-Retirement Benefits—Predecessor | ||||||||||||||||||||||||||||
Prior to the acquisition by Lone Star, the Company’s salaried employees and union hourly employees participated in defined benefit pension plans sponsored by the Parent. These plans include other Parent employees that are not employees of the Company. The Parent also provides certain retiree health and life insurance benefits to eligible employees who have retired from the Company. Salaried participants generally become eligible for retiree health care benefits when they retire from active service at age 55 or later. Benefits, eligibility and cost-sharing provisions for hourly employees vary by location and/or bargaining unit. Generally, the health care plans pay a stated percentage of most medical and dental expenses reduced for any deductible, co-payment and payments made by government programs and other group coverage. The Company recorded approximately $11.9 million and $8.0 million for the years ended December 31, 2012 and 2011, respectively, in pension and other post-retirement benefits expense related its employees, which has been reflected within “Costs of goods sold” and “Selling and administrative” in the accompanying Combined Statements of Operations. The related pension and post-retirement benefit liability has not been allocated to the Company and has not been presented in the accompanying Combined Balance Sheets since the obligation remained a liability of Lafarge N.A after the acquisition of the Company by Lone Star. | ||||||||||||||||||||||||||||
Revenue Recognition | ||||||||||||||||||||||||||||
Revenue from the sale of gypsum products is recorded when title and ownership are transferred upon shipment of the products. Amounts billed to a customer in a sales transaction related to shipping and handling are included in “Net sales,” and costs incurred for shipping and handling are classified as “Cost of goods sold” in the Combined Statements of Operations. The revenues reported in these financial statements relate to specifically identifiable historical activities of the plants, warehouses, and other assets that comprise the Company. We record estimated reductions to revenue for customer programs and incentive offerings, including promotions and other volume-based incentives, in the period in which the sale occurs. | ||||||||||||||||||||||||||||
Derivative Instruments | ||||||||||||||||||||||||||||
We use derivative instruments to manage selected commodity price exposures. We do not use derivative instruments for speculative trading purposes, and we typically do not hedge beyond two years. We elected not to designate certain derivative instruments for hedge accounting under ASC 815-20, Derivatives—Hedging. All derivative instruments must be recorded on the Balance Sheet at fair value with changes in the fair value of the derivative reported in “Cost of goods sold” in the current period in the Statements of Operations. Gains related to changes in the fair value of derivatives were $0.7 million and $1.1 million for the years ended December 31, 2012 and 2011, respectively. There were no derivative contracts outstanding in 2013. | ||||||||||||||||||||||||||||
To the extent possible, we elect to apply the normal purchases or sales exception in accordance with ASC 815. Normal purchases or sales contracts are contracts that provide for the purchase or sale of something other than a financial instrument or derivative instrument that will be delivered in quantities expected to be used or sold by us over a reasonable period in the normal course of business. This election applies to the Company’s purchase commitments for natural gas commodities used in our production process that would otherwise be considered derivative instruments. Accordingly, the natural gas purchase contracts are not subject to ASC 815 nor recognized on the balance sheet at their fair value. | ||||||||||||||||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||||||||||||||||
In May 2011, the FASB issued guidance in ASU No. 2011-04 Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS which updates the definition of fair value and measurement criteria to bring them into agreement with IFRS’s (which are also changed to agree with U.S. GAAP). The guidance is effective for interim and annual periods beginning after December 15, 2011. Early adoption is not permitted. This guidance did not have a significant impact on our financial statements other than providing the required disclosures. | ||||||||||||||||||||||||||||
In September 2011, the FASB issued guidance on ASU 2011-08, Testing Goodwill for Impairment which is intended to simplify goodwill impairment testing by adding an option to qualitatively assess goodwill for impairment. The guidance is effective for interim and annual periods beginning after December 15, 2011. Early adoption is permitted. We adopted this guidance for our testing of goodwill for impairment effective October 1, 2011. | ||||||||||||||||||||||||||||
In July 2012, the FASB issued ASU No. 2012-02, Intangibles-Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment. This ASU permits an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative impairment test. This ASU was effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, which for us is the year ending December 31, 2013. The adoption of this update did not have a material impact on our financial statements. | ||||||||||||||||||||||||||||
In February 2013, the FASB issued ASU No. 2013-02, Comprehensive income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU amends existing guidance by requiring companies to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required to be reclassified in its entirety to net income in the same reporting period. For amounts which are not to be reclassified in their entirety to net income in the same reporting period, companies will be required to cross reference other disclosures that provide information about those amounts. The provisions of ASU 2013-02 are effective for annual periods beginning after December 15, 2012, which for us is the year ending December 31, 2013. The adoption of this update did not have a material impact on our financial statements. |
Receivables
Receivables | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||
Receivables [Abstract] | ' | ' | ||||||||||||||||||||||||||
Receivables | ' | ' | ||||||||||||||||||||||||||
3. Receivables | 3. Receivables | |||||||||||||||||||||||||||
Receivables consist of the following: | Receivables consist of the following (in thousands): | |||||||||||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||||||||||
Trade receivables | $ | 41,393 | $ | 34,065 | Trade receivables | $ | 34,065 | $ | 24,880 | |||||||||||||||||||
Total Allowances | (1,881 | ) | (1,737 | ) | Allowances | (1,737 | ) | (1,530 | ) | |||||||||||||||||||
Total receivables, net | $ | 39,512 | $ | 32,328 | Total receivables, net | $ | 32,328 | $ | 23,350 | |||||||||||||||||||
Trade receivables are recorded net of credit memos issued during the normal course of business. | At December 31, 2012, under the Predecessor, Lafarge N.A. maintained accounts receivable securitization programs in both the U.S. and Canada to provide additional sources of working capital and long-term financing. Under the terms of the securitization agreement, Lafarge N.A. maintained effective control over the assets sold and therefore the accounts receivable securitization transactions have not been accounted for as sales. As a result, the related accounts receivable are included in Lafarge N.A. financial statements and those directly attributable to the Predecessor have been reflected in these financial statements. The related secured borrowing and interest costs have not been allocated to the Predecessor as the obligation was, and remained, a liability of Lafarge N.A. CBP does not maintain an accounts receivable securitization program. | |||||||||||||||||||||||||||
Trade receivables are recorded net of credit memos issued during the normal course of business. | ||||||||||||||||||||||||||||
The following reflects a rollforward of the receivable allowances for the years ended December 31, 2013, 2012 and 2011 (In thousands): | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
July 26 to | January 1 to | |||||||||||||||||||||||||||
December 31, | August 30, | December 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||||||||||
Beginning | $ | (1,768 | ) | $ | (1,530 | ) | $ | (1,357 | ) | $ | (1,953 | ) | ||||||||||||||||
Additions | (1,466 | ) | (2,377 | ) | (3,097 | ) | (2,951 | ) | ||||||||||||||||||||
Write-offs | 1,497 | 2,139 | 2,924 | 3,547 | ||||||||||||||||||||||||
Ending | $ | (1,737 | ) | $ | (1,768 | ) | $ | (1,530 | ) | $ | (1,357 | ) | ||||||||||||||||
Inventories
Inventories | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Inventory Disclosure [Abstract] | ' | ' | ||||||||||||||||||
Inventories | ' | ' | ||||||||||||||||||
4. Inventories | 4. Inventories | |||||||||||||||||||
Inventories consist of the following: | Inventories consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | December 31, | |||||||||||||||||
September 30, | December 31, | 2013 | 2012 | |||||||||||||||||
2014 | 2013 | Finished products | $ | 3,841 | $ | 5,856 | ||||||||||||||
Finished Products | $ | 8,128 | $ | 3,841 | Work in process | — | 12 | |||||||||||||
Raw Materials | 18,587 | 16,505 | Raw materials | 16,505 | 15,762 | |||||||||||||||
Supplies and other | 8,022 | 7,774 | Supplies and other | 7,774 | 7,576 | |||||||||||||||
Total Inventories | $ | 34,737 | $ | 28,120 | Total inventories | $ | 28,120 | $ | 29,206 | |||||||||||
Property_Plant_and_Equipment
Property, Plant and Equipment | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Property, Plant and Equipment [Abstract] | ' | ' | ||||||||||||||||||
Property, Plant and Equipment | ' | ' | ||||||||||||||||||
5. Property, Plant and Equipment | 5. Property, Plant and Equipment | |||||||||||||||||||
Property, plant and equipment consist of the following: | Property, plant and equipment consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||
Land | $ | 12,931 | $ | 12,933 | Land | $ | 12,933 | $ | 3,978 | |||||||||||
Buildings | 109,755 | 108,737 | Buildings | 108,737 | 143,776 | |||||||||||||||
Plant machinery | 267,668 | 267,146 | Plant machinery | 267,146 | 441,195 | |||||||||||||||
Mobile equipment | 2,990 | 2,990 | Mobile equipment | 2,990 | 7,667 | |||||||||||||||
Construction in progress | 4,705 | 3,554 | Construction in progress | 3,554 | 7,384 | |||||||||||||||
Property, plant and equipment, at cost | 398,049 | 395,360 | Property, plant and equipment, at cost | 395,360 | 604,000 | |||||||||||||||
Accumulated depreciation | (38,166 | ) | (11,735 | ) | Accumulated depreciation | (11,735 | ) | (217,730 | ) | |||||||||||
Total property, plant and equipment, net | $ | 359,883 | $ | 383,625 | Total property, plant and equipment, net | $ | 383,625 | $ | 386,270 | |||||||||||
Depreciation expense was $26.4 million for the nine months ended September 30, 2014 (Successor), $2.8 million for the period July 26, 2013 to September 30, 2013 (Successor), and $16.1 million for the period January 1, 2013 to August 30, 2013 (Predecessor). | Depreciation expense was $11.7 million for July 26, 2013 to December 31, 2013 (Successor), $16.1 million for January 1, 2013 to August 30, 2013 (Predecessor) and $34.8 million and $25.9 million for the years ended December 31, 2012 and 2011 (Predecessor), respectively. Depreciation expense for the Predecessor includes depreciation of certain equipment obtained under a capital lease arrangement. | |||||||||||||||||||
Property and equipment includes $4.4 million at December 31, 2012 of certain equipment obtained under a capital lease arrangement that is included in “Buildings, machinery and equipment.” Accumulated depreciation related to such equipment under this capital lease arrangement was $2.4 million at December 31, 2012. This capital lease arrangement was terminated with a payment of $4.2 million to the owner of the equipment. A loss on this termination of $2.1 million is included in the cost of sales for the period July 26, 2013 to September 30, 2013, and $1.2 million is included in the cost of sales for the period January 1, 2013 to August 30, 2013 (Predecessor). | ||||||||||||||||||||
In September 2012, the Company closed its wallboard facility in Newark, New Jersey, and as a result, recorded an $11.3 million charge to accelerated depreciation of the facility and write-off of spare parts and other assets, which is reflected in costs of goods sold in the combined (Predecessor) statements of operations. The Company also recorded $0.2 million in 2012 related to severance benefits paid to employees affected by the closure which is reflected in “Cost of goods sold” in the predecessor statements of operations. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
Goodwill | ' |
6. Goodwill | |
At December 31, 2013 and 2012, the Company had two reporting units, of which only one included goodwill. In accordance with ASC 350, the Company performed the first step of the goodwill impairment test, by comparing the fair value of the reporting unit with its carrying value. The Company completed assessments as of October 1, 2013 and 2012 and determined the fair value of the reporting unit exceeded its carrying value. As a result management concluded that there was no goodwill impairment. There were no changes in the carrying value of goodwill during the year ended 2012. During 2013, a new basis of accounting was established with the acquisition of the Company by Lone Star on August 30, 2013, and resulted in a new value of goodwill for the successor financial statements. |
Software_and_Other_Intangibles
Software and Other Intangibles | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' | ||||||||||||||||||
Software and Other Intangibles | ' | ' | ||||||||||||||||||
6. Software and Other Intangibles | 7. Software and Other Intangibles | |||||||||||||||||||
Customer relationships and other intangibles consist of the following: | Customer relationships and other intangibles consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||
Customer relationships | $ | 117,540 | $ | 117,919 | Customer relationships | $ | 117,919 | 7,224 | ||||||||||||
Purchased and internally developed Software | 3,618 | 11 | Purchased and internally developed software | 11 | $ | 20,618 | ||||||||||||||
Trademarks | 14,943 | 14,990 | Trademarks | 14,990 | 317 | |||||||||||||||
Customer relationships and other intangibles, at cost | 136,101 | 132,920 | Customer relationships and other intangibles, at cost | 132,920 | 28,159 | |||||||||||||||
Accumulated amortization | (21,621 | ) | (6,794 | ) | Accumulated amortization | (6,794 | ) | (24,330 | ) | |||||||||||
Customer relationshipes and other intangibles, net | $ | 114,480 | $ | 126,126 | Customer relationships and other intangibles, net | $ | 126,126 | $ | 3,829 | |||||||||||
Amortization expense was $14.9 million for the nine months ended September 30, 2014 (Successor), $1.8 million for the period July 26, 2013 to September 30, 2013 (Successor), and $0.8 million for the period January 1, 2013 to August 30, 2013 (Predecessor). | Amortization expense is included in cost of sales and was $6.8 million for July 26, 2013 to December 31, 2013 (Successor), $0.8 million for January 1, 2013 to August 30, 2013 (Predecessor), and $1.6 million and $2.1 million the years ended December 31, 2012 (Predecessor) and 2011 (Predecessor), respectively. | |||||||||||||||||||
Amortization of customer relationships is done over a 15-year period using an accelerated method that reflects the expected future cash flows from the acquired customer-related intangible asset. Trademarks are amortized on a straight-line basis over the estimated useful life of 15 years. | Amortization of customer relationships is done over a 15 year period using an accelerated method that reflects the expected future cash flows from the acquired customer-related intangible asset. Trademarks are amortized on a straight-line basis over the estimated useful life of 15 years. | |||||||||||||||||||
Amortization expense related to capitalized software was $0.01 million for the nine months ended September 30, 2014 (Successor), and $0.3 million for the period January 1, 2013 to August 30, 2013 (Predecessor). CBP did not acquire capitalized software as part of the Acquisition, and capitalized approximately $3.5 million for the nine months ended September 30, 2014 (Successor) related to internal-use software costs for a new enterprise resource planning (“ERP”) system. In addition, CBP capitalized $0.1 million for the development of a new website. Subsequent to the end of the quarter, in October 2014, the new ERP system was placed in service and amortization of the software development costs began over a three-year useful life with the expense to be recorded in selling and administrative expense. | There were minimal capitalized software costs at December 31, 2013 (Successor) and $1.0 million at December 31, 2012 (Predecessor). Amortization expense related to capitalized software was $0.3 million for January 1, 2013 to August 30, 2013 (Predecessor) and $0.9 million and $1.4 million for the years ended December 31, 2012 (Predecessor) and December 31, 2011 (Predecessor), respectively. CBP did not acquire capitalized software as part of its acquisition of the Predecessor, and has incurred minimal costs related to internal-use software that are capitalizable. | |||||||||||||||||||
Based on the intangible assets recorded as of December 31, 2013, amortization expense for the years ending December 31, 2014, 2015, 2016, 2017 and 2018 is expected to be approximately $18.9 million, $14.7 million, $12.2 million, $10.5 million, and $9.4 million, respectively. These amounts may vary as acquisitions and dispositions occur in the future. |
Accrued_and_Other_Liabilities
Accrued and Other Liabilities | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Payables and Accruals [Abstract] | ' | ' | ||||||||||||||||||
Accrued and Other Liabilities | ' | ' | ||||||||||||||||||
7. Accrued and Other Liabilities | 8. Accrued and Other Liabilities | |||||||||||||||||||
Accrued and other liabilities consist of the following: | Accrued and other liabilities consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||
Vacation and other employee-related costs | 5,877 | $ | 2,948 | Vacation and other employee-related costs | $ | 2,948 | $ | 6,237 | ||||||||||||
VAT taxes | 1,366 | 942 | VAT taxes | 942 | 729 | |||||||||||||||
Income taxes | — | 4,197 | Restructuring | — | 163 | |||||||||||||||
Other | 1,845 | 3,238 | Income taxes | 4,197 | — | |||||||||||||||
Other | 3,238 | 232 | ||||||||||||||||||
Total accrued and other liabilities | $ | 9,088 | $ | 11,325 | ||||||||||||||||
Total accrued and other liabilities | $ | 11,325 | $ | 7,361 | ||||||||||||||||
Income_Taxes
Income Taxes | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ' | ||||||||||||||||||
Income Taxes | ' | ' | ||||||||||||||||||
8. Income Taxes | 9. Income Taxes | |||||||||||||||||||
The Predecessor’s operations were included in Lafarge N.A.’s combined U.S. Federal and state income tax returns. In addition, the Canadian Predecessor operations were included in Lafarge N.A.’s Canadian Federal and provincial income tax returns. The provisions for income taxes in the Predecessor financial statements have been determined on a separate return basis as if the Company filed its own tax returns. The income tax benefits related to net operating losses that have been utilized by Lafarge N.A. are reflected in the Predecessor financial statements as a distribution to Lafarge N.A. Management considered and weighed the available evidence, both positive and negative, to determine whether it is more-likely-than-not that some portion, or all, of the Predecessor’s deferred tax assets will not be realized. Given the losses of the Predecessor in the years prior to the Acquisition, the Predecessor established a valuation allowance relating to a portion of the deferred tax assets in the Predecessor financial statements. None of the net operating loss carry-forward carried forward to CBP as of the Acquisition date. The Company has not recorded a valuation allowance at September 30, 2014, as management concluded realization of the deferred tax assets was more likely than not. The Company’s projected estimated effective tax rate for the 2014 calendar year is approximately 38% and for the nine months ended September 30, 2014 the Company recognized in income tax expense approximately $0.1 million of unfavorable discrete tax items. In the third quarter of 2014, the Company recognized in additional paid-in capital approximately $1.0 million for a favorable discrete tax item associated with Initial Public Offering costs. | The components of the income tax (expense) benefit are as follows (In thousands): | |||||||||||||||||||
The Company is subject to audit examinations at federal, state and local levels by tax authorities in those jurisdictions. In addition, the Canadian operations are subject to audit examinations at federal and provincial levels by tax authorities in those jurisdictions. The tax matters challenged by the tax authorities are typically complex; therefore, the ultimate outcome of these challenges is subject to uncertainty. The Company has not identified any issues that did not meet the recognition threshold or would be impacted by the measurement provisions of the uncertain tax position guidance. | ||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | |||||||||||||||||
December 31, | August 30, | December 31, | December 31, | |||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||
Current | $ | (4,197 | ) | (884 | ) | $ | 542 | $ | 732 | |||||||||||
Deferred | 3,087 | 754 | (190 | ) | (416 | ) | ||||||||||||||
$ | (1,110 | ) | $ | (130 | ) | $ | 352 | 316 | ||||||||||||
The components of income (loss) before income taxes by country are as follows (In thousands): | ||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | |||||||||||||||||
December 31, | August 30, | December 31, | December 31, | |||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||
United States | $ | 3,225 | 32,509 | $ | (10,858 | ) | $ | (58,810 | ) | |||||||||||
Canada | (10 | ) | (194 | ) | (2,336 | ) | (2,048 | ) | ||||||||||||
$ | 3,215 | $ | 32,315 | $ | (13,194 | ) | $ | (60,858 | ) | |||||||||||
The provision for income taxes differs from that which would have resulted from the use of the federal statutory income tax rates primarily as a result of the provision for various state income taxes and due to the valuation allowance recorded against deferred tax assets for the Predecessor. | ||||||||||||||||||||
Taxes computed at the U.S. statutory federal income tax rate of 35% are reconciled to the Company’s effective rate as follows (In thousands): | ||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | |||||||||||||||||
December 31, | August 30, | December 31, | December 31, | |||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||
Taxes at the U.S. federal income tax rate | $ | 1,125 | $ | 11,310 | $ | (4,618 | ) | $ | (21,300 | ) | ||||||||||
U.S./Canadian tax rate differential | 2 | 19 | 234 | 175 | ||||||||||||||||
U.S. state and Canadian provincial income taxes, net of federal benefit | 74 | 1,314 | (494 | ) | (2,517 | ) | ||||||||||||||
Non-deductible expenses | 17 | 46 | 80 | 76 | ||||||||||||||||
Domestic production activities deduction | (108 | ) | — | — | — | |||||||||||||||
Valuation allowance | — | (12,559 | ) | 4,446 | 23,259 | |||||||||||||||
Other | — | — | — | (9 | ) | |||||||||||||||
Income tax expense (benefit) | $ | 1,110 | $ | 130 | $ | (352 | ) | $ | (316 | ) | ||||||||||
Effective rate | 34.53 | % | 0.4 | % | 2.67 | % | 0.52 | % | ||||||||||||
Deferred income taxes reflect the net effect of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for tax purposes. The significant components of deferred tax assets and deferred tax liabilities included on the Combined Balance Sheets are (In thousands): | ||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||
2013 | 2012 | |||||||||||||||||||
Deferred tax assets: | ||||||||||||||||||||
Reserves and other liabilities | $ | 2,137 | $ | 392 | ||||||||||||||||
Tax loss carryforwards | — | 111,007 | ||||||||||||||||||
Acquisition costs and intangibles | 1,533 | — | ||||||||||||||||||
Other | 136 | 2,181 | ||||||||||||||||||
3,806 | 113,580 | |||||||||||||||||||
Less valuation allowance | — | (43,780 | ) | |||||||||||||||||
Deferred tax assets, net of valuation allowance | 3,806 | 69,800 | ||||||||||||||||||
Deferred tax liabilities: | ||||||||||||||||||||
Depreciation, amortization and other | (719 | ) | (75,945 | ) | ||||||||||||||||
Deferred tax liabilities | (719 | ) | (75,945 | ) | ||||||||||||||||
Net deferred tax asset (liability) | $ | 3,087 | $ | (6,145 | ) | |||||||||||||||
Net deferred tax asset, current | $ | 2,137 | $ | — | ||||||||||||||||
Net deferred tax asset, non-current | $ | 950 | $ | — | ||||||||||||||||
Net deferred tax liability, non-current | $ | — | $ | (6,145 | ) | |||||||||||||||
The following is a rollforward of the deferred tax valuation allowance for the years ended December 31, 2012 and 2011 (In thousands): | ||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | |||||||||||||||||
December 31, | August 30, | December 31, | December 31, | |||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||
Balance at beginning of period | $ | — | $ | 43,780 | $ | 38,865 | $ | 16,053 | ||||||||||||
Amounts charged to expense | — | (12,559 | ) | 4,446 | 23,259 | |||||||||||||||
Amounts charged to other comprehensive income | — | — | 469 | (447 | ) | |||||||||||||||
Balance at end of period | $ | — | $ | 31,221 | $ | 43,780 | $ | 38,865 | ||||||||||||
The Predecessor’s operating results have historically been included in Lafarge N.A.’s combined US Federal and state income tax returns. In addition, the Canadian Predecessor operations have historically been included in Lafarge N.A.’s Canadian Federal and provincial income tax returns. The provisions for income taxes in the Predecessor financial statements have been determined on a separate return basis as if the Company filed its own tax returns. In 2012 and 2011, the Company generated pre-tax operating losses of $13.2 million and $60.9 million respectively, resulting in federal and state tax benefits. For U.S. federal income tax purposes, the Company had unused net operating loss carry-forwards of $111.0 million expiring from 2028 through 2032. For Canadian federal income tax purposes, the Company had no loss carryforwards available. The income tax benefits related to net operating losses that have been utilized by Lafarge N.A. are reflected in the Predecessor financial statements as a distribution to Lafarge N.A.. Management considered and weighed the available evidence, both positive and negative, to determine whether it is more-likely-than-not that some portion, or all, of the Predecessor’s deferred tax assets will not be realized. Given the losses of the Company over the recent years, the Company has established a valuation allowance relating to a portion of the deferred tax assets in the Predecessor financial statements. None of the net operating loss carry-forward carried forward to CBP as of the acquisition date with Lone Star. The Company has not recorded a valuation allowance at December 31, 2013, as management concluded realization of the deferred tax assets was more likely than not. | ||||||||||||||||||||
The Company is subject to audit examinations at federal, state and local levels by tax authorities in those jurisdictions. In addition, the Canadian operations are subject to audit examinations at federal and provincial levels by tax authorities in those jurisdictions. The tax matters challenged by the tax authorities are typically complex; therefore, the ultimate outcome of these challenges is subject to uncertainty. The Company has not identified any issues that did not meet the recognition threshold or would be impacted by the measurement provisions of the uncertain tax position guidance. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ' | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commitments and Contingencies | ' | ' | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
9. Commitments and Contingencies | 10. Commitments and Contingencies | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
The Company leases certain buildings and equipment. The Company’s facility and equipment leases may provide for escalations of rent or rent abatements and payment of pro rata portions of building operating expenses. Minimum lease payments are recognized on a straight-line basis over the minimum lease term. During the nine months ended September 30, 2014 (Successor), the period July 26, 2013 to September 30, 2013 (Successor) and the period January 1, 2013 to August 30, 2013 (Predecessor), total expenses under operating leases were $3.6 million, $0.4 million, and $7.8 million, respectively. The Company also has noncapital purchase commitments that primarily relate to gas, gypsum, paper and other raw materials. | The Company leases certain buildings and equipment. The Company’s facility and equipment leases may provide for escalations of rent or rent abatements and payment of pro rata portions of building operating expenses. Minimum lease payments are recognized on a straight-line basis over the minimum lease term. The Predecessor terminated the leases at a facility at the Port of Newark prior to the acquisition by Lone Star. During January 1, 2013 to August 30, 2013 (Predecessor), total rent paid on this lease, including a termination fee, was $4.2 million. Total expenses under operating leases were $1.5 million for July 26, 2013 to December 31, 2013 (Successor). Including Newark, total expenses under operating leases were $7.8 million for January 1, 2013 to August 30, 2013 (Predecessor), and $7.0 million and $5.9 million for the years ended December 31, 2012 (Predecessor) and December 31, 2011 (Predecessor), respectively. The Company also has noncapital purchase commitments that primarily relate to gas, gypsum, paper and other raw materials. The total amounts purchased under such commitments were $23.0 million for July 26, 2013 to December 31, 2013 (Successor), $47.9 million for January 1, 2013 to August 30, 2013 (Predecessor), and $63.8 million and $65.3 million for the years ended December 31, 2012 (Predecessor) and December 31, 2011 (Predecessor), respectively. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
The table below shows the future minimum lease payments due under non-cancelable operating leases and purchase commitments at September 30, 2014 (in thousands): | The table below shows the future minimum lease payments due under non-cancelable operating leases and purchase commitments at December 31, 2013 (In thousands): | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | Remaining | 2015 | 2016 | 2017 | 2018 | After | Total | 2014 | 2015 | 2016 | 2017 | 2018 | After | |||||||||||||||||||||||||||||||||||||||||||||
2014 | 2018 | 2018 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Operating Leases(1) | $ | 5,668 | $ | 293 | $ | 1,425 | $ | 975 | $ | 865 | $ | 616 | $ | 1,494 | Operating Leases(1) | $ | 5,486 | $ | 1,073 | $ | 1,066 | $ | 616 | $ | 621 | $ | 616 | $ | 1,494 | |||||||||||||||||||||||||||||
Purchase Commitments | 166,840 | 10,686 | 30,657 | 28,817 | 18,997 | 16,044 | 61,639 | Purchase Commitments | 186,213 | 33,960 | 32,269 | 20,762 | 17,658 | 18,060 | 63,504 | |||||||||||||||||||||||||||||||||||||||||||
Total Commitments | $ | 172,508 | $ | 10,979 | $ | 32,082 | $ | 29,792 | $ | 19,862 | $ | 16,660 | $ | 63,133 | Total Commitments | $ | 191,699 | $ | 35,033 | $ | 33,335 | $ | 21,378 | $ | 18,279 | $ | 18,676 | $ | 64,998 | |||||||||||||||||||||||||||||
-1 | Future minimum lease payments over the non-cancelable lease terms of the operating leases. | -1 | The table reflects future minimum lease payments over the non-cancelable lease terms of its operating lease. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Under certain circumstances, the Company provides letters of credit related to its natural gas and other supply purchases. At September 30, 2014 and December 31, 2013 the Company had outstanding letters of credit of approximately $3.9 million and $2.4 million, respectively. | Under certain circumstances, the Company provides letters of credit related to its natural gas and other supply purchases. At December 31, 2013 the Successor had outstanding letters of credit of approximately $2.4 million and at December 31, 2012 the Predecessor had outstanding letters of credit of approximately $1.4 million. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
In the ordinary course of business, the Company executes contracts involving indemnifications standard in the industry. These indemnifications might include claims relating to any of the following: environmental and tax matters; intellectual property rights; governmental regulations and employment-related matters; customer, supplier, and other commercial contractual relationships; and financial matters. While the maximum amount to which the Company may be exposed under such agreements cannot be estimated, it is the opinion of management that these guarantees and indemnifications are not expected to have a materially adverse effect on the Company’s financial condition, results of operations or liquidity. | In the ordinary course of business, the Company executes contracts involving indemnifications standard in the industry and indemnifications specific to a transaction such as sale of a business. These indemnifications might include claims relating to any of the following: environmental and tax matters; intellectual property rights; governmental regulations and employment-related matters; customer, supplier, and other commercial contractual relationships; and financial matters. While the maximum amount to which the Company may be exposed under such agreements cannot be estimated, it is the opinion of management that these guarantees and indemnifications are not expected to have a materially adverse effect on the Company’s financial condition, results of operations or liquidity. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
In the ordinary course of business, the Company is involved in certain legal actions and claims, including proceedings under laws and regulations relating to environmental and other matters. Because such matters are subject to many uncertainties and the outcomes are not predictable with assurance, the total liability for these legal actions and claims cannot be determined with certainty. When the Company determines that it is probable that a liability for environmental matters, legal actions or other contingencies has been incurred and the amount of the loss is reasonably estimable, an estimate of the costs to be incurred is recorded as a liability in the financial statements. As of September 30, 2014 and December 31, 2013, such liabilities were not material to the Company’s financial statements. While management believes its accruals for such liabilities are adequate, the Company may incur costs in excess of the amounts provided. Although the ultimate amount of liability that may result from these matters or actions is not ascertainable, the Company believes that any amounts exceeding the recorded accruals will not materially affect its financial condition. | In the ordinary course of business, the Company is involved in certain legal actions and claims, including proceedings under laws and regulations relating to environmental and other matters. Because such matters are subject to many uncertainties and the outcomes are not predictable with assurance, the total liability for these legal actions and claims cannot be determined with certainty. When the Company determines that it is probable that a liability for environmental matters, legal actions or other contingencies has been incurred and the amount of the loss is reasonably estimable, an estimate of the costs to be incurred is recorded as a liability in the financial statements. As of December 31, 2013 and December 31, 2012, such liabilities are not material to the Company’s and the Predecessor’s financial statements, respectively. While management believes its accruals for such liabilities are adequate, the Company may incur costs in excess of the amounts provided. Although the ultimate amount of liability that may result from these matters or actions is not ascertainable, the Company believes that any amounts exceeding the recorded accruals will not materially affect its financial condition. | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Following the Acquisition, the Company’s sole membership interest holder, LSF8 Gypsum Holdings, L.P., an affiliate of Lone Star and the Company’s current majority stockholder, implemented a cash-based long term incentive plan (the “LTIP”), in which participants have the potential to earn a cash payout upon a monetization event (as defined in the LTIP). Potential monetization events include the sale of the Company, a public offering where the sponsor reduces its interest to below 50% or at the sponsor’s discretion, or through certain cash distributions as defined in the LTIP. At September 30, 2014, no such monetization events had occurred, and therefore no amounts were accrued in the accompanying balance sheet as of September 30, 2014. | Following the acquisition, the Company’s sole membership interest holder, LSF8 Gypsum Holdings, L.P., implemented a cash-based long term incentive plan (the “LTIP”), in which participants have the potential to earn a cash payout upon a monetization event (as defined in the LTIP). Potential monetization events include the sale of the Company, an initial public offering where the sponsor reduces its interest to below 50% or at the sponsor’s discretion, or through certain cash distributions as defined in the LTIP. At December 31, 2013, no such monetization events had occurred, and therefore no amounts were accrued in the accompanying balance sheet as of December 31, 2013. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' | ' |
Related Party Transactions | ' | ' |
10. Related Party Transactions | 11. Related Party Transactions | |
Allocated Expenses | Allocated Expenses | |
The Predecessor has been allocated selling and administrative expenses from Lafarge N.A. of $4.9 million for the period January 1, 2013 to August 30, 2013. These costs from Lafarge N.A. had been derived from multiple levels of the organization including shared corporate expenses and fees from the parent of Lafarge N.A. These allocated costs were primarily related to corporate administrative expenses and reorganization costs, employee-related costs including pensions and other benefits for corporate and shared employees, and rental and usage fees for shared assets for the following functional groups: information technology, legal services, accounting and finance services, human resources, marketing and contract support, customer support, treasury, facility and other corporate and infrastructural services. The costs associated with these services and support functions (indirect costs) have been allocated to the Predecessor using the most meaningful respective allocation methodologies which were primarily based on proportionate revenue, proportionate headcount or proportionate direct labor costs of the Predecessor compared to Lafarge N.A. and/or its subsidiaries. | The Predecessor has been allocated selling and administrative expenses from Lafarge N.A. of $4.9 million for January 1, 2013 to August 30, 2013 and $7.0 million and $9.7 million for the years ended December 31, 2012 and 2011, respectively. These costs from Lafarge N.A. had been derived from multiple levels of the organization including shared corporate expenses and fees from the parent of Lafarge N.A. These allocated costs were primarily related to corporate administrative expenses and reorganization costs, employee-related costs including pensions and other benefits for corporate and shared employees, and rental and usage fees for shared assets for the following functional groups: information technology, legal services, accounting and finance services, human resources, marketing and contract support, customer support, treasury, facility and other corporate and infrastructural services. The costs associated with these services and support functions (indirect costs) have been allocated to the Predecessor using the most meaningful respective allocation methodologies which were primarily based on proportionate revenue, proportionate headcount or proportionate direct labor costs of the Predecessor compared to Lafarge N.A. and/or its subsidiaries. | |
In addition to the allocated selling and administrative expenses noted above, the Predecessor recorded approximately $7.6 million for the period January 1, 2013 to August 30, 2013, in pension and other post-retirement benefits expense related to its employees, which has been reflected within “Costs of goods sold” and “Selling and administrative” in the accompanying Combined Statements of Operations of the Predecessor. The Predecessor’s salaried employees and union hourly employees participated in defined benefit pension plans sponsored by Lafarge N.A. These plans include other Lafarge N.A. employees that are not employees of the Predecessor. Lafarge N.A. also provides certain retiree health and life insurance benefits to eligible employees who have retired from the Predecessor. Salaried participants generally become eligible for retiree health care benefits when they retire from active service at age 55 or later. Benefits, eligibility and cost-sharing provisions for hourly employees vary by location and/or bargaining unit. Generally, the health care plans pay a stated percentage of most medical and dental expenses reduced for any deductible, copayment and payments made by government programs and other group coverage. The related pension and post-retirement benefit liability has not been allocated to the Predecessor and has not been presented in the accompanying Predecessor balance sheet since the obligation remained a liability of Lafarge N.A. The Successor does not have any defined benefit pension or postretirement benefit plans in place. | In addition to the allocated selling and administrative expenses noted above, the Predecessor recorded approximately $7.6 million for January 1, 2013 to August 30, 2013 and $11.9 million and $8.0 million for the years ended December 31, 2012 and 2011, respectively, in pension and other post-retirement benefits expense related its employees, which has been reflected within “Costs of goods sold” and “Selling and administrative” in the accompanying Combined Statements of Operations of the Predecessor. The Predecessor’s salaried employees and union hourly employees participate in defined benefit pension plans sponsored by the Parent. These plans include other Lafarge N.A. employees that are not employees of the Predecessor. Lafarge N.A. also provides certain retiree health and life insurance benefits to eligible employees who have retired from the Predecessor. Salaried participants generally become eligible for retiree health care benefits when they retire from active service at age 55 or later. Benefits, eligibility and cost-sharing provisions for hourly employees vary by location and/or bargaining unit. Generally, the health care plans pay a stated percentage of most medical and dental expenses reduced for any deductible, copayment and payments made by government programs and other group coverage. The related pension and post-retirement benefit liability has not been allocated to the Predecessor and has not been presented in the accompanying Predecessor balance sheet since the obligation remained a liability of Lafarge N.A. The Successor does not have any pension or postretirement benefit plans in place. | |
Management believes the assumptions and allocations underlying the combined Predecessor financial statements are reasonable and appropriate under the circumstances. The expenses and cost allocations have been determined on a basis considered by Lafarge N.A. to be a reasonable reflection of the utilization of services provided to or the benefit received by the Predecessor during the periods presented relative to the total costs incurred by Lafarge N.A. However, the amounts recorded for these transactions and allocations are not necessarily representative of the amount that would have been reflected in the financial statements had the Predecessor been an entity that operated independently of Lafarge N.A. Consequently, results of operations after the Predecessor’s separation from Lafarge N.A. have included and will include costs and expenses that may be materially different than the Predecessor’s historical results of operations. Accordingly, the financial statements for these periods are not indicative of the future results of operations, financial position and cash flows. | Management believes the assumptions and allocations underlying the combined Predecessor financial statements are reasonable and appropriate under the circumstances. The expenses and cost allocations have been determined on a basis considered by Lafarge N.A. to be a reasonable reflection of the utilization of services provided to or the benefit received by the Predecessor during the periods presented relative to the total costs incurred by Lafarge N.A. However, the amounts recorded for these transactions and allocations are not necessarily representative of the amount that would have been reflected in the financial statements had the Predecessor been an entity that operated independently of Lafarge N.A. Consequently, future results of operations after the Predecessor’s separation from Lafarge N.A. will include costs and expenses that may be materially different than the Predecessor’s historical results of operations. Accordingly, the financial statements for these periods are not indicative of the future results of operations, financial position and cash flows. | |
Other | Other | |
Since the Acquisition, the Company is no longer part of the Lafarge N.A. organization but does have a Transition Services Agreement to help with certain ongoing back-office functions. These functions include, among others, accounting, treasury, tax, and information technology services. Starting in September 2013, the Company paid Lafarge N.A. a fee for these services of $119,000 per month that escalated to $129,700 per month in 2014. Most of these services are available through February 2015, but can be discontinued early by the Company. By the end of November 2014, CBP will have terminated the remaining services with Lafarge N.A. | Since the Acquisition, the Company is no longer part of the Lafarge N.A. organization but does have a Transition Services Agreement to help with certain ongoing back-office functions. These functions include, among others, accounting, treasury, tax, and information technology services. The Company paid Lafarge N.A. a fee for these services of $119,000 per month during 2013, and pay $129,700 per month in 2014. These services are available through February 2015, but can be discontinued earlier by the Company. | |
On August 30, 2013, the Company entered into an advisory agreement with an affiliate of Lone Star to provide certain management oversight services to the Company, including assistance and advice on strategic plans, obtaining and maintaining certain legal documents, and communicating and coordinating with service providers. The Company paid 110% of actual costs for the services provided and as of December 31, 2013, the Company owed $0.2 million under this agreement. The agreement was terminated upon the closing of the Initial Public Offering and in connection therewith, the Company paid a termination fee of $2.0 million that is included in non-operating expense. | On August 30, 2013, the Company entered into an advisory agreement with an affiliate of Lone Star to provide certain management oversight services to the Company, including assistance and advice on strategic plans, obtaining and maintaining certain legal documents, and communicating and coordinating with service providers. The Company pays 110% of actual costs for the services provided and as of December 31, 2013, we owed $0.2 million under this agreement. Subsequent to year-end, the agreement was terminated upon the closing of the public offering of the Company’s stock in February 2014, and upon which the Company paid a termination fee of $2 million. |
Investment_in_Seven_Hills
Investment in Seven Hills | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Investments Schedule [Abstract] | ' | ' |
Investment in Seven Hills | ' | ' |
11. Investment in Seven Hills | 12. Investment in Seven Hills | |
The Predecessor was a party with an unaffiliated third-party to a paperboard liner venture named Seven Hills Paperboard, LLC (“Seven Hills”). This venture provided the Predecessor with a continuous supply of high-quality recycled paperboard liner to meet its ongoing production requirements. For the Predecessor financial statements, management evaluated the characteristics of its investment in Seven Hills and concluded that Seven Hills would be deemed a variable interest entity (“VIE”) as there was not sufficient equity at risk in Seven Hills. Management also considered certain characteristics related to control and the power to direct the activities of Seven Hills that most significantly impact Seven Hills’ economic performance, including the significant decisions made by the Managing Board and the involvement of the other investor in managing the day-to-day activities. Management concluded the Predecessor was not the primary beneficiary. Accordingly, the Predecessor accounted for its investment in Seven Hills under the equity method of accounting. | The Predecessor was a party to a paperboard liner venture with an unaffiliated third-party named Seven Hills, LLC (“Seven Hills”). This venture provided the Predecessor with a continuous supply of high-quality recycled paperboard liner to meet its ongoing production requirements. For the Predecessor financial statements, management evaluated the characteristics of its investment in Seven Hills and concluded that Seven Hills would be deemed a VIE as there was not sufficient equity at risk in Seven Hills. Management also considered certain characteristics related to control and the power to direct the activities of Seven Hills that most significantly impact Seven Hills’ economic performance, including the significant decisions made by the Managing Board and the involvement of the other investor in managing the day-to-day activities. Management concluded the Company was not the primary beneficiary. Accordingly, the Predecessor accounted for its investment in Seven Hills under the equity method of accounting. | |
From the closing of the Acquisition through March 13, 2014, the venture equity ownership remained with Lafarge N.A., although many of the rights and obligations and underlying economics were contractually transferred to the Company in connection with the Acquisition. Based on the allocation of the purchase price paid in the Acquisition, $13.0 million related to the financial interest in the Seven Hills venture has been recorded and represents the fair value of the rights retained by the Company after the Acquisition. In the Successor financial statements, the Company elected the option to account for this financial interest at fair value with changes in fair value reflected in earnings during the period in which they occur. The Company elected to measure this financial interest at fair value, as permitted under FASB Accounting Standards Codification (“ASC”) 825, Financial Instruments, to better reflect the expected future benefit of the acquired financial interest. | Since the acquisition by Lone Star, the venture equity ownership has remained with Lafarge N.A. up until March 13, 2014, although many of the rights and obligations and underlying economics were contractually transferred to the Company. Based on the allocation of the purchase price, $13.0 million, related to the financial interest in the Seven Hills venture has been recorded and represents the fair value of the rights retained by the Company after the acquisition. In the Successor financial statements, we elected the option to account for this financial interest at fair value with changes in fair value reflected in earnings during the period in which they occur. We elected to measure this financial interest at fair value, as permitted under ASC 825, Financial Instruments, to better reflect the expected future benefit of the acquired financial interest. As of December 31, 2013, the fair value of this financial interest remained at $13 million. On March 13, 2014, Lafarge assigned its interest in the joint venture and the joint venture agreement and the other operative agreements to the Company under the same terms and conditions as existed prior to the Acquisition. | |
On March 13, 2014, Lafarge N.A. assigned its interest in the joint venture and the joint venture agreement and the other operative agreements to the Company under the same terms and conditions as existed prior to the Acquisition. As such, at this date of transfer the Company measured the investment at fair value and began accounting for this investment in Seven Hills under the equity method of accounting. | The Company currently has the right to terminate the venture and put its interest to the other investor based on a formula-driven price effective on the anniversary of the commencement date by providing notice two years prior to any such anniversary. Proceeds from such termination would revert to CBP. As of December 31, 2013 and December 31, 2012, the estimated redemption value would be $13.8 and $14.1 million. | |
Paperboard purchased from Seven Hills was $37.3 million, $4.4 million, and $33.1 million for the nine months ended September 30, 2014 (Successor), the period July 26, 2013 to September 30, 2013 (Successor), and the period January 1, 2013 to August 30, 2013 (Predecessor), respectively. The Company also has certain paper purchase commitments to Seven Hills totaling $33.0 million through 2017. | Paperboard purchased from Seven Hills was $17.6 million for July 26, 2013 to December 31, 2013 (Successor), $33.1 million for January 1, 2013 to August 30, 2013 (Predecessor), and was $43.6 million and $46.4 million for the years ended December 31, 2012 (Predecessor) and 2011 (Predecessor), respectively. The Company also has certain purchase commitments for paper totaling $29.2 million through 2015. |
Debt
Debt | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Debt Disclosure [Abstract] | ' | ' | ||||||||||||||||||
Debt | ' | ' | ||||||||||||||||||
13. Debt | 13. Debt | |||||||||||||||||||
Debt consists of the following: | Debt consists of the following: | |||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||
First Lien Credit Agreement | $ | 376,988 | $ | 413,962 | First Lien Credit Agreement with quarterly principal payments, maturing on August 28, 2020; interest rate of LIBOR (with a 1% floor) plus 3.75%; average annual interest rate of 4.75%, before original issue discount | $ | 413,962 | — | ||||||||||||
Second Lien Credit Agreement | 155,000 | Second Lien Credit Agreement maturing on February 26, 2021; interest rate of LIBOR (with a 1% floor) plus 7.75%; average annual interest rate of 8.75%, before original issue discount | 155,000 | — | ||||||||||||||||
Less: Original issue discount (net of amortization) | (3,021 | ) | (4,888 | ) | Borrowings under First Lien Credit Agreement Revolver | — | — | |||||||||||||
Less: Original issue discount (net of amortization) | (4,888 | ) | — | |||||||||||||||||
Total debt | 373,967 | 564,074 | ||||||||||||||||||
Less: Current portion of long-term debt | (4,150 | ) | Total debt | $ | 564,074 | — | ||||||||||||||
Less: Current portion of long-term debt | (4,150 | ) | — | |||||||||||||||||
Long-term debt | $ | 373,967 | $ | 559,924 | ||||||||||||||||
Long-term debt | $ | 559,924 | — | |||||||||||||||||
On August 30, 2013, the Company and its subsidiary Continental Building Products Operating Company, LLC (“OpCo”) entered into a first lien credit agreement with Credit Suisse AG, as administrative agent, Credit Suisse Securities (USA) LLC and RBC Capital Markets, as joint lead arrangers and joint bookrunners, and Royal Bank of Canada, as syndication agent (as amended on December 2, 2013, the “First Lien Credit Agreement”). The First Lien Credit Agreement provided OpCo a term loan facility at an initial amount of $415.0 million and a U.S. dollar revolving loan facility of $40.0 million and a Canadian dollar and/or U.S. dollar revolving facility of $10.0 million (such aggregate $50.0 million revolving facilities together, the “Revolver”), which may be borrowed by OpCo or by its subsidiary, Continental Building Products Canada Inc. in Canadian dollars or U.S. dollars. | ||||||||||||||||||||
On August 30, 2013, the Company and OpCo entered into a second lien credit agreement with Credit Suisse AG, as administrative agent, Credit Suisse Securities (USA) LLC and RBC Capital Markets, as joint lead arrangers and joint bookrunners, and Royal Bank of Canada, as syndication agent (as amended on December 2, 2013, the “Second Lien Credit Agreement”). The Second Lien Credit Agreement provided OpCo a term loan facility of $155.0 million (the “Second Lien Term Loan”). | ||||||||||||||||||||
On February 10, 2014, the Company completed the Initial Public Offering and used $152 million of net proceeds from the Initial Public Offering and cash on hand of $6.1 million to repay the $155 million Second Lien Term Loan in full along with a prepayment premium of $3.1 million. The $3.1 million prepayment premium was recorded in other (expense) income. The prepayment of the Second Lien Term Loan also resulted in the write-off of $6.9 million in original issue discount and deferred financing fees that were recorded in interest expense. | In connection with the acquisition by Lone Star, CBP purchased all of the assets of the Predecessor with cash. In order to finance a portion of the consideration payable to Lafarge N.A., the Successor entered into a First Lien Credit Agreement for borrowings of $320 million, a Second Lien Credit Agreement for borrowings of $120 million, and drew $25 million under a $50 million revolving credit facility as part of the First Lien Credit Agreement. In conjunction with the initial issuance of this debt, the Company incurred $15.3 million of debt issuance costs which are recorded as an asset and are being amortized using the effective interest rate method or the straight-line method which approximates the effective interest rate method, over the estimated life of the related debt. | |||||||||||||||||||
Interest under the First Lien Credit Agreement is floating. The interest rate spread over LIBOR, which has a 1% floor, was reduced by 50 basis points in May 2014, from 3.75% to 3.25%, as a result of the Company achieving a total leverage ratio of less than four times net debt to the trailing twelve months adjusted earnings before interest, depreciation and amortization, as of March 31, 2014, as calculated pursuant to the First Lien Credit Agreement. This reduced interest rate for the First Lien Credit Agreement will be in effect for as long as the leverage ratio, as calculated pursuant to the First Lien Credit Agreement, remains below four. The margin applicable to the borrowing was further reduced in the third quarter 2014 by 25 basis points to 3.00% after the Company achieved a B2 rating with a stable outlook by Moody’s and will remain in effect as long as this rating and outlook are maintained or better. | On December 2, 2013, we modified our First Lien Credit Agreement and Second Lien Credit Agreement and increased our borrowings by a total of $130 million with the proceeds distributed as a return of capital to our sponsor, Lone Star. The changes were considered a modification of the existing instruments in accordance with guidance provided by ASC 470-50. | |||||||||||||||||||
The First Lien Credit Agreement is secured by the underlying property and equipment of the Company. During the nine months ended September 2014, CBP pre-paid $34.9 million of principal payments and no further quarterly mandatory principal payments are required until the final payment of $377.0 million due on August 28, 2020. The annual effective interest rate on the First Lien Credit Agreement including original issue discount and amortization of debt issuance costs was 4.64% at September 30, 2014. | The maturity dates for the First Lien Credit Agreement and Second Lien Credit Agreement remained the same. The First Lien was increased by $95 million from $320 million to a total $415 million with quarterly principal payments increased from $0.8 million to $1.0 million and the remaining amount due at maturity in 2020. The Second Lien was increased by $35 million from $120 million to $155 million and remains all due at maturity in 2021. Interest remained floating for both liens and the interest rate spread over LIBOR (with a 1% floor) was increased from plus 3.5% to plus 3.75% for the term loan under the First Lien Credit Agreement and from plus 7.5% to plus 7.75% for the term loan under the Second Lien Credit Agreement. The margin applicable to each borrowing may be reduced by 0.25% if the Company achieves certain credit ratings by Moody’s and S&P. The margin may be further reduced by 0.50% subsequent to our initial public offering if we achieve certain credit ratings by Moody’s and S&P or achieve a total leverage ratio less than four times net debt to adjusted earnings before interest, depreciation and amortization as defined in the agreement. | |||||||||||||||||||
There were no amounts outstanding under the Revolver as of September 30, 2014. The interest rate on amounts outstanding under the Revolver is floating, based on LIBOR (with a floor of 1%), plus 225 basis points. In addition, CBP pays a facility fee of 50 basis points per annum on the total Revolver. Availability under the Revolver, based on draws and outstanding letters of credit and that there are no violations of covenants, was $46.1 million at September 30, 2014. | Total original issue discount and other fees associated with the amendment of approximately $5 million were paid at closing. Third party debt issuance costs were expensed. | |||||||||||||||||||
Total cash interest paid for the nine months ended September 30, 2014 (Successor) was $15.6 million. No significant amounts of interest were paid by the Predecessor in the prior periods. | The First Lien Credit Agreement is secured by the underlying property and equipment of the Company and has principal payments of $1,037,000 that are due quarterly with a final payment of $387.0 million due on August 28, 2020. The annual effective interest rate on the First Lien Credit Agreement including original issue discount and amortization of debt issuance costs is 5.2%. | |||||||||||||||||||
The table below shows the future minimum principal payments due under the First Lien Credit Agreement. | The Second Lien Credit Agreement has a second lien on the underlying property and equipment of the Company. No principal payments are required until maturity on February 26, 2021. The annual effective interest rate on the Second Lien Credit Agreement including original issue discount and amortization of debt issuance costs is 9.4%. | |||||||||||||||||||
The First Lien Credit Agreement also has a $50 million revolver (the “Revolver”), none of which was outstanding as of December 31, 2013. Interest is floating, based on LIBOR (with a floor of 1%), plus 300 basis points. In addition, CBP pays a facility fee of 50 basis points per annum on the total Revolver facility. Availability under the Revolver, based on draws and outstanding letters of credit and that there are no violations of covenants, was $47.6 million at December 31, 2013. | ||||||||||||||||||||
Total interest paid for the period July 26, 2013 to December 31, 2013 (Successor) was $9.5 million. No significant amounts of interest were paid by the Predecessor. | ||||||||||||||||||||
(in thousands) | Amount Due | |||||||||||||||||||
Remaining 2014 | $ | — | The table below shows the future minimum principal payments due under the credit agreements. | |||||||||||||||||
2015 | — | |||||||||||||||||||
2016 | — | |||||||||||||||||||
2017 | — | Amount Due | ||||||||||||||||||
2018 | — | in thousands | ||||||||||||||||||
Thereafter | $ | 376,988 | 2014 | $ | 4,150 | |||||||||||||||
Under the terms of the First Lien Credit Agreement, the Company is required to comply with certain covenants, including among others, a limitation of indebtedness, limitation on liens, and limitations on certain cash distributions. One single financial covenant governs all of the Company’s debt and applies only if the outstanding borrowings of the Revolver plus outstanding letters of credit are greater than $12.5 million as of the end of the quarter. The financial covenant is a total leverage ratio calculation, in which total debt less outstanding cash is divided by adjusted earnings before interest, depreciation and amortization. It would require a leverage ratio below 6.75 as of September 30, 2014. As the sum of outstanding borrowings under the Revolver and outstanding letters of credit were less than $12.5 million at September 30, 2014, the financial covenant was not applicable for the quarter. | 2015 | 4,150 | ||||||||||||||||||
2016 | 4,150 | |||||||||||||||||||
2017 | 4,150 | |||||||||||||||||||
2018 | 4,150 | |||||||||||||||||||
Thereafter | 548,212 | |||||||||||||||||||
Subsequent to year-end, on February 10, 2014, we closed on our initial public offering of common stock and used the net proceeds to repay the Second Lien Credit Agreement of $155 million. See Note 14 “Subsequent Events” for further information. | ||||||||||||||||||||
Under the terms of the credit agreements above, the Company is required to comply with certain covenants, including among others, the limitation of indebtedness, limitation on liens, and limitations on certain cash distributions. One single financial covenant governs all of the Company’s debt and only applies if the outstanding borrowings of the Revolver plus outstanding letters of credit are greater than $12.5 million as of the end of the quarter, beginning with the quarter ending December 31, 2013. The financial covenant is a total leverage ratio calculation, in which total debt less outstanding cash is divided by adjusted earnings before interest, depreciation and amortization. The covenant was not applicable at December 31, 2013. If applicable, the December 31, 2013, total leverage ratio financial covenant would have been 6.75. |
Segment_Reporting
Segment Reporting | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ' | ||||||||||||||||||||||||||||||||||||||
Segment Reporting | ' | ' | ||||||||||||||||||||||||||||||||||||||
15. Segment Reporting | 14. Segment Reporting | |||||||||||||||||||||||||||||||||||||||
Segment information is presented in accordance with FASB ASC 280, Segment Reporting, which establishes standards for reporting information about operating segments. It also establishes standards for related disclosures about products and geographic areas. The Company’s and Predecessor’s primary reportable segment is wallboard which represented approximately 96% of the Company’s revenues in the nine months ended September 30, 2014. This segment produces wallboard for the commercial and residential construction sectors. The Company also operates other business activities, primarily finishing products, which complement the Company’s full range of wallboard products. | Segment information is presented in accordance with ASC 280, Segment Reporting (“ASC 280”), which establishes standards for reporting information about operating segments. It also establishes standards for related disclosures about products and geographic areas. The Company’s and Predecessor’s primary reportable segment is wallboard which represents approximately 95% of the revenues of the Company and Predecessor. This segment produces wallboard for the commercial and residential construction sectors. We also operate other business activities, primarily finishing products, which complement the Company’s full range of wallboard products. | |||||||||||||||||||||||||||||||||||||||
Revenues from the major products sold to external customers include gypsum wallboard and finishing products. | ||||||||||||||||||||||||||||||||||||||||
Revenues from the major products sold to external customers include gypsum wallboard and finishing products. | The Company’s and Predecessor’s two geographic areas consist of the United States and Canada for which it reports net sales, fixed assets and total assets. | |||||||||||||||||||||||||||||||||||||||
The Company’s and Predecessor’s two geographic areas consist of the United States and Canada for which it reports net sales, fixed assets and total assets. | The Company and Predecessor evaluate operating performance based on profit or loss from operations before certain adjustments as shown below. Revenues are attributed to geographic areas based on the location of the assets producing the revenues. We did not provide asset information by segment as our CODM does not use such information for purposes of allocating resources and assessing segment performance. | |||||||||||||||||||||||||||||||||||||||
The Company and Predecessor evaluate operating performance based on profit or loss from operations before certain adjustments as shown below. Revenues are attributed to geographic areas based on the location of the assets producing the revenues. The Company did not provide asset information by segment as the Company’s chief operating decision maker does not use such information for purposes of allocating resources and assessing segment performance. | ||||||||||||||||||||||||||||||||||||||||
Reportable segment information consists of the following: | Reportable segment information consists of the following (In thousands): | |||||||||||||||||||||||||||||||||||||||
Successor | Successor | Predecessor | Successor | Predecessor | ||||||||||||||||||||||||||||||||||||
(in thousands) | Nine Months | July 26 - | January 1 - | July 26, 2013 | January 1, | Year Ended | Year Ended | |||||||||||||||||||||||||||||||||
Ended | September 30, | August 30, | to December 31, | 2013 to | December 31, | December 31, | ||||||||||||||||||||||||||||||||||
September 30, | 2013 | 2013 | 2013 | August 30, | 2012 | 2011 | ||||||||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||||||||||||||
Net Sales: | Net Sales: | |||||||||||||||||||||||||||||||||||||||
Wallboard | 292,212 | 34,291 | 240,225 | Wallboard | $ | 144,689 | $ | 240,225 | $ | 295,282 | $ | 236,096 | ||||||||||||||||||||||||||||
Other | 11,480 | 1,339 | 12,023 | Other | 5,377 | 12,023 | 16,128 | 16,015 | ||||||||||||||||||||||||||||||||
Total net sales | 303,692 | 35,630 | 252,248 | Total net sales | $ | 150,066 | $ | 252,248 | $ | 311,410 | $ | 252,111 | ||||||||||||||||||||||||||||
Operating income (loss): | Operating income (loss): | |||||||||||||||||||||||||||||||||||||||
Wallboard | 39,819 | (2,045 | ) | 32,699 | Wallboard | $ | 14,162 | $ | 32,699 | $ | (11,814 | ) | $ | (59,493 | ) | |||||||||||||||||||||||||
Other | (527 | ) | (62 | ) | (72 | ) | Other | (384 | ) | (72 | ) | (943 | ) | (1,623 | ) | |||||||||||||||||||||||||
Adjustments: | Adjustments: | |||||||||||||||||||||||||||||||||||||||
Interest Expense | (24,518 | ) | (2,364 | ) | (91 | ) | Interest Expense | (10,542 | ) | (91 | ) | (212 | ) | (273 | ) | |||||||||||||||||||||||||
Gain (loss) from Equity Investment | (257 | ) | — | (30 | ) | Loss from equity investment | — | (30 | ) | (138 | ) | 228 | ||||||||||||||||||||||||||||
Other non-operating expenses | (5,461 | ) | 85 | (191 | ) | Other expenses | (21 | ) | (191 | ) | (87 | ) | 303 | |||||||||||||||||||||||||||
Income (loss) before income tax benefit | 9,056 | (4,386 | ) | 32,315 | Income (loss) before income tax benefit | $ | 3,215 | $ | 32,315 | $ | (13,194 | ) | $ | (60,858 | ) | |||||||||||||||||||||||||
Depreciation and Amortization | Depreciation and Amortization | |||||||||||||||||||||||||||||||||||||||
Wallboard | 40,423 | 4,492 | 16,067 | Wallboard | $ | 17,943 | $ | 16,067 | $ | 35,091 | $ | 26,837 | ||||||||||||||||||||||||||||
Other | 901 | 102 | 819 | Other | 586 | 819 | 1,240 | 1,217 | ||||||||||||||||||||||||||||||||
Total depreciation and amortization | 41,324 | 4,594 | 16,886 | Total depreciation and amortization | $ | 18,529 | $ | 16,886 | $ | 36,331 | $ | 28,054 | ||||||||||||||||||||||||||||
Information concerning principal geographic areas is as follows (In thousands): | ||||||||||||||||||||||||||||||||||||||||
Successor | Predecessor | Successor | ||||||||||||||||||||||||||||||||||||||
July 26, 2013 | January 1, | December 31, | December 31, | |||||||||||||||||||||||||||||||||||||
to December 31, | 2013 to | 2013 | 2013 | |||||||||||||||||||||||||||||||||||||
2013 | August 30, | Fixed Assets | Total Assets | |||||||||||||||||||||||||||||||||||||
Net Sales | 2013 | |||||||||||||||||||||||||||||||||||||||
Net Sales | ||||||||||||||||||||||||||||||||||||||||
United States | $ | 135,275 | $ | 221,995 | $ | 379,381 | $ | 714,495 | ||||||||||||||||||||||||||||||||
Canada | 14,791 | 30,253 | 4,244 | 25,881 | ||||||||||||||||||||||||||||||||||||
$ | 150,066 | $ | 252,248 | $ | 383,625 | $ | 740,376 | |||||||||||||||||||||||||||||||||
As of and for the Years Ended December 31, | ||||||||||||||||||||||||||||||||||||||||
2012 (Predecessor) | 2011 (Predecessor) | |||||||||||||||||||||||||||||||||||||||
Net Sales | Fixed | Total | Net Sales | Fixed | Total | |||||||||||||||||||||||||||||||||||
Assets | Assets | Assets | Assets | |||||||||||||||||||||||||||||||||||||
United States | $272,579 | $381,666 | $543,968 | $226,147 | $410,528 | $567,183 | ||||||||||||||||||||||||||||||||||
Canada | 38,831 | 4,604 | 12,778 | 25,964 | 5,374 | 8,861 | ||||||||||||||||||||||||||||||||||
$311,410 | $386,270 | $556,746 | $252,111 | $415,902 | $576,044 |
Quarterly_Data_unaudited
Quarterly Data (unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Data (unaudited) | ' | ||||||||||||||||
15. Quarterly Data (unaudited) | |||||||||||||||||
The following table presents selected quarterly data for the Successor periods: | |||||||||||||||||
Successor | |||||||||||||||||
Period Ended | Three Months | ||||||||||||||||
July 26, 2013 to | Ended | ||||||||||||||||
September 30, 2013 | December 31, 2013 | ||||||||||||||||
(in thousands, except EPS and operating data) | |||||||||||||||||
Net sales | $ | 35,630 | $ | 114,436 | |||||||||||||
Costs of goods sold | 31,537 | 89,798 | |||||||||||||||
Selling and administrative | 6,200 | 8,753 | |||||||||||||||
Operating income | (2,107 | )(1) | 15,885 | ||||||||||||||
Net income (loss) | (4,640 | ) | 6,745 | ||||||||||||||
Earnings per share—basic and diluted | $ | (0.14 | ) | $ | 0.21 | ||||||||||||
Wallboard sales volume | |||||||||||||||||
(million square feet) | 195 | 632 | |||||||||||||||
Mill net sales price | $ | 144 | $ | 143 | |||||||||||||
Depreciation and amortization | $ | 4,594 | $ | 13,935 | |||||||||||||
-1 | Operating income for the period ended September 30, 2013 includes $2,075 of lease termination costs, $3,296 of acquisition closing costs, and inventory step-up impacting margin of $1,500. | ||||||||||||||||
The following table presents selected quarterly data for the Predecessor periods: | |||||||||||||||||
Predecessor | |||||||||||||||||
Three Months | Three Months | July 1 2013 to | |||||||||||||||
Ended | Ended | August 30, 2013 | |||||||||||||||
March 31, 2013 | June 30, 2013 | ||||||||||||||||
(in thousands, except operating data) | |||||||||||||||||
Net sales | $ | 83,450 | $ | 99,679 | $ | 69,119 | |||||||||||
Costs of goods sold | 65,157 | 73,991 | 56,190 | ||||||||||||||
Selling and administrative | 8,340 | 8,486 | 7,457 | ||||||||||||||
Operating income | 9,953 | -1 | 17,202 | -2 | 5,472 | -3 | |||||||||||
Net income | 9,797 | 16,676 | 5,712 | ||||||||||||||
Wallboard sales volume | |||||||||||||||||
(million square feet) | 438 | 523 | 373 | ||||||||||||||
Mill net sales price | $ | 147 | $ | 150 | $ | 145 | |||||||||||
Depreciation and amortization | $ | 6,242 | $ | 6,248 | $ | 4,396 | |||||||||||
-1 | Operating income for the three months ended March 31, 2013 includes $2,858 of pension expense and $1,120 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-2 | Operating income for the three months ended June 30, 2013 includes $2,817 for pension expense and $1,140 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-3 | Operating income for the period July 1, 2013 to August 30, 2013 includes $1,961 for pension expense, $744 of expense related to the Master Brands Agreement with Lafarge S.A., lease termination costs of $2,556 for the Newark facility that was closed, and lease termination costs of $1,195 to discontinue the use of our co-generation power plant. | ||||||||||||||||
Predecessor | |||||||||||||||||
Three Months | Three Months | Three Months | Three Months | ||||||||||||||
Ended | Ended | Ended | Ended | ||||||||||||||
March 31, 2012 | June 30, 2012 | September 30, | December 31, | ||||||||||||||
2012 | 2012 | ||||||||||||||||
(in thousands, except operating data) | |||||||||||||||||
Net sales | $ | 73,480 | $ | 68,729 | $ | 81,240 | $ | 87,961 | |||||||||
Costs of goods sold | 66,902 | 76,769 | 69,804 | 76,461 | |||||||||||||
Selling and administrative | 9,209 | 8,550 | 7,795 | 8,677 | |||||||||||||
Operating income | (2,631 | )(1) | (16,590 | )(2) | 3,641 | -3 | 2,823 | (4) | |||||||||
Net income (loss) | (2,819 | ) | (16,722 | ) | 3,705 | 2,994 | |||||||||||
Wallboard sales volume | |||||||||||||||||
(million square feet) | 451 | 415 | 500 | 537 | |||||||||||||
Mill net sales price | $ | 120 | $ | 125 | $ | 125 | $ | 126 | |||||||||
Depreciation and amortization | $ | 6,770 | $ | 16,715 | (5) | $ | 6,443 | $ | 6,403 | ||||||||
-1 | Operating income for the three months ended March 31, 2012 includes $2,647 of pension expense and $853 of expense related to the Master Brands Agreement with Lafarge S.A., and a special bonus of $460 | ||||||||||||||||
-2 | Operating income for the three months ended June 30, 2012 includes $2,647 for pension expense and $834 of expense related to the Master Brands Agreement with Lafarge S.A., a special bonus of $444, a spare parts write-off of $1,205, and accelerated depreciation for the closure of our Newark facility of $10,100. | ||||||||||||||||
-3 | Operating income for the three months ended September 30, 2012 includes $2,647 for pension expense, and $853 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-4 | Operating income for the three months ended December 31, 2012 includes $3,985 for pension expense, and $1,062 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-5 | Depreciation expense for the three months ended June 30, 2012 includes accelerated depreciation for the closure of our Newark facility of $10,100. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
16. Subsequent Events | |
On February 3, 2014, we effected a 32,304 for one stock split. This stock split has been retroactively applied to the Successor’s financial statements for the period July 26, 2013 to December 31, 2013. | |
On February 5, 2014, the Company completed its initial public offering of 11,765,000 shares at $14.00 per share and began trading on the New York Stock Exchange under the symbol CBPX. Net proceeds after underwriting discounts and commissions were approximately $154 million. Net proceeds were used to pay a $2 million one-time payment to Lone Star in consideration for the termination of our asset advisory agreement with affiliates of Lone Star as further described in Note 11 under “Related Party Transactions”. The remaining net proceeds and available cash on hand were used to fully repay the $155 million Second Lien Term Loan along with a prepayment premium of $3.1 million. | |
In conjunction with this offering, we granted approximately 142,000 stock options and 75,000 restricted shares to employees at the initial offering price of $14.00 per share. | |
On March 13, 2014, Lafarge assigned its interest in the Seven Hills joint venture and the joint venture agreement and the other operative agreements to the Company under the same terms and conditions as existed prior to the Acquisition. We currently purchase substantially all of our paperboard liner from the Seven Hills joint venture. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||
Sep. 30, 2014 | ||||
Fair Value Disclosures [Abstract] | ' | |||
Fair Value Measurements | ' | |||
12. Fair Value Measurements | ||||
U.S. GAAP provides a framework for measuring fair value, establishes a fair value hierarchy of the valuation techniques used to measure the fair value and requires certain disclosures relating to fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in a market with sufficient activity. | ||||
The three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value is as follows: | ||||
• | Level 1—Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities that a Company has the ability to access; | |||
• | Level 2—Inputs, other than the quoted market prices included in Level 1, which are observable for the asset or liability, either directly or indirectly; and | |||
• | Level 3—Unobservable inputs for the asset or liability which is typically based on an entity’s own assumptions when there is little, if any, related market data available. | |||
The Company evaluates assets and liabilities subject to fair value measurements on a recurring and non-recurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made by the Company. The fair values of receivables, accounts payable, accrued costs and other current liabilities approximate the carrying values as a result of the short-term nature of these instruments. | ||||
The Company estimates the fair value of its debt by discounting the future cash flows of each instrument using estimated market rates of debt instruments with similar maturities and credit profiles. These inputs are classified as Level 3 within the fair value hierarchy. As of December 31, 2013 and September 30, 2014, the carrying value reported in the consolidated balance sheet for the Company’s notes payable approximated its fair value. | ||||
The only assets or liabilities the Company had at September 30, 2014 that are recorded at fair value on a recurring basis is the interest rate cap that the Company entered into on March 31, 2014 that had a fair value of $0.1 million as of September 30, 2014 (see Note 13, Debt) and natural gas hedges that had a fair value of $0.1 million at September 30, 2014. Both the interest rate cap and the natural gas hedges are classified within Level 2 of the fair value hierarchy as they are valued using third party pricing models which contain inputs that are derived from observable market data. | ||||
Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill. These items are recognized at fair value when they are considered to be impaired. | ||||
There were no fair value adjustments for assets and liabilities measured on a non-recurring basis. The Company discloses fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. |
Derivative_Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' |
Derivative Instruments | ' |
14. Derivative Instruments | |
The Company uses derivative instruments to manage selected commodity price and interest rate exposures. The Company does not use derivative instruments for speculative trading purposes, and typically does not hedge beyond two years. Cash flows from derivative instruments are included in net cash provided by operating activities in the consolidated statements of cash flows. | |
Commodity Derivative Instruments | |
As of September 30, 2014, the Company had 875 thousand millions of British Thermal Units (“mmBTUs”) in aggregate notional amount outstanding natural gas swap contracts to manage commodity price exposures. All of these contracts mature by September 30, 2015. The Company elected to designate these derivative instruments as cash flow hedges in accordance with ASC 815-20, Derivatives—Hedging. For derivative contracts designated as cash flow hedges, the effective portion of changes in the fair value of the derivative is recorded to accumulated other comprehensive income, and is reclassified to earnings when the underlying forecasted transaction affects earnings. The ineffective portion of changes in the fair value of the derivative is recorded in cost of goods sold. The net unrealized gain that remained in accumulated other comprehensive income (loss), as of September 30, 2014 was $0.1 million. No ineffectiveness was recorded on these contracts during 2014. Gains and losses on these contracts that are designated as cash flow hedges are reclassified into earnings when the underlying forecasted transactions affect earnings. The Company reassesses the probability of the underlying forecasted transactions occurring on a quarterly basis. | |
On a pre-tax basis, for the nine months ended September 30, 2014, approximately $0.1 million of gains were recognized in other comprehensive income for the commodity contracts. For the same period, the amount of gain reclassified from accumulated other comprehensive income into income was nominal. As of September 30, 2014, $0.1 million was recorded in other current assets. | |
Interest Rate Derivative Instrument | |
At September 30, 2014, the Company had an interest rate cap on three month U.S. Dollar LIBOR of 2% for a notional amount of $205.4 million, representing 54% of the principal amount outstanding under the First Lien Credit Agreement as of September 30, 2014. The notional amount of the interest rate cap declines by $0.5 million each quarter through December 31, 2015. The objective of the hedge is to protect the cash flows from adverse extreme market interest rate changes for a portion of the First Lien Credit Agreement through March 31, 2016. Changes in the fair value of the interest rate cap are expected to be perfectly effective in offsetting the changes in cash flow of interest payments attributable to fluctuations for three month U.S. Dollar LIBOR interest rates above 2%. The hedge is being accounted for as a cash flow hedge. | |
Changes in the time value of the interest rate cap are reflected directly in earnings through “other income / expense” in non-operating income. CBP recorded a $0.2 million loss for the nine months ended September 30, 2014 (Successor). The fair value of the time value of the interest rate cap of $0.1 million is recorded in other current assets as of September 30, 2014. | |
Counterparty Risk | |
The Company is exposed to credit losses in the event of nonperformance by the counterparties to the Company’s derivative instruments. As of September 30, 2014, the Company’s derivatives were in a $0.1 million net asset position. All of the Company’s counterparties have investment grade credit ratings; accordingly, the Company anticipates that the counterparties will be able to fully satisfy their obligations under the contracts. The Company’s agreements outline the conditions upon which it or the counterparties are required to post collateral. As of September 30, 2014, the Company had no collateral posted with its counterparties related to the derivatives. |
ShareBased_Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
Share-Based Compensation | ' |
16. Share-Based Compensation | |
In conjunction with the Initial Public Offering, the Company granted employees 142,000 stock options and 75,000 shares of restricted stock that vest over four years. The fair value of stock options was determined using the Black Scholes option pricing model with the following assumptions: (a) a risk free interest rate assumption of 2.15%, based on the U.S. Treasury yield curve in effect at the time of the grant; (b) a dividend yield of 0% as the Company currently has no plans to pay a dividend; (c) a volatility assumption of 50.34%, based on historical volatilities of comparable publicly traded companies, and (d) an expected life of 6.25 years based on the assumption that the options will be exercised evenly from time of vesting to the expiration date. Compensation expense of $0.3 million was recorded for share-based awards for the nine months ended September 30, 2014. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||
Earnings (Loss) Per Share | ' | ' | ||||||||||||||||||||||||||
Earnings (Loss) Per Share | Earnings Per Share | |||||||||||||||||||||||||||
Basic earnings and loss per share are based on the weighted average number of shares of common stock outstanding assuming the 32,304 for one stock split occurred as of January 1, 2014 and the issuance of 11,765,000 new shares on February 10, 2014 in connection with the Initial Public Offering. Diluted earnings and loss per share are based on the weighted average number of shares outstanding plus the dilutive effect, if any, of outstanding restricted stock and stock options. | Earnings per share for the Successor period are calculated after taking into account the 32,304 for one stock split that occurred on February 3, 2014. There were no dilutive securities outstanding, and therefore basic and diluted earnings per share are the same. | |||||||||||||||||||||||||||
Earnings (Loss) Per Share | July 26, 2013 to | |||||||||||||||||||||||||||
(in thousands, except per share data) | Nine Months | July 26 - | December 31, 2013 | |||||||||||||||||||||||||
Ended | September 30, | Net income (in thousands) | $ | 2,105 | ||||||||||||||||||||||||
September 30, | 2013 | Weighted average number of common shares | 32,304,000 | |||||||||||||||||||||||||
2014 | ||||||||||||||||||||||||||||
Net income (loss) | $ | 5,530 | $ | (4,640 | ) | Net income per share (basic and diluted) | $ | 0.07 | ||||||||||||||||||||
Average number of common shares | 42,561 | 32,304 | ||||||||||||||||||||||||||
Dilutive restricted stock and stock options | 8 | — | ||||||||||||||||||||||||||
Average diluted common shares | 42,569 | 32,304 | ||||||||||||||||||||||||||
Basic earnings (loss) per average common share | $ | 0.13 | $ | (0.14 | ) | |||||||||||||||||||||||
Diluted earnings (loss) per average common share | $ | 0.13 | $ | (0.14 | ) | |||||||||||||||||||||||
Cost of Goods Sold and Selling and Administrative Expenses | ' | ' | ||||||||||||||||||||||||||
Cost of Goods Sold and Selling and Administrative Expenses | ||||||||||||||||||||||||||||
Cost of goods sold includes costs of production, inbound freight charges for raw materials, outbound freight to customers, purchasing and receiving costs, inspection costs, warehousing at plant facilities, and internal transfer costs. Costs associated with third-party warehouses are included in selling and administrative expenses. Selling and administrative costs also include expenses for sales, marketing, legal, accounting and finance services, human resources, customer support, treasury and other general corporate services. | ||||||||||||||||||||||||||||
Estimates | ' | ' | ||||||||||||||||||||||||||
Estimates | ||||||||||||||||||||||||||||
The preparation of 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 the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses. Actual results may differ from these estimates. | ||||||||||||||||||||||||||||
Foreign Currency Translation | ' | ' | ||||||||||||||||||||||||||
Foreign Currency Translation | ||||||||||||||||||||||||||||
The Company uses the U.S. dollar as its functional currency for operations in the United States and the Canadian dollar for our operations in Canada. The assets and liabilities of our Canadian operations are translated at the exchange rate prevailing at the balance sheet date. Related revenues and expense accounts for the Canadian operations are translated using the average exchange rate during the year. Cumulative foreign currency translation adjustment of $0.3 million, $5.6 million and $4.4 million at December 31, 2013 (Successor), December 31, 2012 and 2011 (Predecessor), respectively, comprise “Accumulated Other Comprehensive Loss” in the Balance Sheets and in the Consolidated (Successor) / Combined (Predecessor) Statements of Changes in Equity / Net Parent Investment. | ||||||||||||||||||||||||||||
Cash | ' | ' | ||||||||||||||||||||||||||
Cash | ||||||||||||||||||||||||||||
Cash and cash equivalents include highly liquid investments with maturities of three months or less at the time of purchase. Prior to the Acquisition, treasury activities, including activities related to the Company, were centralized by Lafarge N.A. such that cash collections were automatically distributed to Lafarge N.A. and reflected as net parent investment. As a result of this automatic distribution to Lafarge N.A., the Company did not hold any cash at December 31, 2012. | ||||||||||||||||||||||||||||
Concentration of Credit Risk | ' | ' | ||||||||||||||||||||||||||
Concentration of Credit Risk | ||||||||||||||||||||||||||||
Financial instruments that potentially subject the Company to concentrations of credit risk are primarily receivables. The Company performs ongoing credit evaluations of its customers’ financial condition and generally requires no collateral from its customers. The allowances for non-collection of receivables are based upon analysis of economic trends in the construction industry, detailed analysis of the expected collectability of accounts receivable that are past due and the expected collectability of overall receivables. | ||||||||||||||||||||||||||||
The Company’s significant customers, as measured by percentage of total revenues for the periods presented, were as follows: | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
July 26 to | January 1 to | |||||||||||||||||||||||||||
December 31, | August 30, | December 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||||||||||
Customer A | 12 | % | 15 | % | 15 | % | 12 | % | ||||||||||||||||||||
The Company’s significant customers, as measured by percentage of total accounts receivable, were as follows: | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||||||
Customer A | 27 | % | 10 | % | ||||||||||||||||||||||||
Customer B | * | 13 | % | |||||||||||||||||||||||||
* | Customer did not represent over 10% for the period or as of the date presented. | |||||||||||||||||||||||||||
Receivables | ' | ' | ||||||||||||||||||||||||||
Receivables | ||||||||||||||||||||||||||||
Trade receivables are recorded at net realizable value, which includes allowances for cash discounts and doubtful accounts, and are reflected net of customer incentives. We review the collectability of trade receivables on an ongoing basis. We reserve for trade receivables determined to be uncollectible. This determination is based on the delinquency of the account, the financial condition of the customer and our collection experience. | ||||||||||||||||||||||||||||
Inventories | ' | ' | ||||||||||||||||||||||||||
Inventories | ||||||||||||||||||||||||||||
Inventories are valued at the lower of cost or market. Virtually all of our inventories are valued under the average cost method. Inventories include materials, labor and applicable factory overhead costs. The value of inventory is adjusted for damaged, obsolete, excess and slow-moving inventory. Market value of inventory is estimated based on the impact of market trends, an evaluation of economic conditions and the value of current orders relating to the future sales of this type of inventory. | ||||||||||||||||||||||||||||
Property, Plant and Equipment | ' | ' | ||||||||||||||||||||||||||
Property, Plant and Equipment | ||||||||||||||||||||||||||||
Property, plant and equipment, which include amounts recorded under capital lease arrangements, is stated at cost less accumulated depreciation. Depreciation of property, plant and equipment is computed for financial reporting purposes using the straight-line method over the estimated useful lives of the assets. These lives range from 20 to 25 years for buildings, 5 to 25 years for plant machinery, and 5 to 8 years for mobile equipment. For plant machinery, the large majority of the existing assets are being amortized over an estimated remaining life of approximately 15 years. Repair and maintenance costs are expensed as incurred. Substantially all of the Company’s depreciation expenses are recorded in “Cost of goods sold” in the Statements of Operations. | ||||||||||||||||||||||||||||
We capitalize interest during the active construction of major projects. Capitalized interest is added to the cost of the underlying assets and is depreciated over the useful lives of those assets. There was no interest capitalized during the years ended December 31, 2013, 2012 or 2011. | ||||||||||||||||||||||||||||
Impairment or Disposal of Long-Lived Assets | ' | ' | ||||||||||||||||||||||||||
Impairment or Disposal of Long-Lived Assets | ||||||||||||||||||||||||||||
The Company evaluates the recoverability of its long-lived assets in accordance with the provisions of ASC 360 Property, Plant and Equipment (“ASC 360”). ASC 360 requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets is measured by comparing the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. Such evaluations for impairment are significantly impacted by estimates of future prices for its products, capital needs, economic trends in the construction sector and other factors. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of by sale are reflected at the lower of their carrying amount or fair value less cost to sell. | ||||||||||||||||||||||||||||
We assess impairment of our long-lived assets at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. At December 31, 2013, we grouped two wallboard plants and a warehouse facility as an asset group, as they were used together to generate cash flows. A third wallboard plant was not grouped with these locations as its cash flows were largely independent of the cash flows of other assets and liabilities. Our two joint compound plants were also grouped as an asset group, as they were used together to generate cash flows. | ||||||||||||||||||||||||||||
Goodwill and Intangible Assets | ' | ' | ||||||||||||||||||||||||||
Goodwill and Intangible Assets | ||||||||||||||||||||||||||||
The goodwill and intangibles reflected in the successor financial statements relates solely to the Lone Star acquisition of the Company. The goodwill and intangibles in the predecessor statements reflect specific transactions executed by Lafarge N.A. to acquire the Company’s business. Additional goodwill was allocated to the Company based on the Lafarge S.A. buyout of the Lafarge N A minority interest in 2006, with the amount allocated based on the relative fair value of the Gypsum business as compared to Lafarge N.A. as a whole at that time. | ||||||||||||||||||||||||||||
Goodwill represents the excess of costs over the fair value of identifiable assets of businesses acquired. The Company evaluates goodwill and intangible assets in accordance with ASC 350, Goodwill and Other Intangible Assets (“ASC 350”). ASC 350 requires goodwill to be either qualitatively or quantitatively assessed for impairment annually (or more frequently if impairment indicators arise) for each reporting unit. The Company performs its annual impairment testing of goodwill as of October 1st of each year. | ||||||||||||||||||||||||||||
Intangible assets that have indefinite useful lives are not amortized but are tested at least annually for impairment or whenever events or circumstances indicate an impairment may have occurred. As of December 31, 2012, trademarks totaling $0.3 million were deemed as having indefinite lives. Intangible assets that are deemed to have definite lives are amortized over their useful lives. The cost of internal-use software purchased or developed internally, which was primarily allocated from the Parent, in the Predecessor financial statements, is accounted for in accordance with ASC 350-40, Internal-Use Software. The weighted average useful life for each category of intangible assets is as follows: capitalized software—5 years and customer lists—10 years. Amortization of customer relationships is done over a 15 year period using an accelerated method that reflects the expected future cash flows from the acquired customer-related intangible asset. Trademarks identified as having definite lives are amortized on a straight-line basis over the estimated useful life of 15 years. | ||||||||||||||||||||||||||||
Fair Value Measurements | ' | ' | ||||||||||||||||||||||||||
Fair Value Measurements | ||||||||||||||||||||||||||||
U.S. GAAP provides a framework for measuring fair value, establishes a fair value hierarchy of the valuation techniques used to measure the fair value and requires certain disclosures relating to fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in a market with sufficient activity. | ||||||||||||||||||||||||||||
The three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value is as follows: | ||||||||||||||||||||||||||||
• | Level 1—Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities that a Company has the ability to access; | |||||||||||||||||||||||||||
• | Level 2—Inputs, other than the quoted market prices included in Level 1, which are observable for the asset or liability, either directly or indirectly; and | |||||||||||||||||||||||||||
• | Level 3—Unobservable inputs for the asset or liability which is typically based on an entity’s own assumptions when there is little, if any, related market data available. | |||||||||||||||||||||||||||
The Company evaluates assets and liabilities subject to fair value measurements on a recurring and non-recurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made by the Company. The fair values of receivables, accounts payable, accrued costs and other current liabilities approximate the carrying values as a result of the short-term nature of these instruments. | ||||||||||||||||||||||||||||
The Company estimates the fair value of its debt by discounting the future cash flows of each instrument using estimated market rates of debt instruments with similar maturities and credit profiles. These inputs are classified as Level 3 within the fair value hierarchy. As of December 31, 2013, the carrying value reported in the consolidated balance sheet for the Company’s notes payable approximated its fair value. | ||||||||||||||||||||||||||||
No derivative contracts were outstanding as of December 31, 2013 or 2012. | ||||||||||||||||||||||||||||
The only assets or liabilities we had at December 31, 2013 that was recorded at fair value on a recurring basis is our financial interest in Seven Hills. We determine the fair value of this financial asset using the discounted cash flow method using assumptions derived from significant unobservable inputs and accordingly this valuation falls into Level 3 in the fair value hierarchy. The fair value of this asset at December 31, 2013 is $13.0 million. The significant unobservable input used in the fair value measurement of our financial interest is a discount rate which was estimated to be 16%. There was no change in the fair value of the financial interest in Seven Hills from the date of Acquisition to year-end. | ||||||||||||||||||||||||||||
Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill. These items are recognized at fair value when they are considered to be impaired. | ||||||||||||||||||||||||||||
There were no fair value adjustments for assets and liabilities measured on a non-recurring basis. The Company discloses fair value information about financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate that value. | ||||||||||||||||||||||||||||
Environmental Remediation Liabilities | ' | ' | ||||||||||||||||||||||||||
Environmental Remediation Liabilities | ||||||||||||||||||||||||||||
When the Company determines that it is probable that a liability for environmental matters has been incurred, an undiscounted estimate of the required remediation costs is recorded as a liability in the combined financial statements, without offset of potential insurance recoveries. Costs that extend the life, increase the capacity or improve the safety or efficiency of company-owned assets or are incurred to mitigate or prevent future environmental contamination are capitalized. Other environmental costs are expensed when incurred. | ||||||||||||||||||||||||||||
Income Taxes | ' | ' | ||||||||||||||||||||||||||
Income Taxes | ||||||||||||||||||||||||||||
For the predecessor financial statements, the provision for income taxes is calculated as if the Company completed a separate tax return apart from its Parent, although the Company was included in the Parent’s U.S. federal and state income tax returns and non-U.S. (Canada) jurisdiction tax returns. As of the date of Acquisition, the successor financial statements reflect a new tax basis of accounting and the Company is a tax filer independent of Lafarge. Deferred tax assets and liabilities are recognized principally for the expected tax consequences of temporary differences between the tax basis of assets and liabilities and their reported amounts, using currently enacted tax rates. | ||||||||||||||||||||||||||||
In the predecessor financial statements, net operating loss carry-forwards generated by the Company and not historically utilized by the Parent are reflected in the Company’s deferred tax assets notwithstanding the fact that such losses were retained by the Parent. Net operating losses that have already been utilized by the Parent are treated as equity transactions between the Company and the Parent. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. | ||||||||||||||||||||||||||||
In the successor financial statements, no net operating losses were carried over from the predecessor as part of the acquisition. The successor did not make any income tax payments for the period July 26, 2013 to December 31, 2013. | ||||||||||||||||||||||||||||
Collective Bargaining Agreement | ' | ' | ||||||||||||||||||||||||||
Collective Bargaining Agreement | ||||||||||||||||||||||||||||
Approximately 15% of our employees are unionized and the current collective bargaining agreement with our unionized employees at our Buchanan plant is set to expire on November 30, 2014. | ||||||||||||||||||||||||||||
Revenue Recognition | ' | ' | ||||||||||||||||||||||||||
Revenue Recognition | ||||||||||||||||||||||||||||
Revenue from the sale of gypsum products is recorded when title and ownership are transferred upon shipment of the products. Amounts billed to a customer in a sales transaction related to shipping and handling are included in “Net sales,” and costs incurred for shipping and handling are classified as “Cost of goods sold” in the Combined Statements of Operations. The revenues reported in these financial statements relate to specifically identifiable historical activities of the plants, warehouses, and other assets that comprise the Company. We record estimated reductions to revenue for customer programs and incentive offerings, including promotions and other volume-based incentives, in the period in which the sale occurs. | ||||||||||||||||||||||||||||
Derivative Instruments | ' | ' | ||||||||||||||||||||||||||
Derivative Instruments | ||||||||||||||||||||||||||||
We use derivative instruments to manage selected commodity price exposures. We do not use derivative instruments for speculative trading purposes, and we typically do not hedge beyond two years. We elected not to designate certain derivative instruments for hedge accounting under ASC 815-20, Derivatives—Hedging. All derivative instruments must be recorded on the Balance Sheet at fair value with changes in the fair value of the derivative reported in “Cost of goods sold” in the current period in the Statements of Operations. Gains related to changes in the fair value of derivatives were $0.7 million and $1.1 million for the years ended December 31, 2012 and 2011, respectively. There were no derivative contracts outstanding in 2013. | ||||||||||||||||||||||||||||
To the extent possible, we elect to apply the normal purchases or sales exception in accordance with ASC 815. Normal purchases or sales contracts are contracts that provide for the purchase or sale of something other than a financial instrument or derivative instrument that will be delivered in quantities expected to be used or sold by us over a reasonable period in the normal course of business. This election applies to the Company’s purchase commitments for natural gas commodities used in our production process that would otherwise be considered derivative instruments. Accordingly, the natural gas purchase contracts are not subject to ASC 815 nor recognized on the balance sheet at their fair value. | ||||||||||||||||||||||||||||
Recent Accounting Pronouncements | ' | ' | ||||||||||||||||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |||||||||||||||||||||||||||
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-09, which provides accounting guidance for all revenue arising from contracts with customers and affects all entities that enter into contracts to provide goods or services to their customers. ASU 2014-09 will be effective for the Company in the first quarter of 2017 and requires retroactive application on either a full or modified basis. Early application is not permitted. The Company is currently evaluating ASU 2014-09 to determine its impact on its consolidated financial statements and disclosures. | In May 2011, the FASB issued guidance in ASU No. 2011-04 Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS which updates the definition of fair value and measurement criteria to bring them into agreement with IFRS’s (which are also changed to agree with U.S. GAAP). The guidance is effective for interim and annual periods beginning after December 15, 2011. Early adoption is not permitted. This guidance did not have a significant impact on our financial statements other than providing the required disclosures. | |||||||||||||||||||||||||||
In September 2011, the FASB issued guidance on ASU 2011-08, Testing Goodwill for Impairment which is intended to simplify goodwill impairment testing by adding an option to qualitatively assess goodwill for impairment. The guidance is effective for interim and annual periods beginning after December 15, 2011. Early adoption is permitted. We adopted this guidance for our testing of goodwill for impairment effective October 1, 2011. | ||||||||||||||||||||||||||||
In July 2012, the FASB issued ASU No. 2012-02, Intangibles-Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment. This ASU permits an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative impairment test. This ASU was effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, which for us is the year ending December 31, 2013. The adoption of this update did not have a material impact on our financial statements. | ||||||||||||||||||||||||||||
In February 2013, the FASB issued ASU No. 2013-02, Comprehensive income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This ASU amends existing guidance by requiring companies to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required to be reclassified in its entirety to net income in the same reporting period. For amounts which are not to be reclassified in their entirety to net income in the same reporting period, companies will be required to cross reference other disclosures that provide information about those amounts. The provisions of ASU 2013-02 are effective for annual periods beginning after December 15, 2012, which for us is the year ending December 31, 2013. The adoption of this update did not have a material impact on our financial statements. | ||||||||||||||||||||||||||||
Successor [Member] | ' | ' | ||||||||||||||||||||||||||
Basis of Presentation | ' | ' | ||||||||||||||||||||||||||
Basis of Presentation—Successor | Basis of Presentation—Successor | |||||||||||||||||||||||||||
The accompanying consolidated financial statements for CBP have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. | The accompanying consolidated financial statements for CBP have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated. | |||||||||||||||||||||||||||
The Company’s financial statements reflect the Acquisition of the Predecessor that occurred on August 30, 2013, which was accounted for as a business combination. In connection with the Acquisition, $3.3 million in acquisition related costs were incurred, which are reported as selling and administrative costs in the accompanying statement of operations of the Successor for the period from July 26, 2013 to December 31, 2013. | ||||||||||||||||||||||||||||
The Company’s financial statements reflect the Acquisition which was accounted for as a business combination. The following table summarizes the finalized fair values of the assets acquired and liabilities assumed at the Acquisition date. | ||||||||||||||||||||||||||||
The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date. | ||||||||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||||||
Total current assets | $ | 70,371 | (in thousands) | |||||||||||||||||||||||||
Property, plant and equipment | 392,809 | Total current assets | $ | 70,371 | ||||||||||||||||||||||||
Financial interest in Seven Hills JV | 13,000 | Property, plant and equipment | 392,809 | |||||||||||||||||||||||||
Trademarks | 15,000 | Financial interest in Seven Hills JV | 13,000 | |||||||||||||||||||||||||
Customer Relationships | 118,000 | Trademarks | 15,000 | |||||||||||||||||||||||||
Goodwill | 119,945 | Customer Relationships | 118,000 | |||||||||||||||||||||||||
Total current liabilities | (25,984 | ) | Goodwill | 119,945 | ||||||||||||||||||||||||
Total current liabilities | (25,984 | ) | ||||||||||||||||||||||||||
Total purchase price | $ | 703,141 | ||||||||||||||||||||||||||
Total purchase price | $ | 703,141 | ||||||||||||||||||||||||||
The fair value of accounts receivable acquired was $31.9 million (included in total current assets above), with the gross contractual amount being $33.3 million. The Company expects $1.4 million to be uncollectible. The total purchase price remained the same as the one previously provided for the year-ended December 31, 2013. | ||||||||||||||||||||||||||||
There were no loss contingencies identified as part of the Acquisition. | The fair value of accounts receivables acquired is $31.9 million (included in total current assets above), with the gross contractual amount being $33.3 million. The Company expects $1.4 million to be uncollectible. The total purchase price has been revised from the previously provided September 30, 2013 interim financial statements to reflect an additional $3.1 million of consideration for working capital as required by the purchase agreement. The Company is in the process of finalizing third-party valuations of certain assets with the assistance of a third-party valuation firm; thus, the measurements of property, plant and equipment, financial interest in Seven Hills, intangibles, and goodwill are subject to change. | |||||||||||||||||||||||||||
The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of the Company. These come from the synergies that are obtained in operating the plants as part of a network, versus individually, and from an experienced employee base skilled at managing a process-driven manufacturing environment. The goodwill recognized is deductible for income tax purposes. | There were no loss contingencies identified as part of this business combination. | |||||||||||||||||||||||||||
The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of the Company. These come from the synergies that are obtained in operating the plants as part of a network, versus individually, and from an experienced employee base skilled at managing a process driven manufacturing environment. We expect the goodwill will be deductible for income tax purposes. | ||||||||||||||||||||||||||||
The following represents the unaudited pro forma income statement as if the Acquisition had occurred on January 1, 2012 (in thousands) | ||||||||||||||||||||||||||||
Year ended | Year ended | |||||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||||||
Revenues | $ | 402,314 | $ | 311,410 | ||||||||||||||||||||||||
Net income (loss) | $ | 4,895 | $ | (68,651 | ) | |||||||||||||||||||||||
These amounts have been calculated by adjusting the results to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied on January 1, 2012, and to reflect the interest expense on the debt used to finance the acquisition (see Note 13) net of proceeds received from the initial public offering. | ||||||||||||||||||||||||||||
Defined Contribution Pension Plans | ' | ' | ||||||||||||||||||||||||||
Defined Contribution Pension Plans—Successor | ||||||||||||||||||||||||||||
Subsequent to the acquisition by Lone Star, the Company’s employees can participate in a 401K defined contribution pension plan. The Company contributes funds into this plan depending on each employee’s years of service and subject to certain limits. For the period from July 26, 2013 to December 31, 2013, the Company recorded an expense of $0.5 million for these contributions. | ||||||||||||||||||||||||||||
Predecessor [Member] | ' | ' | ||||||||||||||||||||||||||
Basis of Presentation | ' | ' | ||||||||||||||||||||||||||
Basis of Presentation—Predecessor | Basis of Presentation—Predecessor | |||||||||||||||||||||||||||
The accompanying combined financial statements for the Predecessor have been prepared in accordance with U.S. GAAP. | The accompanying combined financial statements for the Predecessor have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP). | |||||||||||||||||||||||||||
The Predecessor financial statements have been derived from the consolidated financial statements and accounting records of Lafarge N.A. using the historical results of operations and historical cost basis of the assets and liabilities of Lafarge N.A. that comprise the business acquired. These Predecessor financial statements have been prepared to demonstrate the historical results of operations, financial position, and cash flows for the indicated periods under Lafarge N.A.’s management that were acquired by CBP. All intercompany balances and transactions have been eliminated. Transactions and balances between the Predecessor and Lafarge N.A. and its subsidiaries are reflected as related party transactions within these financial statements. | The Predecessor financial statements have been derived from the consolidated financial statements and accounting records of Lafarge North America Inc. (“Lafarge N.A.”) using the historical results of operations and historical cost basis of the assets and liabilities of Lafarge N.A. that comprise the business acquired. These Predecessor financial statements have been prepared to demonstrate the historical results of operations, financial position, and cash flows for the indicated periods under Lafarge N.A.’s management that were acquired by CBP. All intercompany balances and transactions have been eliminated. Transactions and balances between the Predecessor and Lafarge N.A. and its subsidiaries are reflected as related party transactions within these financial statements. | |||||||||||||||||||||||||||
The accompanying Predecessor combined financial statements include the assets, liabilities, revenues and expenses that are specifically identifiable to the acquired business and reflect all costs of doing business related to their operations, including expenses incurred by other entities on the Predecessor’s behalf. In addition, certain costs related to the Predecessor have been allocated from Lafarge N.A. Those allocations are derived from multiple levels of the organization including shared corporate expenses from Lafarge N.A. and fees from Lafarge N.A.’s parent company related to certain service and support functions. The costs associated with these services and support functions (indirect costs) have been allocated to the Predecessor using the most meaningful respective allocation methodologies which were primarily based on proportionate revenue, proportionate headcount, or proportionate direct labor costs compared to Lafarge N.A. and/or its subsidiaries. These allocated costs are primarily related to corporate administrative expenses, employee-related costs including pensions and other benefits for corporate and shared employees, and rental and usage fees for shared assets for the following functional groups: information technology, legal services, accounting and finance services, human resources, marketing and contract support, customer support, treasury, facility and other corporate and infrastructural services. Income taxes have been accounted for in the Predecessor financial statements on a separate return basis as described in Note 8, Income Taxes. | ||||||||||||||||||||||||||||
The Predecessor utilized Lafarge N.A.’s centralized processes and systems for cash management, payroll, and purchasing. As a result, all cash received by the Predecessor was deposited in and commingled with Lafarge N.A.’s general corporate funds and was not specifically allocated to the Predecessor. The net results of these cash transactions between the Predecessor and Lafarge N.A. are reflected within “Net capital contributions to Lafarge N.A.” in the accompanying Combined Statements of Cash Flows. | The accompanying Predecessor combined financial statements include the assets, liabilities, revenues and expenses that are specifically identifiable to the acquired business and reflect all costs of doing business related to their operations, including expenses incurred by other entities on the Predecessor’s behalf. In addition, certain costs related to the Predecessor have been allocated from Lafarge N.A. Those allocations are derived from multiple levels of the organization including shared corporate expenses from Lafarge N.A. and fees from Lafarge N.A.’s parent company related to certain service and support functions. The costs associated with these services and support functions (indirect costs) have been allocated to the Predecessor using the most meaningful respective allocation methodologies which were primarily based on proportionate revenue, proportionate headcount, or proportionate direct labor costs compared to Lafarge N.A. and/or its subsidiaries. These allocated costs are primarily related to corporate administrative expenses, employee-related costs including pensions and other benefits for corporate and shared employees, and rental and usage fees for shared assets for the following functional groups: information technology, legal services, accounting and finance services, human resources, marketing and contract support, customer support, treasury, facility and other corporate and infrastructural services. Income taxes have been accounted for in the Predecessor financial statements on a separate return basis as described in Note 9. | |||||||||||||||||||||||||||
Management believes the assumptions and allocations underlying the Predecessor combined financial statements are reasonable and appropriate under the circumstances. The expenses and cost allocations have been determined on a basis considered by Lafarge N.A. to be a reasonable reflection of the utilization of services provided to or the benefit received by the Predecessor during the periods presented relative to the total costs incurred by Lafarge N.A. However, the amounts recorded for these transactions and allocations are not necessarily representative of the amount that would have been reflected in the financial statements had the Predecessor been an entity that operated independently of Lafarge N.A. Consequently, future results of operations after the Predecessor’s separation from Lafarge N.A. have included and will include costs and expenses incurred by the Company that may be materially different than the Predecessor’s historical results of operations. Accordingly, the financial statements for these periods under the Predecessor are not indicative of the Company’s future results of operations, financial position and cash flows. | The Predecessor utilized Lafarge N.A.’s centralized processes and systems for cash management, payroll, and purchasing. As a result, all cash received by the Predecessor was deposited in and commingled with Lafarge N.A.’s general corporate funds and was not specifically allocated to the Predecessor. The net results of these cash transactions between the Predecessor and Lafarge N.A. are reflected within “Net parent investment” in the accompanying Combined Balance Sheet. In addition, the net parent investment represents Lafarge N.A.’s interest in the recorded net assets of the Predecessor and represents the cumulative net investment by Lafarge N.A. in the Predecessor through the dates presented, inclusive of cumulative operating results. | |||||||||||||||||||||||||||
Management believes the assumptions and allocations underlying the Predecessor combined financial statements are reasonable and appropriate under the circumstances. The expenses and cost allocations have been determined on a basis considered by Lafarge N.A. to be a reasonable reflection of the utilization of services provided to or the benefit received by the Predecessor during the periods presented relative to the total costs incurred by Lafarge N.A. However, the amounts recorded for these transactions and allocations are not necessarily representative of the amount that would have been reflected in the financial statements had the Predecessor been an entity that operated independently of Lafarge N.A. Consequently, future results of operations after the Predecessor’s separation from Lafarge N.A. will include costs and expenses incurred by the Company that may be materially different than the Predecessor’s historical results of operations. Accordingly, the financial statements for these periods under the Predecessor are not indicative of the Company’s future results of operations, financial position and cash flows. | ||||||||||||||||||||||||||||
Defined Benefit Pension Plans and Other Post-Retirement Benefits | ' | ' | ||||||||||||||||||||||||||
Defined Benefit Pension Plans and Other Post-Retirement Benefits—Predecessor | ||||||||||||||||||||||||||||
Prior to the acquisition by Lone Star, the Company’s salaried employees and union hourly employees participated in defined benefit pension plans sponsored by the Parent. These plans include other Parent employees that are not employees of the Company. The Parent also provides certain retiree health and life insurance benefits to eligible employees who have retired from the Company. Salaried participants generally become eligible for retiree health care benefits when they retire from active service at age 55 or later. Benefits, eligibility and cost-sharing provisions for hourly employees vary by location and/or bargaining unit. Generally, the health care plans pay a stated percentage of most medical and dental expenses reduced for any deductible, co-payment and payments made by government programs and other group coverage. The Company recorded approximately $11.9 million and $8.0 million for the years ended December 31, 2012 and 2011, respectively, in pension and other post-retirement benefits expense related its employees, which has been reflected within “Costs of goods sold” and “Selling and administrative” in the accompanying Combined Statements of Operations. The related pension and post-retirement benefit liability has not been allocated to the Company and has not been presented in the accompanying Combined Balance Sheets since the obligation remained a liability of Lafarge N.A after the acquisition of the Company by Lone Star. | ||||||||||||||||||||||||||||
Interim Period [Member] | ' | ' | ||||||||||||||||||||||||||
Basis of Presentation | ' | ' | ||||||||||||||||||||||||||
Basis of Presentation for Interim Periods | ||||||||||||||||||||||||||||
Certain information and footnote disclosures normally included for the annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted for the interim periods presented. Management believes that the unaudited interim financial statements include all adjustments (which are normal and recurring in nature) necessary to present fairly the financial position of CBP and the Predecessor and results of operations and cash flows for the periods presented. | ||||||||||||||||||||||||||||
The results of operations for the periods presented are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. Seasonal changes and other conditions can affect the sales volumes of the Company’s products. Therefore, the financial results for any interim period do not necessarily indicate the expected results for the year. | ||||||||||||||||||||||||||||
The financial statements should be read in conjunction with CBP’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2013 included in CBP’s Annual Report on Form 10-K for the fiscal year then-ended. The Company has continued to follow the accounting policies set forth in those financial statements. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||
Finalized Fair Values of Assets Acquired and Liabilities Assumed at Acquisition Date | ' | ' | ||||||||||||||||||||||||||
The following table summarizes the finalized fair values of the assets acquired and liabilities assumed at the Acquisition date. | The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date. | |||||||||||||||||||||||||||
(in thousands) | (in thousands) | |||||||||||||||||||||||||||
Total current assets | $ | 70,371 | Total current assets | $ | 70,371 | |||||||||||||||||||||||
Property, plant and equipment | 392,809 | Property, plant and equipment | 392,809 | |||||||||||||||||||||||||
Financial interest in Seven Hills JV | 13,000 | Financial interest in Seven Hills JV | 13,000 | |||||||||||||||||||||||||
Trademarks | 15,000 | Trademarks | 15,000 | |||||||||||||||||||||||||
Customer Relationships | 118,000 | Customer Relationships | 118,000 | |||||||||||||||||||||||||
Goodwill | 119,945 | Goodwill | 119,945 | |||||||||||||||||||||||||
Total current liabilities | (25,984 | ) | Total current liabilities | (25,984 | ) | |||||||||||||||||||||||
Total purchase price | $ | 703,141 | Total purchase price | $ | 703,141 | |||||||||||||||||||||||
Unaudited Pro forma Income Statement | ' | ' | ||||||||||||||||||||||||||
The following represents the unaudited pro forma income statement as if the Acquisition had occurred on January 1, 2012 (in thousands) | ||||||||||||||||||||||||||||
Year ended | Year ended | |||||||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||||||||
Revenues | $ | 402,314 | $ | 311,410 | ||||||||||||||||||||||||
Net income (loss) | $ | 4,895 | $ | (68,651 | ) | |||||||||||||||||||||||
Schedule of Earnings (Loss) Per Share | ' | ' | ||||||||||||||||||||||||||
Earnings (Loss) Per Share | July 26, 2013 to | |||||||||||||||||||||||||||
(in thousands, except per share data) | Nine Months | July 26 - | December 31, 2013 | |||||||||||||||||||||||||
Ended | September 30, | Net income (in thousands) | $ | 2,105 | ||||||||||||||||||||||||
September 30, | 2013 | Weighted average number of common shares | 32,304,000 | |||||||||||||||||||||||||
2014 | ||||||||||||||||||||||||||||
Net income (loss) | $ | 5,530 | $ | (4,640 | ) | Net income per share (basic and diluted) | $ | 0.07 | ||||||||||||||||||||
Average number of common shares | 42,561 | 32,304 | ||||||||||||||||||||||||||
Dilutive restricted stock and stock options | 8 | — | ||||||||||||||||||||||||||
Average diluted common shares | 42,569 | 32,304 | ||||||||||||||||||||||||||
Basic earnings (loss) per average common share | $ | 0.13 | $ | (0.14 | ) | |||||||||||||||||||||||
Diluted earnings (loss) per average common share | $ | 0.13 | $ | (0.14 | ) | |||||||||||||||||||||||
Sales Revenue, Net [Member] | ' | ' | ||||||||||||||||||||||||||
Significant Customers, as Measured by Percentage of Total Revenues/Accounts Receivable | ' | ' | ||||||||||||||||||||||||||
The Company’s significant customers, as measured by percentage of total revenues for the periods presented, were as follows: | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
July 26 to | January 1 to | |||||||||||||||||||||||||||
December 31, | August 30, | December 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||||||||||
Customer A | 12 | % | 15 | % | 15 | % | 12 | % | ||||||||||||||||||||
Accounts Receivable [Member] | ' | ' | ||||||||||||||||||||||||||
Significant Customers, as Measured by Percentage of Total Revenues/Accounts Receivable | ' | ' | ||||||||||||||||||||||||||
The Company’s significant customers, as measured by percentage of total accounts receivable, were as follows: | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||||||||
Customer A | 27 | % | 10 | % | ||||||||||||||||||||||||
Customer B | * | 13 | % | |||||||||||||||||||||||||
* | Customer did not represent over 10% for the period or as of the date presented. |
Receivables_Tables
Receivables (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||
Receivables [Abstract] | ' | ' | ||||||||||||||||||||||||||
Components of Receivables | ' | ' | ||||||||||||||||||||||||||
Receivables consist of the following: | Receivables consist of the following (in thousands): | |||||||||||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||||||||||
Trade receivables | $ | 41,393 | $ | 34,065 | Trade receivables | $ | 34,065 | $ | 24,880 | |||||||||||||||||||
Total Allowances | (1,881 | ) | (1,737 | ) | Allowances | (1,737 | ) | (1,530 | ) | |||||||||||||||||||
Total receivables, net | $ | 39,512 | $ | 32,328 | Total receivables, net | $ | 32,328 | $ | 23,350 | |||||||||||||||||||
Rollforward of the Receivable Allowances | ' | ' | ||||||||||||||||||||||||||
The following reflects a rollforward of the receivable allowances for the years ended December 31, 2013, 2012 and 2011 (In thousands): | ||||||||||||||||||||||||||||
Successor | Predecessor | |||||||||||||||||||||||||||
July 26 to | January 1 to | |||||||||||||||||||||||||||
December 31, | August 30, | December 31, | ||||||||||||||||||||||||||
2013 | 2013 | 2012 | 2011 | |||||||||||||||||||||||||
Beginning | $ | (1,768 | ) | $ | (1,530 | ) | $ | (1,357 | ) | $ | (1,953 | ) | ||||||||||||||||
Additions | (1,466 | ) | (2,377 | ) | (3,097 | ) | (2,951 | ) | ||||||||||||||||||||
Write-offs | 1,497 | 2,139 | 2,924 | 3,547 | ||||||||||||||||||||||||
Ending | $ | (1,737 | ) | $ | (1,768 | ) | $ | (1,530 | ) | $ | (1,357 | ) | ||||||||||||||||
Inventories_Tables
Inventories (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Inventory Disclosure [Abstract] | ' | ' | ||||||||||||||||||
Components of Inventories | ' | ' | ||||||||||||||||||
Inventories consist of the following: | Inventories consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | December 31, | |||||||||||||||||
September 30, | December 31, | 2013 | 2012 | |||||||||||||||||
2014 | 2013 | Finished products | $ | 3,841 | $ | 5,856 | ||||||||||||||
Finished Products | $ | 8,128 | $ | 3,841 | Work in process | — | 12 | |||||||||||||
Raw Materials | 18,587 | 16,505 | Raw materials | 16,505 | 15,762 | |||||||||||||||
Supplies and other | 8,022 | 7,774 | Supplies and other | 7,774 | 7,576 | |||||||||||||||
Total Inventories | $ | 34,737 | $ | 28,120 | Total inventories | $ | 28,120 | $ | 29,206 | |||||||||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Property, Plant and Equipment [Abstract] | ' | ' | ||||||||||||||||||
Components of Property, Plant and Equipment | ' | ' | ||||||||||||||||||
Property, plant and equipment consist of the following: | Property, plant and equipment consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||
Land | $ | 12,931 | $ | 12,933 | Land | $ | 12,933 | $ | 3,978 | |||||||||||
Buildings | 109,755 | 108,737 | Buildings | 108,737 | 143,776 | |||||||||||||||
Plant machinery | 267,668 | 267,146 | Plant machinery | 267,146 | 441,195 | |||||||||||||||
Mobile equipment | 2,990 | 2,990 | Mobile equipment | 2,990 | 7,667 | |||||||||||||||
Construction in progress | 4,705 | 3,554 | Construction in progress | 3,554 | 7,384 | |||||||||||||||
Property, plant and equipment, at cost | 398,049 | 395,360 | Property, plant and equipment, at cost | 395,360 | 604,000 | |||||||||||||||
Accumulated depreciation | (38,166 | ) | (11,735 | ) | Accumulated depreciation | (11,735 | ) | (217,730 | ) | |||||||||||
Total property, plant and equipment, net | $ | 359,883 | $ | 383,625 | Total property, plant and equipment, net | $ | 383,625 | $ | 386,270 | |||||||||||
Software_and_Other_Intangibles1
Software and Other Intangibles (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' | ||||||||||||||||||
Customer Relationships and Other Intangibles | ' | ' | ||||||||||||||||||
Customer relationships and other intangibles consist of the following: | Customer relationships and other intangibles consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||
Customer relationships | $ | 117,540 | $ | 117,919 | Customer relationships | $ | 117,919 | 7,224 | ||||||||||||
Purchased and internally developed Software | 3,618 | 11 | Purchased and internally developed software | 11 | $ | 20,618 | ||||||||||||||
Trademarks | 14,943 | 14,990 | Trademarks | 14,990 | 317 | |||||||||||||||
Customer relationships and other intangibles, at cost | 136,101 | 132,920 | Customer relationships and other intangibles, at cost | 132,920 | 28,159 | |||||||||||||||
Accumulated amortization | (21,621 | ) | (6,794 | ) | Accumulated amortization | (6,794 | ) | (24,330 | ) | |||||||||||
Customer relationshipes and other intangibles, net | $ | 114,480 | $ | 126,126 | Customer relationships and other intangibles, net | $ | 126,126 | $ | 3,829 | |||||||||||
Accrued_and_Other_Liabilities_
Accrued and Other Liabilities (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||
Payables and Accruals [Abstract] | ' | ' | ||||||||||||||||||
Accrued and Other Liabilities | ' | ' | ||||||||||||||||||
Accrued and other liabilities consist of the following: | Accrued and other liabilities consist of the following (In thousands): | |||||||||||||||||||
(in thousands) | As of | As of | Successor | Predecessor | ||||||||||||||||
September 30, | December 31, | December 31, | December 31, | |||||||||||||||||
2014 | 2013 | 2013 | 2012 | |||||||||||||||||
Vacation and other employee-related costs | 5,877 | $ | 2,948 | Vacation and other employee-related costs | $ | 2,948 | $ | 6,237 | ||||||||||||
VAT taxes | 1,366 | 942 | VAT taxes | 942 | 729 | |||||||||||||||
Income taxes | — | 4,197 | Restructuring | — | 163 | |||||||||||||||
Other | 1,845 | 3,238 | Income taxes | 4,197 | — | |||||||||||||||
Other | 3,238 | 232 | ||||||||||||||||||
Total accrued and other liabilities | $ | 9,088 | $ | 11,325 | ||||||||||||||||
Total accrued and other liabilities | $ | 11,325 | $ | 7,361 | ||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||||||||
Components of Income Tax (Expense) Benefit | ' | ||||||||||||||||||
The components of the income tax (expense) benefit are as follows (In thousands): | |||||||||||||||||||
Successor | Predecessor | ||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | ||||||||||||||||
December 31, | August 30, | December 31, | December 31, | ||||||||||||||||
2013 | 2013 | 2012 | 2011 | ||||||||||||||||
Current | $ | (4,197 | ) | (884 | ) | $ | 542 | $ | 732 | ||||||||||
Deferred | 3,087 | 754 | (190 | ) | (416 | ) | |||||||||||||
$ | (1,110 | ) | $ | (130 | ) | $ | 352 | 316 | |||||||||||
Components of Income (Loss) before Income Taxes by Country | ' | ||||||||||||||||||
The components of income (loss) before income taxes by country are as follows (In thousands): | |||||||||||||||||||
Successor | Predecessor | ||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | ||||||||||||||||
December 31, | August 30, | December 31, | December 31, | ||||||||||||||||
2013 | 2013 | 2012 | 2011 | ||||||||||||||||
United States | $ | 3,225 | 32,509 | $ | (10,858 | ) | $ | (58,810 | ) | ||||||||||
Canada | (10 | ) | (194 | ) | (2,336 | ) | (2,048 | ) | |||||||||||
$ | 3,215 | $ | 32,315 | $ | (13,194 | ) | $ | (60,858 | ) | ||||||||||
Taxes Computed at U.S. Statutory Federal Income Tax Rate | ' | ||||||||||||||||||
Taxes computed at the U.S. statutory federal income tax rate of 35% are reconciled to the Company’s effective rate as follows (In thousands): | |||||||||||||||||||
Successor | Predecessor | ||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | ||||||||||||||||
December 31, | August 30, | December 31, | December 31, | ||||||||||||||||
2013 | 2013 | 2012 | 2011 | ||||||||||||||||
Taxes at the U.S. federal income tax rate | $ | 1,125 | $ | 11,310 | $ | (4,618 | ) | $ | (21,300 | ) | |||||||||
U.S./Canadian tax rate differential | 2 | 19 | 234 | 175 | |||||||||||||||
U.S. state and Canadian provincial income taxes, net of federal benefit | 74 | 1,314 | (494 | ) | (2,517 | ) | |||||||||||||
Non-deductible expenses | 17 | 46 | 80 | 76 | |||||||||||||||
Domestic production activities deduction | (108 | ) | — | — | — | ||||||||||||||
Valuation allowance | — | (12,559 | ) | 4,446 | 23,259 | ||||||||||||||
Other | — | — | — | (9 | ) | ||||||||||||||
Income tax expense (benefit) | $ | 1,110 | $ | 130 | $ | (352 | ) | $ | (316 | ) | |||||||||
Effective rate | 34.53 | % | 0.4 | % | 2.67 | % | 0.52 | % | |||||||||||
Significant Components of Deferred Tax Assets and Deferred Tax Liabilities | ' | ||||||||||||||||||
The significant components of deferred tax assets and deferred tax liabilities included on the Combined Balance Sheets are (In thousands): | |||||||||||||||||||
Successor | Predecessor | ||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||
2013 | 2012 | ||||||||||||||||||
Deferred tax assets: | |||||||||||||||||||
Reserves and other liabilities | $ | 2,137 | $ | 392 | |||||||||||||||
Tax loss carryforwards | — | 111,007 | |||||||||||||||||
Acquisition costs and intangibles | 1,533 | — | |||||||||||||||||
Other | 136 | 2,181 | |||||||||||||||||
3,806 | 113,580 | ||||||||||||||||||
Less valuation allowance | — | (43,780 | ) | ||||||||||||||||
Deferred tax assets, net of valuation allowance | 3,806 | 69,800 | |||||||||||||||||
Deferred tax liabilities: | |||||||||||||||||||
Depreciation, amortization and other | (719 | ) | (75,945 | ) | |||||||||||||||
Deferred tax liabilities | (719 | ) | (75,945 | ) | |||||||||||||||
Net deferred tax asset (liability) | $ | 3,087 | $ | (6,145 | ) | ||||||||||||||
Net deferred tax asset, current | $ | 2,137 | $ | — | |||||||||||||||
Net deferred tax asset, non-current | $ | 950 | $ | — | |||||||||||||||
Net deferred tax liability, non-current | $ | — | $ | (6,145 | ) | ||||||||||||||
Rollforward of Deferred Tax Valuation Allowance | ' | ||||||||||||||||||
The following is a rollforward of the deferred tax valuation allowance for the years ended December 31, 2012 and 2011 (In thousands): | |||||||||||||||||||
Successor | Predecessor | ||||||||||||||||||
July 26 to | January 1 to | Year Ended | Year Ended | ||||||||||||||||
December 31, | August 30, | December 31, | December 31, | ||||||||||||||||
2013 | 2013 | 2012 | 2011 | ||||||||||||||||
Balance at beginning of period | $ | — | $ | 43,780 | $ | 38,865 | $ | 16,053 | |||||||||||
Amounts charged to expense | — | (12,559 | ) | 4,446 | 23,259 | ||||||||||||||
Amounts charged to other comprehensive income | — | — | 469 | (447 | ) | ||||||||||||||
Balance at end of period | $ | — | $ | 31,221 | $ | 43,780 | $ | 38,865 | |||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | ' | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Future Minimum Lease Payments Due under Non-Cancelable Operating Leases | ' | ' | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
The table below shows the future minimum lease payments due under non-cancelable operating leases and purchase commitments at September 30, 2014 (in thousands): | The table below shows the future minimum lease payments due under non-cancelable operating leases and purchase commitments at December 31, 2013 (In thousands): | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | Remaining | 2015 | 2016 | 2017 | 2018 | After | Total | 2014 | 2015 | 2016 | 2017 | 2018 | After | |||||||||||||||||||||||||||||||||||||||||||||
2014 | 2018 | 2018 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Operating Leases(1) | $ | 5,668 | $ | 293 | $ | 1,425 | $ | 975 | $ | 865 | $ | 616 | $ | 1,494 | Operating Leases(1) | $ | 5,486 | $ | 1,073 | $ | 1,066 | $ | 616 | $ | 621 | $ | 616 | $ | 1,494 | |||||||||||||||||||||||||||||
Purchase Commitments | 166,840 | 10,686 | 30,657 | 28,817 | 18,997 | 16,044 | 61,639 | Purchase Commitments | 186,213 | 33,960 | 32,269 | 20,762 | 17,658 | 18,060 | 63,504 | |||||||||||||||||||||||||||||||||||||||||||
Total Commitments | $ | 172,508 | $ | 10,979 | $ | 32,082 | $ | 29,792 | $ | 19,862 | $ | 16,660 | $ | 63,133 | Total Commitments | $ | 191,699 | $ | 35,033 | $ | 33,335 | $ | 21,378 | $ | 18,279 | $ | 18,676 | $ | 64,998 | |||||||||||||||||||||||||||||
-1 | Future minimum lease payments over the non-cancelable lease terms of the operating leases. | -1 | The table reflects future minimum lease payments over the non-cancelable lease terms of its operating lease. |
Debt_Tables
Debt (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||
Debt Disclosure [Abstract] | ' | ' | ||||||||||||||
Summary of Debt | ' | ' | ||||||||||||||
Debt consists of the following: | ||||||||||||||||
Successor | Predecessor | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2013 | 2012 | |||||||||||||||
First Lien Credit Agreement with quarterly principal payments, maturing on August 28, 2020; interest rate of LIBOR (with a 1% floor) plus 3.75%; average annual interest rate of 4.75%, before original issue discount | $ | 413,962 | — | |||||||||||||
Second Lien Credit Agreement maturing on February 26, 2021; interest rate of LIBOR (with a 1% floor) plus 7.75%; average annual interest rate of 8.75%, before original issue discount | 155,000 | — | ||||||||||||||
Borrowings under First Lien Credit Agreement Revolver | — | — | ||||||||||||||
Less: Original issue discount (net of amortization) | (4,888 | ) | — | |||||||||||||
Total debt | $ | 564,074 | — | |||||||||||||
Less: Current portion of long-term debt | (4,150 | ) | — | |||||||||||||
Long-term debt | $ | 559,924 | — | |||||||||||||
Summary of Future Minimum Principal Payments Due under First Lien Credit Agreement | ' | ' | ||||||||||||||
The table below shows the future minimum principal payments due under the First Lien Credit Agreement. | The table below shows the future minimum principal payments due under the credit agreements. | |||||||||||||||
(in thousands) | Amount Due | Amount Due | ||||||||||||||
Remaining 2014 | $ | — | in thousands | |||||||||||||
2015 | — | 2014 | $ | 4,150 | ||||||||||||
2016 | — | 2015 | 4,150 | |||||||||||||
2017 | — | 2016 | 4,150 | |||||||||||||
2018 | — | 2017 | 4,150 | |||||||||||||
Thereafter | $ | 376,988 | 2018 | 4,150 | ||||||||||||
Thereafter | 548,212 |
Segment_Reporting_Tables
Segment Reporting (Tables) | 9 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||
Sep. 30, 2014 | Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ' | ||||||||||||||||||||||||||||||||||||||
Summary of Reportable Segment Information | ' | ' | ||||||||||||||||||||||||||||||||||||||
Reportable segment information consists of the following: | Reportable segment information consists of the following (In thousands): | |||||||||||||||||||||||||||||||||||||||
Successor | Successor | Predecessor | Successor | Predecessor | ||||||||||||||||||||||||||||||||||||
(in thousands) | Nine Months | July 26 - | January 1 - | July 26, 2013 | January 1, | Year Ended | Year Ended | |||||||||||||||||||||||||||||||||
Ended | September 30, | August 30, | to December 31, | 2013 to | December 31, | December 31, | ||||||||||||||||||||||||||||||||||
September 30, | 2013 | 2013 | 2013 | August 30, | 2012 | 2011 | ||||||||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||||||||||||||
Net Sales: | Net Sales: | |||||||||||||||||||||||||||||||||||||||
Wallboard | 292,212 | 34,291 | 240,225 | Wallboard | $ | 144,689 | $ | 240,225 | $ | 295,282 | $ | 236,096 | ||||||||||||||||||||||||||||
Other | 11,480 | 1,339 | 12,023 | Other | 5,377 | 12,023 | 16,128 | 16,015 | ||||||||||||||||||||||||||||||||
Total net sales | 303,692 | 35,630 | 252,248 | Total net sales | $ | 150,066 | $ | 252,248 | $ | 311,410 | $ | 252,111 | ||||||||||||||||||||||||||||
Operating income (loss): | Operating income (loss): | |||||||||||||||||||||||||||||||||||||||
Wallboard | 39,819 | (2,045 | ) | 32,699 | Wallboard | $ | 14,162 | $ | 32,699 | $ | (11,814 | ) | $ | (59,493 | ) | |||||||||||||||||||||||||
Other | (527 | ) | (62 | ) | (72 | ) | Other | (384 | ) | (72 | ) | (943 | ) | (1,623 | ) | |||||||||||||||||||||||||
Adjustments: | Adjustments: | |||||||||||||||||||||||||||||||||||||||
Interest Expense | (24,518 | ) | (2,364 | ) | (91 | ) | Interest Expense | (10,542 | ) | (91 | ) | (212 | ) | (273 | ) | |||||||||||||||||||||||||
Gain (loss) from Equity Investment | (257 | ) | — | (30 | ) | Loss from equity investment | — | (30 | ) | (138 | ) | 228 | ||||||||||||||||||||||||||||
Other non-operating expenses | (5,461 | ) | 85 | (191 | ) | Other expenses | (21 | ) | (191 | ) | (87 | ) | 303 | |||||||||||||||||||||||||||
Income (loss) before income tax benefit | 9,056 | (4,386 | ) | 32,315 | Income (loss) before income tax benefit | $ | 3,215 | $ | 32,315 | $ | (13,194 | ) | $ | (60,858 | ) | |||||||||||||||||||||||||
Depreciation and Amortization | Depreciation and Amortization | |||||||||||||||||||||||||||||||||||||||
Wallboard | 40,423 | 4,492 | 16,067 | Wallboard | $ | 17,943 | $ | 16,067 | $ | 35,091 | $ | 26,837 | ||||||||||||||||||||||||||||
Other | 901 | 102 | 819 | Other | 586 | 819 | 1,240 | 1,217 | ||||||||||||||||||||||||||||||||
Total depreciation and amortization | 41,324 | 4,594 | 16,886 | Total depreciation and amortization | $ | 18,529 | $ | 16,886 | $ | 36,331 | $ | 28,054 | ||||||||||||||||||||||||||||
Information Concerning Principal Geographic Areas | ' | ' | ||||||||||||||||||||||||||||||||||||||
Information concerning principal geographic areas is as follows (In thousands): | ||||||||||||||||||||||||||||||||||||||||
Successor | Predecessor | Successor | ||||||||||||||||||||||||||||||||||||||
July 26, 2013 | January 1, | December 31, | December 31, | |||||||||||||||||||||||||||||||||||||
to December 31, | 2013 to | 2013 | 2013 | |||||||||||||||||||||||||||||||||||||
2013 | August 30, | Fixed Assets | Total Assets | |||||||||||||||||||||||||||||||||||||
Net Sales | 2013 | |||||||||||||||||||||||||||||||||||||||
Net Sales | ||||||||||||||||||||||||||||||||||||||||
United States | $ | 135,275 | $ | 221,995 | $ | 379,381 | $ | 714,495 | ||||||||||||||||||||||||||||||||
Canada | 14,791 | 30,253 | 4,244 | 25,881 | ||||||||||||||||||||||||||||||||||||
$ | 150,066 | $ | 252,248 | $ | 383,625 | $ | 740,376 | |||||||||||||||||||||||||||||||||
As of and for the Years Ended December 31, | ||||||||||||||||||||||||||||||||||||||||
2012 (Predecessor) | 2011 (Predecessor) | |||||||||||||||||||||||||||||||||||||||
Net Sales | Fixed | Total | Net Sales | Fixed | Total | |||||||||||||||||||||||||||||||||||
Assets | Assets | Assets | Assets | |||||||||||||||||||||||||||||||||||||
United States | $272,579 | $381,666 | $543,968 | $226,147 | $410,528 | $567,183 | ||||||||||||||||||||||||||||||||||
Canada | 38,831 | 4,604 | 12,778 | 25,964 | 5,374 | 8,861 | ||||||||||||||||||||||||||||||||||
$311,410 | $386,270 | $556,746 | $252,111 | $415,902 | $576,044 |
Quarterly_Data_unaudited_Table
Quarterly Data (unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Successor [Member] | ' | ||||||||||||||||
Selected Quarterly Data | ' | ||||||||||||||||
The following table presents selected quarterly data for the Successor periods: | |||||||||||||||||
Successor | |||||||||||||||||
Period Ended | Three Months | ||||||||||||||||
July 26, 2013 to | Ended | ||||||||||||||||
September 30, 2013 | December 31, 2013 | ||||||||||||||||
(in thousands, except EPS and operating data) | |||||||||||||||||
Net sales | $ | 35,630 | $ | 114,436 | |||||||||||||
Costs of goods sold | 31,537 | 89,798 | |||||||||||||||
Selling and administrative | 6,200 | 8,753 | |||||||||||||||
Operating income | (2,107 | )(1) | 15,885 | ||||||||||||||
Net income (loss) | (4,640 | ) | 6,745 | ||||||||||||||
Earnings per share—basic and diluted | $ | (0.14 | ) | $ | 0.21 | ||||||||||||
Wallboard sales volume | |||||||||||||||||
(million square feet) | 195 | 632 | |||||||||||||||
Mill net sales price | $ | 144 | $ | 143 | |||||||||||||
Depreciation and amortization | $ | 4,594 | $ | 13,935 | |||||||||||||
-1 | Operating income for the period ended September 30, 2013 includes $2,075 of lease termination costs, $3,296 of acquisition closing costs, and inventory step-up impacting margin of $1,500. | ||||||||||||||||
Predecessor [Member] | ' | ||||||||||||||||
Selected Quarterly Data | ' | ||||||||||||||||
The following table presents selected quarterly data for the Predecessor periods: | |||||||||||||||||
Predecessor | |||||||||||||||||
Three Months | Three Months | July 1 2013 to | |||||||||||||||
Ended | Ended | August 30, 2013 | |||||||||||||||
March 31, 2013 | June 30, 2013 | ||||||||||||||||
(in thousands, except operating data) | |||||||||||||||||
Net sales | $ | 83,450 | $ | 99,679 | $ | 69,119 | |||||||||||
Costs of goods sold | 65,157 | 73,991 | 56,190 | ||||||||||||||
Selling and administrative | 8,340 | 8,486 | 7,457 | ||||||||||||||
Operating income | 9,953 | -1 | 17,202 | -2 | 5,472 | -3 | |||||||||||
Net income | 9,797 | 16,676 | 5,712 | ||||||||||||||
Wallboard sales volume | |||||||||||||||||
(million square feet) | 438 | 523 | 373 | ||||||||||||||
Mill net sales price | $ | 147 | $ | 150 | $ | 145 | |||||||||||
Depreciation and amortization | $ | 6,242 | $ | 6,248 | $ | 4,396 | |||||||||||
-1 | Operating income for the three months ended March 31, 2013 includes $2,858 of pension expense and $1,120 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-2 | Operating income for the three months ended June 30, 2013 includes $2,817 for pension expense and $1,140 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-3 | Operating income for the period July 1, 2013 to August 30, 2013 includes $1,961 for pension expense, $744 of expense related to the Master Brands Agreement with Lafarge S.A., lease termination costs of $2,556 for the Newark facility that was closed, and lease termination costs of $1,195 to discontinue the use of our co-generation power plant. | ||||||||||||||||
Predecessor | |||||||||||||||||
Three Months | Three Months | Three Months | Three Months | ||||||||||||||
Ended | Ended | Ended | Ended | ||||||||||||||
March 31, 2012 | June 30, 2012 | September 30, | December 31, | ||||||||||||||
2012 | 2012 | ||||||||||||||||
(in thousands, except operating data) | |||||||||||||||||
Net sales | $ | 73,480 | $ | 68,729 | $ | 81,240 | $ | 87,961 | |||||||||
Costs of goods sold | 66,902 | 76,769 | 69,804 | 76,461 | |||||||||||||
Selling and administrative | 9,209 | 8,550 | 7,795 | 8,677 | |||||||||||||
Operating income | (2,631 | )(1) | (16,590 | )(2) | 3,641 | -3 | 2,823 | (4) | |||||||||
Net income (loss) | (2,819 | ) | (16,722 | ) | 3,705 | 2,994 | |||||||||||
Wallboard sales volume | |||||||||||||||||
(million square feet) | 451 | 415 | 500 | 537 | |||||||||||||
Mill net sales price | $ | 120 | $ | 125 | $ | 125 | $ | 126 | |||||||||
Depreciation and amortization | $ | 6,770 | $ | 16,715 | (5) | $ | 6,443 | $ | 6,403 | ||||||||
-1 | Operating income for the three months ended March 31, 2012 includes $2,647 of pension expense and $853 of expense related to the Master Brands Agreement with Lafarge S.A., and a special bonus of $460 | ||||||||||||||||
-2 | Operating income for the three months ended June 30, 2012 includes $2,647 for pension expense and $834 of expense related to the Master Brands Agreement with Lafarge S.A., a special bonus of $444, a spare parts write-off of $1,205, and accelerated depreciation for the closure of our Newark facility of $10,100. | ||||||||||||||||
-3 | Operating income for the three months ended September 30, 2012 includes $2,647 for pension expense, and $853 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-4 | Operating income for the three months ended December 31, 2012 includes $3,985 for pension expense, and $1,062 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||
-5 | Depreciation expense for the three months ended June 30, 2012 includes accelerated depreciation for the closure of our Newark facility of $10,100. |
Background_and_Nature_of_Opera1
Background and Nature of Operations - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||
Feb. 10, 2014 | Feb. 03, 2014 | Jun. 24, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Feb. 10, 2014 | Feb. 10, 2014 | Feb. 10, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | |
Lafarge N.A. [Member] | Lafarge N.A. [Member] | Lafarge N.A. [Member] | Second Lien Credit Agreement [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | Wallboard Plant [Member] | Wallboard Plant [Member] | Compound Plant [Member] | Compound Plant [Member] | |||
Facility | Facility | Facility | Facility | |||||||||
Description Of Business And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating facilities | ' | ' | ' | ' | ' | ' | ' | ' | 3 | 3 | 1 | 1 |
Agreement date of acquisition | ' | ' | ' | 24-Jun-13 | 24-Jun-13 | ' | ' | ' | ' | ' | ' | ' |
Total purchase price | ' | ' | $703,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing date of acquisition | ' | ' | ' | 30-Aug-13 | 30-Aug-13 | ' | ' | ' | ' | ' | ' | ' |
Initial public offering, shares | ' | ' | ' | ' | ' | ' | 11,765,000 | ' | ' | ' | ' | ' |
Per share value | ' | ' | ' | ' | ' | ' | ' | $14 | ' | ' | ' | ' |
Net proceeds after underwriting discounts and commissions | 154,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
One-time payment to Lone Star for termination of asset advisory agreement | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from Initial Public Offering | ' | ' | ' | ' | ' | 152,000,000 | ' | ' | ' | ' | ' | ' |
Cash on hand | ' | ' | ' | ' | ' | 6,100,000 | ' | ' | ' | ' | ' | ' |
Repayment amount | ' | ' | ' | ' | ' | 155,000,000 | ' | ' | ' | ' | ' | ' |
Prepayment premium | ' | ' | ' | ' | ' | $3,100,000 | ' | ' | ' | ' | ' | ' |
Stock split ratio | ' | 32,304 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Significant_Accounting_Policie3
Significant Accounting Policies - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 5 Months Ended | ||||||||||||||||||
Feb. 03, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Feb. 10, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Feb. 05, 2014 | Feb. 03, 2014 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | |
Initial Public Offering [Member] | Accumulated Translation Adjustment [Member] | Fair Value, Inputs, Level 3 [Member] | Capitalized Software [Member] | Customer Lists [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Trademarks [Member] | Trademarks [Member] | Buildings [Member] | Buildings [Member] | Plant Machinery [Member] | Plant Machinery [Member] | Plant Machinery [Member] | Mobile Equipment [Member] | Mobile Equipment [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Successor [Member] | Selling, General and Administrative Expenses [Member] | |||||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Initial Public Offering [Member] | Stock Split [Member] | Accumulated Translation Adjustment [Member] | Accumulated Translation Adjustment [Member] | Lone Star [Member] | Lone Star [Member] | |||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition related cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,300,000 |
Accounts receivable | ' | ' | ' | 31,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts receivable, gross | ' | ' | ' | 33,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Uncollectible amount | ' | ' | ' | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business combination consideration for working capital | ' | 3,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss contingencies | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock split ratio | 32,304 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 32,304 | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated Other Comprehensive Loss | ' | -254,000 | -1,277,000 | ' | ' | -300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -5,560,000 | ' | -600,000 | -4,400,000 | ' | ' | ' | ' |
Property, plant and equipment useful life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | '25 years | '15 years | '5 years | '25 years | '5 years | '8 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' |
Indefinite lived, trademarks | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' |
Intangible assets useful life | ' | ' | ' | ' | ' | ' | ' | '5 years | '10 years | '15 years | '15 years | '15 years | '15 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets amortization period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 years | ' | '15 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative contracts outstanding | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' |
Fair value of asset | ' | ' | ' | ' | ' | ' | 13,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value discount rate | ' | 16.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unionized bargaining employees percentage | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unionized bargaining employees agreement expiration date | ' | 30-Nov-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expense on defined contribution plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' |
Pension and other post retirement benefit expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,900,000 | 8,000,000 | ' | ' |
Derivative instrument term | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gains related to changes in the fair value of derivatives | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $700,000 | $1,100,000 | ' | ' | ' | ' | ' | ' |
Issuance of new shares | ' | ' | ' | ' | 11,765,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,765,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Significant_Accounting_Policie4
Significant Accounting Policies - Finalized Fair Values of Assets Acquired and Liabilities Assumed at Acquisition Date (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 30, 2013 | Aug. 30, 2013 | Aug. 30, 2013 | Aug. 30, 2013 | Aug. 30, 2013 |
In Thousands, unless otherwise specified | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | ||
Trademarks [Member] | Customer Relationships [Member] | Seven Hills, LLC [Member] | |||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Total current assets | ' | ' | ' | $70,371 | ' | ' | ' |
Property, plant and equipment | ' | ' | ' | 392,809 | ' | ' | ' |
Financial interest in Seven Hills JV | ' | 13,000 | ' | ' | ' | ' | 13,000 |
Intangible assets | ' | ' | ' | ' | 15,000 | 118,000 | ' |
Goodwill | 119,945 | 119,945 | ' | 119,945 | ' | ' | ' |
Total current liabilities | ' | ' | ' | -25,984 | ' | ' | ' |
Total purchase price | ' | ' | $703,141 | ' | ' | ' | ' |
Schedule_of_Unaudited_Pro_Form
Schedule of Unaudited Pro Forma Information (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Predecessor [Member] | ||
Business Acquisition Pro Forma Information [Line Items] | ' | ' |
Revenues | $402,314 | $311,410 |
Net income (loss) | $4,895 | ($68,651) |
Significant_Accounting_Policie5
Significant Accounting Policies - Schedule of Earnings (Loss) Per Share (Detail) (USD $) | 2 Months Ended | 3 Months Ended | 5 Months Ended | 9 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Net income | ' | ' | $2,105 | ' |
Successor [Member] | ' | ' | ' | ' |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ' | ' | ' | ' |
Net income | ($4,640) | $6,745 | $2,105 | $5,530 |
Average number of common shares | 32,304,000 | ' | 32,304,000 | 42,560,667 |
Dilutive restricted stock and stock options | ' | ' | ' | 8,000 |
Net income per share (basic and diluted) | ($0.14) | $0.21 | $0.07 | ' |
Average diluted common shares | 32,304,000 | ' | 32,304,000 | 42,568,885 |
Basic earnings (loss) per average common share | ($0.14) | ' | $0.07 | $0.13 |
Diluted earnings (loss) per average common share | ($0.14) | ' | $0.07 | $0.13 |
Companys_Significant_Customers
Company's Significant Customers Revenue Information (Detail) (Sales Revenue, Net [Member], Customer Concentration Risk [Member], Customera [Member]) | 5 Months Ended | 8 Months Ended | 12 Months Ended | |
Dec. 31, 2013 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |
Concentration Risk [Line Items] | ' | ' | ' | ' |
Concentration risk percentage | 12.00% | 15.00% | 15.00% | 12.00% |
Companys_Significant_Customers1
Company's Significant Customers Accounts Receivable Information (Detail) (Accounts Receivable [Member], Customer Concentration Risk [Member]) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | ||
Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | ||
Customera [Member] | Customer B [Member] | Customera [Member] | Customer B [Member] | ||
Concentration Risk [Line Items] | ' | ' | ' | ' | |
Concentration risk percentage | 27.00% | ' | [1] | 10.00% | 13.00% |
[1] | Customer did not represent over 10% for the period or as of the date presented. |
Receivables_Components_of_Rece
Receivables - Components of Receivables (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Receivables [Abstract] | ' | ' | ' |
Trade receivables | $41,393 | $34,065 | $24,880 |
Total Allowances | -1,881 | -1,737 | -1,530 |
Total receivables, net | $39,512 | $32,328 | $23,350 |
Rollforward_of_the_Receivable_
Rollforward of the Receivable Allowances (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Beginning | ($1,881) | ($1,737) | ($1,530) | ($1,768) | ($1,530) | ($1,357) | ($1,953) |
Additions | ' | ' | ' | -1,466 | -2,377 | -3,097 | -2,951 |
Write-offs | ' | ' | ' | 1,497 | 2,139 | 2,924 | 3,547 |
Ending | ($1,881) | ($1,737) | ($1,530) | ($1,737) | ($1,768) | ($1,530) | ($1,357) |
Inventories_Components_of_Inve
Inventories - Components of Inventories (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Inventory Disclosure [Abstract] | ' | ' | ' |
Finished Products | $8,128 | $3,841 | $5,856 |
Work in process | ' | ' | 12 |
Raw materials | 18,587 | 16,505 | 15,762 |
Supplies and other | 8,022 | 7,774 | 7,576 |
Total inventories | $34,737 | $28,120 | $29,206 |
Property_Plant_and_Equipment_C
Property, Plant and Equipment - Components of Property, Plant and Equipment (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Predecessor [Member] | Predecessor [Member] | Land [Member] | Land [Member] | Land [Member] | Buildings [Member] | Buildings [Member] | Buildings [Member] | Plant Machinery [Member] | Plant Machinery [Member] | Plant Machinery [Member] | Mobile Equipment [Member] | Mobile Equipment [Member] | Mobile Equipment [Member] | Construction in Progress [Member] | Construction in Progress [Member] | Construction in Progress [Member] | ||
Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||||||||||||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property, plant and equipment, at cost | $398,049 | $395,360 | $604,000 | ' | $12,931 | $12,933 | $3,978 | $109,755 | $108,737 | $143,776 | $267,668 | $267,146 | $441,195 | $2,990 | $2,990 | $7,667 | $4,705 | $3,554 | $7,384 |
Accumulated depreciation | -38,166 | -11,735 | -217,730 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total property, plant and equipment, net | $359,883 | $383,625 | $386,270 | $415,902 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property_Plant_and_Equipment_A
Property, Plant and Equipment - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2012 | Sep. 30, 2013 | Aug. 30, 2013 | Dec. 31, 2012 |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||
Cost of Sales [Member] | Capital Lease Obligations [Member] | Capital Lease Obligations [Member] | Capital Lease Obligations [Member] | |||||||||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation expense | ' | ' | $2,800,000 | $11,700,000 | $26,400,000 | $16,100,000 | $34,800,000 | $25,900,000 | ' | ' | ' | ' |
Property, plant and equipment, at cost | 398,049,000 | 395,360,000 | ' | ' | ' | ' | 604,000,000 | ' | ' | ' | ' | 4,400,000 |
Accumulated depreciation | 38,166,000 | 11,735,000 | ' | ' | ' | ' | 217,730,000 | ' | ' | ' | ' | 2,400,000 |
Capital lease payment | ' | ' | ' | ' | ' | ' | 4,200,000 | ' | ' | ' | ' | ' |
Loss on capital lease | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,100,000 | -1,200,000 | ' |
Restructuring charge to accelerated depreciation | ' | ' | ' | ' | ' | ' | ' | ' | 11,300,000 | ' | ' | ' |
Severance benefits paid | ' | ' | ' | ' | ' | ' | ' | ' | $200,000 | ' | ' | ' |
Goodwill_Additional_Informatio
Goodwill - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Reporting_Unit | Predecessor [Member] | |
Reporting_Unit | ||
Goodwill [Line Items] | ' | ' |
Number of Reporting Units | 2 | 2 |
Goodwill Impairment | $0 | $0 |
Changes in the carrying value of goodwill | ' | $0 |
Software_and_Other_Intangibles2
Software and Other Intangibles - Customer Relationships and Other Intangibles (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Predecessor [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Purchased and Internally Developed Software [Member] | Purchased and Internally Developed Software [Member] | Purchased and Internally Developed Software [Member] | Trademarks [Member] | Trademarks [Member] | Trademarks [Member] | ||
Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | ||||||||||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Customer relationships and other intangibles, at cost | $136,101 | $132,920 | $28,159 | $117,540 | $117,919 | $7,224 | $3,618 | $11 | $20,618 | $14,943 | $14,990 | $317 |
Accumulated amortization | -21,621 | -6,794 | -24,330 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Customer relationships and other intangibles, net | $114,480 | $126,126 | $3,829 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Software_and_Other_Intangibles3
Software and Other Intangibles - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2012 | Oct. 31, 2014 |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Customer Relationships [Member] | Trademarks [Member] | Trademarks [Member] | Trademarks [Member] | Capitalized Software [Member] | Capitalized Software [Member] | Capitalized Software [Member] | Capitalized Software [Member] | Capitalized Software [Member] | Development of New Website [Member] | Purchased and Internally Developed Software [Member] | Purchased and Internally Developed Software [Member] | Purchased and Internally Developed Software [Member] | Purchased and Internally Developed Software [Member] | New ERP Software [Member] | |||
Predecessor [Member] | Predecessor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Subsequent Event [Member] | ||||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense | ' | ' | $1,800,000 | $6,800,000 | $14,900,000 | $800,000 | $1,600,000 | $2,100,000 | ' | ' | ' | ' | ' | ' | ' | $10,000 | $300,000 | $900,000 | $1,400,000 | ' | ' | ' | ' | ' | ' |
Amortization on estimated useful life | ' | ' | ' | ' | ' | ' | ' | ' | '15 years | '15 years | ' | '15 years | '15 years | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years |
Capitalized costs | 136,101,000 | 132,920,000 | ' | ' | ' | ' | 28,159,000 | ' | 117,540,000 | 117,919,000 | 7,224,000 | 14,943,000 | 14,990,000 | 317,000 | ' | ' | ' | 1,000,000 | ' | 100,000 | 3,618,000 | 11,000 | 3,500,000 | 20,618,000 | ' |
Amortization expense, 2014 | ' | 18,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense, 2015 | ' | 14,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense, 2016 | ' | 12,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense, 2017 | ' | 10,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense, 2018 | ' | $9,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued_and_Other_Liabilities_1
Accrued and Other Liabilities - Accrued and Other Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Predecessor [Member] | ||
Accrued Expenses And Other Current Liabilities [Line Items] | ' | ' | ' |
Vacation and other employee-related costs | $5,877 | $2,948 | $6,237 |
VAT taxes | 1,366 | 942 | 729 |
Restructuring | ' | ' | 163 |
Income taxes | ' | 4,197 | ' |
Other | 1,845 | 3,238 | 232 |
Total accrued and other liabilities | $9,088 | $11,325 | $7,361 |
Income_Tax_Expense_Benefit_Det
Income Tax (Expense) Benefit (Detail) (USD $) | 5 Months Ended | 2 Months Ended | 5 Months Ended | 9 Months Ended | 8 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | ||
Schedule Of Current And Deferred Income Taxes [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Current | ' | ' | ($4,197) | ' | ($884) | $542 | $732 |
Deferred | ' | ' | 3,087 | ' | 754 | -190 | -416 |
Income tax (Expense) benefit | ($1,110) | ($254) | ($1,110) | ($3,526) | ($130) | $352 | $316 |
Income_loss_Before_Income_Tax_
Income (loss) Before Income Tax (Detail) (USD $) | 2 Months Ended | 5 Months Ended | 9 Months Ended | 8 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |
Schedule Of Income Loss From Continuing Operations [Line Items] | ' | ' | ' | ' | ' | ' |
United States | ' | $3,225 | ' | $32,509 | ($10,858) | ($58,810) |
Canada | ' | -10 | ' | -194 | -2,336 | -2,048 |
Income (loss) before income tax | ($4,386) | $3,215 | $9,056 | $32,315 | ($13,194) | ($60,858) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 5 Months Ended | 9 Months Ended | 12 Months Ended | 8 Months Ended | 12 Months Ended | ||
Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | |
Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||||
Income Tax Contingency [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
U.S. statutory federal income tax rate | ' | ' | ' | 35.00% | ' | ' | ' | ' |
Pre-tax operating losses | ' | ' | ' | ' | $32,315,000 | ($13,194,000) | ($60,858,000) | ' |
Net operating loss carry-forward carried forward to CBP | ' | ' | ' | ' | 0 | ' | ' | 111,000,000 |
Valuation allowance recorded | 0 | ' | 0 | ' | ' | 43,780,000 | ' | ' |
Estimated effective tax rate | ' | 34.53% | 38.00% | ' | 0.40% | 2.67% | 0.52% | ' |
Unfavorable discrete tax items recognized | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Additional paid-in capital recognized | $1,000,000 | ($130,000,000) | ' | ' | ' | ' | ' | ' |
Statutory_Income_Tax_Reconcili
Statutory Income Tax Reconciliation (Detail) (USD $) | 5 Months Ended | 9 Months Ended | 8 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||
Income Tax Reconciliation [Line Items] | ' | ' | ' | ' | ' |
Taxes at the U.S. federal income tax rate | $1,125 | ' | $11,310 | ($4,618) | ($21,300) |
U.S./Canadian tax rate differential | 2 | ' | 19 | 234 | 175 |
U.S. state and Canadian provincial income taxes, net of federal benefit | 74 | ' | 1,314 | -494 | -2,517 |
Non-deductible expenses | 17 | ' | 46 | 80 | 76 |
Domestic production activities deduction | -108 | ' | ' | ' | ' |
Valuation allowance | ' | ' | -12,559 | 4,446 | 23,259 |
Other | ' | ' | ' | ' | -9 |
Income tax expense (benefit) | $1,110 | ' | $130 | ($352) | ($316) |
Effective rate | 34.53% | 38.00% | 0.40% | 2.67% | 0.52% |
Deferred_Tax_Asset_and_Deferre
Deferred Tax Asset and Deferred Tax Liabilities (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Predecessor [Member] | |||
Deferred tax assets: | ' | ' | ' |
Reserves and other liabilities | ' | $2,137,000 | $392,000 |
Tax loss carryforwards | ' | ' | 111,007,000 |
Acquisition costs and intangibles | ' | 1,533,000 | ' |
Other | ' | 136,000 | 2,181,000 |
Deferred tax assets | ' | 3,806,000 | 113,580,000 |
Less valuation allowance | 0 | ' | -43,780,000 |
Deferred tax assets, net of valuation allowance | ' | 3,806,000 | 69,800,000 |
Deferred tax liabilities: | ' | ' | ' |
Depreciation, amortization and other | ' | -719,000 | -75,945,000 |
Deferred tax liabilities | ' | -719,000 | -75,945,000 |
Net deferred tax asset (liability) | ' | 3,087,000 | -6,145,000 |
Net deferred tax asset, current | ' | 2,137,000 | ' |
Net deferred tax asset, non-current | ' | 950,000 | ' |
Net deferred tax liability, non-current | ' | ' | $6,145,000 |
Rollforward_Deferred_Tax_Valua
Rollforward Deferred Tax Valuation Allowance (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2012 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | ||
Valuation Allowance of Deferred Tax Assets [Member] | Valuation Allowance of Deferred Tax Assets [Member] | Valuation Allowance of Deferred Tax Assets [Member] | |||
Valuation Allowance [Line Items] | ' | ' | ' | ' | ' |
Balance at beginning of period | $0 | $43,780,000 | $43,780,000 | $38,865,000 | $16,053,000 |
Amounts charged to expense | ' | ' | -12,559,000 | 4,446,000 | 23,259,000 |
Amounts charged to other comprehensive income | ' | ' | ' | 469,000 | -447,000 |
Balance at end of period | $0 | $43,780,000 | $31,221,000 | $43,780,000 | $38,865,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | 2 Months Ended | 5 Months Ended | 9 Months Ended | 8 Months Ended | 12 Months Ended | 8 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 30, 2013 | |
Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||
Port of Newark [Member] | |||||||||
Contingencies And Commitments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total expenses under operating leases | ' | ' | $400,000 | $1,500,000 | $3,600,000 | $7,800,000 | $7,000,000 | $5,900,000 | $4,200,000 |
Non Capital Purchased under commitments | ' | ' | ' | 23,000,000 | ' | 47,900,000 | 63,800,000 | 65,300,000 | ' |
Outstanding amount of letters of credit | 3,900,000 | 2,400,000 | ' | ' | ' | ' | 1,400,000 | ' | ' |
Ownership interest percentage | 50.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' |
Accrued amount in the accompanying balance sheet | $0 | $0 | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_2
Commitments and Contingencies - Future Minimum Lease Payments Due under Non-Cancelable Operating Leases (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Commitments and Contingencies Disclosure [Abstract] | ' | ' | |
Operating Leases, Total | $5,668 | $5,486 | [1] |
Operating Leases, Remaining 2014 | 293 | 1,073 | [1] |
Operating Leases, 2015 | 1,425 | 1,066 | [1] |
Operating Leases, 2016 | 975 | 616 | [1] |
Operating Leases, 2017 | 865 | 621 | [1] |
Operating Leases, 2018 | 616 | 616 | [1] |
Operating Leases, After 2018 | 1,494 | 1,494 | [1] |
Purchase Commitments, Total | 166,840 | 186,213 | |
Purchase Commitments, Remaining 2014 | 10,686 | 33,960 | |
Purchase Commitments, 2015 | 30,657 | 32,269 | |
Purchase Commitments, 2016 | 28,817 | 20,762 | |
Purchase Commitments, 2017 | 18,997 | 17,658 | |
Purchase Commitments, 2018 | 16,044 | 18,060 | |
Purchase Commitments, After 2018 | 61,639 | 63,504 | |
Total Commitments | 172,508 | 191,699 | |
Total Commitments, Remaining 2014 | 10,979 | 35,033 | |
Total Commitments, 2015 | 32,082 | 33,335 | |
Total Commitments, 2016 | 29,792 | 21,378 | |
Total Commitments, 2017 | 19,862 | 18,279 | |
Total Commitments, 2018 | 16,660 | 18,676 | |
Total Commitments, After 2018 | $63,133 | $64,998 | |
[1] | The table reflects future minimum lease payments over the non-cancelable lease terms of its operating lease. |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | 8 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||
Aug. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 10, 2014 | Dec. 31, 2013 | Feb. 10, 2014 | Dec. 31, 2012 | Dec. 31, 2011 | |
Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Lafarge N.A. [Member] | Lafarge N.A. [Member] | Lafarge N.A. [Member] | Lafarge N.A. [Member] | Lafarge N.A. [Member] | Lone Star [Member] | Lone Star [Member] | Lone Star [Member] | Lone Star [Member] | Lone Star [Member] | |
Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Subsequent Event [Member] | Predecessor [Member] | Predecessor [Member] | |||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Selling and administrative expenses | $7,457,000 | $8,486,000 | $8,340,000 | $8,677,000 | $7,795,000 | $8,550,000 | $9,209,000 | $24,283,000 | $34,231,000 | $33,589,000 | ' | ' | $4,900,000 | $7,000,000 | $9,700,000 | ' | ' | ' | ' | ' |
Pension and other post-retirement benefits expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,600,000 | 11,900,000 | 8,000,000 | ' | ' | ' | 11,900,000 | 8,000,000 |
Payment for services per month | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 119,000 | ' | ' | ' | ' | ' | ' | ' |
Payment for services escalated per month | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 129,700 | 129,700 | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of actual cost paid for the services | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 110.00% | ' | ' | ' |
Amount owed for agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' |
Termination fee included non-operating expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,000,000 | ' | $2,000,000 | ' | ' |
Investment_in_Seven_Hills_Addi
Investment in Seven Hills - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Seven Hills, LLC [Member] | Seven Hills, LLC [Member] | ||
Schedule of Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price allocation | ' | ' | ' | ' | ' | ' | ' | ' | $13 | $13 |
Estimated Redemption Value of joint venture | ' | 13.8 | ' | ' | ' | ' | 14.1 | ' | ' | ' |
Cost of paperboard | ' | ' | 4.4 | 17.6 | 37.3 | 33.1 | 43.6 | 46.4 | ' | ' |
Purchase commitments | $33 | $29.20 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Summary_of_Debt_Detail
Debt - Summary of Debt (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Less: Original issue discount (net of amortization) | ($3,021) | ($4,888) |
Total debt | 373,967 | 564,074 |
Less: Current portion of long-term debt | ' | -4,150 |
Long-term debt | 373,967 | 559,924 |
Total debt | 373,967 | 564,074 |
First Lien Credit Agreement [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt before unamortized discount | 376,988 | 413,962 |
First Lien Credit Agreement [Member] | Term Loan Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt before unamortized discount | ' | 413,962 |
Second Lien Credit Agreement [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt before unamortized discount | ' | $155,000 |
Debt_Summary_of_Debt_Parenthet
Debt - Summary of Debt (Parenthetical) (Detail) | Mar. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Term Loan Facility [Member] | Term Loan Facility [Member] | ||
London Interbank Offered Rate (LIBOR) [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | |||||
London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Debt, frequency of payment | ' | ' | ' | ' | ' | 'Quarterly | ' |
Debt, maturity date | ' | 28-Aug-20 | 28-Aug-20 | 26-Feb-21 | ' | 28-Aug-20 | ' |
Floor rate | 1.00% | ' | 1.00% | 1.00% | ' | 1.00% | ' |
Debt, variable interest rate | ' | ' | ' | ' | 7.75% | ' | 3.75% |
Debt, average annual interest rate | ' | ' | ' | 8.75% | ' | 4.75% | ' |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 2 Months Ended | 5 Months Ended | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | 31-May-14 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Aug. 30, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 30, 2013 | Dec. 31, 2013 | Aug. 30, 2013 | Aug. 30, 2013 | Aug. 30, 2013 | Aug. 30, 2013 | Dec. 31, 2013 | Aug. 30, 2013 | Feb. 10, 2014 | Dec. 31, 2013 | Aug. 30, 2013 | Feb. 10, 2014 | Feb. 05, 2014 | Aug. 30, 2013 | Dec. 02, 2013 | 31-May-14 | Sep. 30, 2014 | Dec. 31, 2013 | 31-May-14 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | |
Moody's, B2 Rating [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | First And Second Lien Credit Facility [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Successor [Member] | Successor [Member] | Successor [Member] | ||||||||
Term Loan Facility [Member] | Term Loan Facility [Member] | U.S. Dollar Revolving Loan Facility [Member] | Canadian Dollar and/or U.S. Dollar Revolving Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Term Loan Facility [Member] | First Lien Credit Agreement [Member] | First Lien Credit Agreement [Member] | |||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $415,000,000 | $320,000,000 | ' | $415,000,000 | $40,000,000 | $10,000,000 | ' | $50,000,000 | $50,000,000 | ' | $155,000,000 | $120,000,000 | ' | ' | $155,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from line of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | 130,000,000 | ' | ' | ' | ' | 28,500,000 | ' | ' |
Debt issuance cost | ' | ' | ' | ' | ' | ' | 15,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, increase in borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 95,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, periodic principal payment | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | 34,900,000 | ' | 1,037,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Floor rate | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | 1.00% | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, variable interest rate | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | 3.75% | 3.50% | ' | ' | ' | ' | ' | ' | 7.75% | 7.50% | ' | ' | ' | ' | 3.75% | ' | ' | 3.25% | ' | ' | ' |
Debt interest rate additional description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The margin applicable to each borrowing may be reduced by 0.25% if the Company achieves certain credit ratings by Moody's and S&P. The margin may be further reduced by 0.50% subsequent to our initial public offering if we achieve certain credit ratings by Moody's and S&P or achieve a total leverage ratio less than four times net debt to adjusted earnings before interest, depreciation and amortization as defined in the agreement. | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The margin applicable to each borrowing may be reduced by 0.25% if the Company achieves certain credit ratings by Moody's and S&P. The margin may be further reduced by 0.50% subsequent to our initial public offering if we achieve certain credit ratings by Moody's and S&P or achieve a total leverage ratio less than four times net debt to adjusted earnings before interest, depreciation and amortization as defined in the agreement. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment of debt issuance cost and other fees | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Final payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | 377,000,000 | 377,000,000 | 387,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit agreement due date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28-Aug-20 | 28-Aug-20 | ' | 28-Aug-20 | ' | ' | ' | ' | ' | ' | ' | 26-Feb-21 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.64% | 4.64% | 5.20% | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9.40% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding revolver amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis points | ' | ' | ' | 2.25% | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Facility fee, basis points | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining outstanding | ' | ' | 46,100,000 | 46,100,000 | ' | ' | ' | ' | ' | ' | ' | 47,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash interest paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,500,000 | 15,600,000 |
Full payment amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 155,000,000 | ' | ' | 155,000,000 | 155,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding amount of letters of credit | ' | ' | 3,900,000 | 3,900,000 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,500,000 | 12,500,000 | ' | ' | ' | ' |
Leverage ratio | 6.75 | ' | ' | ' | 6.75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolver amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from the Initial Public Offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 152,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash on hand | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Prepayment premium | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,100,000 | ' | ' | ' | 3,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Original issue discount write-off | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $6,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $191,000 | $808,000 | $8,560,000 |
Reduction in margin, percentage | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Further reduction in margin, percentage | ' | ' | 0.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Summary_of_Future_Minimum
Debt - Summary of Future Minimum Principal Payments Due under First Lien Credit Agreement (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Equity Method Investments And Cost Method Investments [Abstract] | ' | ' |
2014 | ' | $4,150 |
Remaining 2014 | ' | ' |
2015 | ' | 4,150 |
2016 | ' | 4,150 |
2017 | ' | 4,150 |
2018 | ' | 4,150 |
Thereafter | $376,988 | $548,212 |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) (Wallboard [Member], Sales Revenue, Net [Member]) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Wallboard [Member] | Sales Revenue, Net [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Percentage of revenues | 96.00% | 95.00% |
Segment_Reporting_Summary_of_R
Segment Reporting - Summary of Reportable Segment Information (Detail) (USD $) | 2 Months Ended | 3 Months Ended | 5 Months Ended | 9 Months Ended | 2 Months Ended | 5 Months Ended | 9 Months Ended | 2 Months Ended | 5 Months Ended | 9 Months Ended | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | 8 Months Ended | 12 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||||||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||||
Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||||||||
Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Other [Member] | Other [Member] | Other [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Other [Member] | Other [Member] | Other [Member] | |||||||||||||||||||||||
Net Sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Total net sales | $35,630 | $114,436 | $150,066 | $303,692 | $34,291 | $144,689 | $292,212 | $1,339 | $5,377 | $11,480 | $69,119 | $99,679 | $83,450 | $87,961 | $81,240 | $68,729 | $73,480 | $252,248 | $311,410 | $252,111 | $240,225 | $295,282 | $236,096 | $12,023 | $16,128 | $16,015 | ||||||||
Operating income (loss): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Operating income (loss) | -2,107 | [1] | 15,885 | 13,778 | 39,292 | -2,045 | 14,162 | 39,819 | -62 | -384 | -527 | 5,472 | [2] | 17,202 | [3] | 9,953 | [4] | 2,823 | [5] | 3,641 | [6] | -16,590 | [7] | -2,631 | [8] | 32,627 | -12,757 | -61,116 | 32,699 | -11,814 | -59,493 | -72 | -943 | -1,623 |
Adjustments: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Interest Expense | -2,364 | ' | -10,542 | -24,518 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -91 | -212 | -273 | ' | ' | ' | ' | ' | ' | ||||||||
Gain (loss) from Equity Investment | ' | ' | ' | -257 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -30 | -138 | 228 | ' | ' | ' | ' | ' | ' | ||||||||
Other non-operating expenses | 85 | ' | -21 | -5,461 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -191 | -87 | 303 | ' | ' | ' | ' | ' | ' | ||||||||
Income (loss) before income tax | -4,386 | ' | 3,215 | 9,056 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 32,315 | -13,194 | -60,858 | ' | ' | ' | ' | ' | ' | ||||||||
Depreciation and Amortization | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Total depreciation and amortization | $4,594 | $13,935 | $18,529 | $41,324 | $4,492 | $17,943 | $40,423 | $102 | $586 | $901 | $4,396 | $6,248 | $6,242 | $6,403 | $6,443 | $16,715 | [9] | $6,770 | $16,886 | $36,331 | $28,054 | $16,067 | $35,091 | $26,837 | $819 | $1,240 | $1,217 | |||||||
[1] | Operating income for the period ended September 30, 2013 includes $2,075 of lease termination costs, $3,296 of acquisition closing costs, and inventory step-up impacting margin of $1,500. | |||||||||||||||||||||||||||||||||
[2] | Operating income for the period July 1, 2013 to August 30, 2013 includes $1,961 for pension expense, $744 of expense related to the Master Brands Agreement with Lafarge S.A., lease termination costs of $2,556 for the Newark facility that was closed, and lease termination costs of $1,195 to discontinue the use of our co-generation power plant. | |||||||||||||||||||||||||||||||||
[3] | Operating income for the three months ended June 30, 2013 includes $2,817 for pension expense and $1,140 of expense related to the Master Brands Agreement with Lafarge S.A. | |||||||||||||||||||||||||||||||||
[4] | Operating income for the three months ended March 31, 2013 includes $2,858 of pension expense and $1,120 of expense related to the Master Brands Agreement with Lafarge S.A. | |||||||||||||||||||||||||||||||||
[5] | Operating income for the three months ended December 31, 2012 includes $3,985 for pension expense, and $1,062 of expense related to the Master Brands Agreement with Lafarge S.A. | |||||||||||||||||||||||||||||||||
[6] | Operating income for the three months ended September 30, 2012 includes $2,647 for pension expense, and $853 of expense related to the Master Brands Agreement with Lafarge S.A. | |||||||||||||||||||||||||||||||||
[7] | Operating income for the three months ended June 30, 2012 includes $2,647 for pension expense and $834 of expense related to the Master Brands Agreement with Lafarge S.A., a special bonus of $444, a spare parts write-off of $1,205, and accelerated depreciation for the closure of our Newark facility of $10,100. | |||||||||||||||||||||||||||||||||
[8] | Operating income for the three months ended March 31, 2012 includes $2,647 of pension expense and $853 of expense related to the Master Brands Agreement with Lafarge S.A., and a special bonus of $460 | |||||||||||||||||||||||||||||||||
[9] | Depreciation expense for the three months ended June 30, 2012 includes accelerated depreciation for the closure of our Newark facility of $10,100. |
Segment_Reporting_By_Geographi
Segment Reporting By Geographic Area (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Aug. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | UNITED STATES | CANADA | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | ||
UNITED STATES | CANADA | UNITED STATES | UNITED STATES | UNITED STATES | CANADA | CANADA | CANADA | |||||||||||||||||||
Sales Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Sales | ' | ' | ' | ' | $35,630 | $114,436 | $150,066 | $303,692 | $135,275 | $14,791 | $69,119 | $99,679 | $83,450 | $87,961 | $81,240 | $68,729 | $73,480 | $252,248 | $311,410 | $252,111 | $221,995 | $272,579 | $226,147 | $30,253 | $38,831 | $25,964 |
Fixed Assets | 359,883 | 383,625 | 379,381 | 4,244 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 386,270 | ' | ' | ' | ' | 386,270 | 415,902 | ' | 381,666 | 410,528 | ' | 4,604 | 5,374 |
Total Assets | $716,592 | $740,376 | $714,495 | $25,881 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $556,746 | ' | ' | ' | ' | $556,746 | $576,044 | ' | $543,968 | $567,183 | ' | $12,778 | $8,861 |
Quarterly_Data_Schedule_of_Sel
Quarterly Data - Schedule of Selected Quarterly Data (Detail) (USD $) | 5 Months Ended | 2 Months Ended | 3 Months Ended | 5 Months Ended | 9 Months Ended | 2 Months Ended | 3 Months Ended | 5 Months Ended | 9 Months Ended | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Aug. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||||
Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | ||||||||||
Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | Wallboard [Member] | ||||||||||||||||||||||||
sqft | sqft | sqft | sqft | sqft | sqft | sqft | sqft | sqft | |||||||||||||||||||||||||||||
Selected Quarterly Financial Data [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Net Sales | ' | $35,630 | $114,436 | $150,066 | $303,692 | $34,291 | ' | $144,689 | $292,212 | $69,119 | $99,679 | $83,450 | $87,961 | $81,240 | $68,729 | $73,480 | $252,248 | $311,410 | $252,111 | ' | ' | ' | ' | ' | ' | ' | $240,225 | $295,282 | $236,096 | ||||||||
Costs of goods sold | ' | 31,537 | 89,798 | 121,335 | 241,042 | ' | ' | ' | ' | 56,190 | 73,991 | 65,157 | 76,461 | 69,804 | 76,769 | 66,902 | 195,338 | 289,936 | 279,638 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Selling and administrative | ' | 6,200 | 8,753 | 14,953 | 23,358 | ' | ' | ' | ' | 7,457 | 8,486 | 8,340 | 8,677 | 7,795 | 8,550 | 9,209 | 24,283 | 34,231 | 33,589 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Operating income | ' | -2,107 | [1] | 15,885 | 13,778 | 39,292 | -2,045 | ' | 14,162 | 39,819 | 5,472 | [2] | 17,202 | [3] | 9,953 | [4] | 2,823 | [5] | 3,641 | [6] | -16,590 | [7] | -2,631 | [8] | 32,627 | -12,757 | -61,116 | ' | ' | ' | ' | ' | ' | ' | 32,699 | -11,814 | -59,493 |
Net income | 2,105 | -4,640 | 6,745 | 2,105 | 5,530 | ' | ' | ' | ' | 5,712 | 16,676 | 9,797 | 2,994 | 3,705 | -16,722 | -2,819 | 32,185 | -12,842 | -60,542 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Earnings per share-basic and diluted | ' | ($0.14) | $0.21 | $0.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Wallboard sales volume (million square feet) | ' | ' | ' | ' | ' | 195,000,000 | 632,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 373,000,000 | 523,000,000 | 438,000,000 | 537,000,000 | 500,000,000 | 415,000,000 | 451,000,000 | ' | ' | ' | ||||||||
Mill net sales price | ' | 144 | 143 | ' | ' | ' | ' | ' | ' | 145 | 150 | 147 | 126 | 125 | 125 | 120 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Depreciation and amortization | ' | $4,594 | $13,935 | $18,529 | $41,324 | $4,492 | ' | $17,943 | $40,423 | $4,396 | $6,248 | $6,242 | $6,403 | $6,443 | $16,715 | [9] | $6,770 | $16,886 | $36,331 | $28,054 | ' | ' | ' | ' | ' | ' | ' | $16,067 | $35,091 | $26,837 | |||||||
[1] | Operating income for the period ended September 30, 2013 includes $2,075 of lease termination costs, $3,296 of acquisition closing costs, and inventory step-up impacting margin of $1,500. | ||||||||||||||||||||||||||||||||||||
[2] | Operating income for the period July 1, 2013 to August 30, 2013 includes $1,961 for pension expense, $744 of expense related to the Master Brands Agreement with Lafarge S.A., lease termination costs of $2,556 for the Newark facility that was closed, and lease termination costs of $1,195 to discontinue the use of our co-generation power plant. | ||||||||||||||||||||||||||||||||||||
[3] | Operating income for the three months ended June 30, 2013 includes $2,817 for pension expense and $1,140 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||||||||||||||||||||||
[4] | Operating income for the three months ended March 31, 2013 includes $2,858 of pension expense and $1,120 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||||||||||||||||||||||
[5] | Operating income for the three months ended December 31, 2012 includes $3,985 for pension expense, and $1,062 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||||||||||||||||||||||
[6] | Operating income for the three months ended September 30, 2012 includes $2,647 for pension expense, and $853 of expense related to the Master Brands Agreement with Lafarge S.A. | ||||||||||||||||||||||||||||||||||||
[7] | Operating income for the three months ended June 30, 2012 includes $2,647 for pension expense and $834 of expense related to the Master Brands Agreement with Lafarge S.A., a special bonus of $444, a spare parts write-off of $1,205, and accelerated depreciation for the closure of our Newark facility of $10,100. | ||||||||||||||||||||||||||||||||||||
[8] | Operating income for the three months ended March 31, 2012 includes $2,647 of pension expense and $853 of expense related to the Master Brands Agreement with Lafarge S.A., and a special bonus of $460 | ||||||||||||||||||||||||||||||||||||
[9] | Depreciation expense for the three months ended June 30, 2012 includes accelerated depreciation for the closure of our Newark facility of $10,100. |
Quarterly_Data_Schedule_of_Sel1
Quarterly Data - Schedule of Selected Quarterly Data (Parenthetical) (Detail) (USD $) | 2 Months Ended | 5 Months Ended | 9 Months Ended | 2 Months Ended | 8 Months Ended | 12 Months Ended | 2 Months Ended | 3 Months Ended | 2 Months Ended | 3 Months Ended | 2 Months Ended | 3 Months Ended | 2 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Aug. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Aug. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Aug. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Aug. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2012 | Aug. 30, 2013 |
Successor [Member] | Successor [Member] | Successor [Member] | Successor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Newark, New Jersey facility [Member] | Newark, New Jersey facility [Member] | Newark, New Jersey facility [Member] | Co-generation Power Plant [Member] | |
Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||||||
Lafarge S.A. [Member] | Lafarge S.A. [Member] | Lafarge S.A. [Member] | Lafarge S.A. [Member] | Lafarge S.A. [Member] | Lafarge S.A. [Member] | Lafarge S.A. [Member] | Operating Income (Loss) [Member] | Operating Income (Loss) [Member] | Depreciation and Amortization [Member] | Operating Income (Loss) [Member] | |||||||||||||||
Selected Quarterly Financial Data [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease termination costs | ' | ' | ' | ($2,075) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($2,556) | ' | ' | ($1,195) |
Acquisition closing costs | ' | ' | ' | 3,296 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Inventory set-up impacting margin | ' | ' | ' | 1,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pension expense | ' | ' | ' | ' | ' | ' | ' | 1,961 | 2,817 | 2,858 | 3,985 | 2,647 | 2,647 | 2,647 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Master Brands Agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 744 | 1,140 | 1,120 | 1,062 | 853 | 834 | 853 | ' | ' | ' | ' |
Special bonus | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 444 | 460 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Write-off of spare part | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,205 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation | $2,800 | $11,700 | $26,400 | ' | $16,100 | $34,800 | $25,900 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $10,100 | $10,100 | ' |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||
In Millions, except Share data, unless otherwise specified | Feb. 10, 2014 | Feb. 03, 2014 | Feb. 10, 2014 | Feb. 10, 2014 | Feb. 10, 2014 | Feb. 05, 2014 | Feb. 03, 2014 | Feb. 05, 2014 | Feb. 05, 2014 | Feb. 05, 2014 | Feb. 05, 2014 | Feb. 10, 2014 | Feb. 10, 2014 | Feb. 05, 2014 |
Initial Public Offering [Member] | Initial Public Offering [Member] | Restricted Stock [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | Second Lien Credit Agreement [Member] | |||
Stock Split [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | Employee Stock Option [Member] | Restricted Stock [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock split ratio | ' | 32,304 | ' | ' | ' | ' | 32,304 | ' | ' | ' | ' | ' | ' | ' |
Initial public offering, shares | ' | ' | 11,765,000 | ' | ' | ' | ' | 11,765,000 | ' | ' | ' | ' | ' | ' |
Per share value | ' | ' | ' | $14 | ' | ' | ' | ' | $14 | ' | ' | ' | ' | ' |
Net proceeds after underwriting discounts and commissions | $154 | ' | ' | ' | ' | $154 | ' | ' | ' | ' | ' | ' | ' | ' |
One-time payment to Lone Star for termination of asset advisory agreement | 2 | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 155 | 155 | 155 |
Prepayment premium | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3.10 | ' | $3.10 |
Stock options granted | 142,000 | ' | ' | ' | ' | ' | ' | ' | ' | 142,000 | ' | ' | ' | ' |
Restricted shares | ' | ' | ' | ' | 75,000 | ' | ' | ' | ' | ' | 75,000 | ' | ' | ' |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair value adjustments for assets and liabilities | $0 |
Interest Rate Cap [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair value on a recurring basis | 100,000 |
Natural Gas Hedges [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Fair value of hedges | $100,000 |
Derivative_Instruments_Additio
Derivative Instruments - Additional Information (Detail) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
MMBTU | |
Derivative [Line Items] | ' |
Derivative instruments maximum hedging period | '2 years |
Aggregate notional amount of outstanding natural gas swap contracts | 875,000 |
Derivative instrument contracts maturity date | 30-Sep-15 |
Net unrealized gain recognized in accumulated other comprehensive income (loss) | $100,000 |
Fair value of option recorded in other current assets | 100,000 |
Derivatives, net asset position | 100,000 |
Collateral posted with counterparties related to derivatives | 0 |
Commodity Contract [Member] | ' |
Derivative [Line Items] | ' |
Gains recognized in other comprehensive income, before tax | 100,000 |
Other current assets | 100,000 |
Interest Rate Cap [Member] | ' |
Derivative [Line Items] | ' |
LIBOR rate | 2.00% |
Notional amount | 205,400,000 |
Reduction in notional amount of interest rate cap | 500,000 |
Percentage of notional amount outstanding | 54.00% |
Successor [Member] | ' |
Derivative [Line Items] | ' |
Net unrealized gain recognized in accumulated other comprehensive income (loss) | 56,000 |
Loss due to changes in time value of option reflected in earnings | ($200,000) |
ShareBased_Compensation_Additi
Share-Based Compensation - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended |
In Millions, except Share data, unless otherwise specified | Feb. 10, 2014 | Sep. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock options granted | 142,000 | ' |
Vesting period | '4 years | ' |
Risk free interest rate | 2.15% | ' |
Dividend yield | 0.00% | ' |
Volatility assumption | 50.34% | ' |
Expected life | '6 years 3 months | ' |
Compensation expense | ' | $0.30 |
Restricted Stock [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted shares | 75,000 | ' |