Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2015 | Apr. 29, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | WMS | |
Entity Registrant Name | ADVANCED DRAINAGE SYSTEMS, INC. | |
Entity Central Index Key | 1,604,028 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 54,446,402 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Current assets: | ||
Cash | $ 4,847 | $ 3,623 |
Receivables (less allowance for doubtful accounts of $5,220 and $5,423, respectively) | 229,684 | 154,294 |
Inventories | 258,977 | 269,842 |
Deferred income taxes and other current assets | 20,858 | 18,972 |
Total current assets | 514,366 | 446,731 |
Property, plant and equipment, net | 389,283 | 377,067 |
Other assets: | ||
Goodwill | 98,894 | 98,679 |
Intangible assets, net | 55,761 | 58,055 |
Other assets | 59,561 | 61,167 |
Total assets | 1,117,865 | 1,041,699 |
Current liabilities: | ||
Current maturities of debt obligations | 10,215 | 9,580 |
Current maturities of capital lease obligations | 17,661 | 15,731 |
Accounts payable | 109,163 | 111,893 |
Other accrued liabilities | 61,821 | 54,349 |
Accrued income taxes | 8,672 | 6,041 |
Total current liabilities | 207,532 | 197,594 |
Long-term debt obligation | 431,754 | 390,315 |
Long-term capital lease obligations | 56,515 | 45,503 |
Deferred tax liabilities | 64,225 | 65,088 |
Other liabilities | 30,165 | 28,602 |
Total liabilities | $ 790,191 | $ 727,102 |
Commitments and contingencies (see Note 8) | ||
Mezzanine equity: | ||
Redeemable convertible preferred stock: $0.01 par value; 47,070 shares authorized; 44,170 shares issued; 25,413 and 25,639 shares outstanding, respectively | $ 317,665 | $ 320,490 |
Deferred compensation - unearned ESOP shares | (210,697) | (212,469) |
Total mezzanine equity | 106,968 | 108,021 |
Stockholders' equity: | ||
Common stock; $0.01 par value: 1,000,000 shares authorized; 153,560 shares issued; 53,839 and 53,522 shares outstanding, respectively | 12,393 | 12,393 |
Paid-in capital | 705,179 | 700,977 |
Common stock in treasury, at cost | (443,660) | (445,065) |
Accumulated other comprehensive loss | (14,430) | (15,521) |
Retained deficit | (54,933) | (62,621) |
Total ADS stockholders' equity | 204,549 | 190,163 |
Noncontrolling interest in subsidiaries | 16,157 | 16,413 |
Total stockholders' equity | 220,706 | 206,576 |
Total liabilities, mezzanine equity and stockholders' equity | $ 1,117,865 | $ 1,041,699 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Allowance for doubtful accounts | $ 5,220 | $ 5,423 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 153,560,000 | 153,560,000 |
Common stock, shares outstanding | 53,839,000 | 53,522,000 |
Redeemable Convertible Preferred Stock [Member] | ||
Mezzanine equity, par value | $ 0.01 | $ 0.01 |
Mezzanine equity, shares authorized | 47,070,000 | 47,070,000 |
Mezzanine equity, shares issued | 44,170,000 | 44,170,000 |
Mezzanine equity, shares outstanding | 25,413,000 | 25,639,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||
Net sales | $ 349,124 | $ 326,434 |
Cost of goods sold | 276,538 | 265,576 |
Gross profit | 72,586 | 60,858 |
Operating expenses: | ||
Selling | 21,227 | 19,552 |
General and administrative | 18,286 | 15,798 |
Loss on disposal of assets or businesses | 866 | 64 |
Intangible amortization | 2,526 | 2,613 |
Income from operations | 29,681 | 22,831 |
Other expense: | ||
Interest expense | 4,286 | 5,051 |
Derivative losses (gains) and other expense (income), net | 6,580 | (216) |
Income before income taxes | 18,815 | 17,996 |
Income tax expense | 7,371 | 7,893 |
Equity in net (income) loss of unconsolidated affiliates | (354) | 662 |
Net income | 11,798 | 9,441 |
Less net income attributable to noncontrolling interest | 1,088 | 875 |
Net income attributable to ADS | 10,710 | 8,566 |
Change in fair value of Redeemable convertible preferred stock | (18,373) | |
Dividends to Redeemable convertible preferred stockholders | (371) | (37) |
Dividends paid to unvested restricted stockholders | (6) | |
Net income (loss) available to common stockholders and participating securities | 10,333 | (9,844) |
Undistributed income allocated to participating securities | (858) | |
Net income (loss) available to common stockholders | $ 9,475 | $ (9,844) |
Weighted average common shares outstanding: | ||
Basic | 53,623 | 47,536 |
Diluted | 54,055 | 47,536 |
Net income (loss) per share: | ||
Basic | $ 0.18 | $ (0.21) |
Diluted | 0.18 | $ (0.21) |
Cash dividends declared per share | $ 0.05 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 11,798 | $ 9,441 |
Other comprehensive income: | ||
Currency translation | 509 | 159 |
Total other comprehensive income | 509 | 159 |
Comprehensive income | 12,307 | 9,600 |
Less other comprehensive loss attributable to noncontrolling interest, net of tax | (582) | (146) |
Less net income attributable to noncontrolling interest | 1,088 | 875 |
Total comprehensive income attributable to ADS | $ 11,801 | $ 8,871 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Cash Flows [Abstract] | ||
Cash Flows from Operating Activities | $ (18,142) | $ (18,542) |
Cash Flows from Investing Activities | ||
Capital expenditures | (10,595) | (7,432) |
Proceeds from sale of assets or businesses | 60 | |
Investment in unconsolidated affiliates | (7,566) | |
Additions of capitalized software | (940) | (408) |
Issuance of note receivable to related party | (3,854) | |
Other investing activities | (172) | (310) |
Net cash used in investing activities | (15,561) | (15,656) |
Cash Flows from Financing Activities | ||
Proceeds from Revolving Credit Facility | 130,400 | 91,000 |
Payments on Revolving Credit Facility | (90,100) | (50,600) |
Payments on term loan | (1,875) | (1,250) |
Proceeds from notes, mortgages and other debt | 6,926 | |
Payments of notes, mortgages, and other debt | (3,217) | (317) |
Payments on capital lease obligation | (4,192) | (3,504) |
Cash dividends paid | (3,784) | (509) |
Other financing activities | 587 | 253 |
Net cash provided by financing activities | 34,745 | 35,073 |
Effect of exchange rate changes on cash | 182 | (86) |
Net change in cash | 1,224 | 789 |
Cash at beginning of period | 3,623 | 3,931 |
Cash at end of period | $ 4,847 | $ 4,720 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Common Stock in Treasury [Member] | Paid In Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earning (Deficit) [Member] | Total ADS Stockholders' Equity [Member] | Non-controlling Interest in Subsidiaries [Member] |
Beginning Balance, Value at Mar. 31, 2014 | $ (414,702) | $ 11,957 | $ (448,439) | $ 12,438 | $ (6,830) | $ (2,412) | $ (433,286) | $ 18,584 |
Net income | 9,441 | 8,566 | 8,566 | 875 | ||||
Other comprehensive income (loss) | 159 | 305 | 305 | (146) | ||||
Dividend paid to noncontrolling interest holder | (509) | (509) | ||||||
Allocation of ESOP shares to participants for compensation | (900) | (900) | (900) | |||||
Exercise of common stock options | 378 | 251 | 127 | 378 | ||||
Redemption of common shares to exercise stock options | (93) | 93 | ||||||
Stock-based compensation | 701 | 701 | 701 | |||||
Restricted stock awards | 907 | 289 | 618 | 907 | ||||
Adjustments to Redeemable convertible preferred stock fair value measurement | (18,373) | (13,077) | (5,296) | (18,373) | ||||
Adjustments to Redeemable common stock fair value measurement | (110,312) | (110,312) | (110,312) | |||||
Ending Balance, Value at Jun. 30, 2014 | (533,210) | $ 11,957 | $ (447,992) | (6,525) | (109,454) | (552,014) | 18,804 | |
Beginning Balance, Shares at Mar. 31, 2014 | 109,951 | 100,810 | ||||||
Exercise of common stock options | (56) | |||||||
Redemption of common shares to exercise stock options | 7 | |||||||
Restricted stock awards | (73) | |||||||
Ending Balance, Shares at Jun. 30, 2014 | 109,951 | 100,688 | ||||||
Beginning Balance, Value at Mar. 31, 2015 | 206,576 | |||||||
Beginning Balance, Value at Mar. 31, 2015 | 206,576 | $ 12,393 | $ (445,065) | 700,977 | (15,521) | (62,621) | 190,163 | 16,413 |
Net income | 11,798 | 10,710 | 10,710 | 1,088 | ||||
Other comprehensive income (loss) | 509 | 1,091 | 1,091 | (582) | ||||
Redeemable convertible preferred stock dividends | (333) | (333) | (333) | |||||
Common stock dividend ($0.05 per share) | (2,689) | (2,689) | (2,689) | |||||
Dividend paid to noncontrolling interest holder | (762) | (762) | ||||||
Allocation of ESOP shares to participants for compensation | 1,353 | 1,353 | 1,353 | |||||
Exercise of common stock options | 704 | 341 | 363 | 704 | ||||
Stock-based compensation | 444 | 444 | 444 | |||||
Restricted stock awards | 281 | 291 | (10) | 281 | ||||
ESOP distribution in common stock | 2,825 | 773 | 2,052 | 2,825 | ||||
Ending Balance, Value at Jun. 30, 2015 | $ 220,706 | $ 12,393 | $ (443,660) | $ 705,179 | $ (14,430) | $ (54,933) | $ 204,549 | $ 16,157 |
Beginning Balance, Shares at Mar. 31, 2015 | 153,560 | 100,038 | ||||||
Exercise of common stock options | (77) | |||||||
Restricted stock awards | (66) | |||||||
ESOP distribution in common stock | (174) | |||||||
Ending Balance, Shares at Jun. 30, 2015 | 153,560 | 99,721 |
Consolidated Statement of Stoc8
Consolidated Statement of Stockholders' Equity (Parenthetical) | 3 Months Ended |
Jun. 30, 2015$ / shares | |
Common stock dividend per share | $ 0.05 |
Common Stock [Member] | |
Common stock dividend per share | $ 0.05 |
Consolidated Statement of Mezza
Consolidated Statement of Mezzanine Equity - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Common Stock [Member] | Redeemable Convertible Preferred Stock [Member] | Deferred Compensation - Unearned ESOP Shares [Member] |
Beginning Balance, Value at Mar. 31, 2014 | $ 642,951 | $ 549,119 | $ 291,720 | $ (197,888) |
Allocation of ESOP shares to participants for compensation | 3,587 | 3,587 | ||
Adjustments to redeemable convertible preferred stock fair value measurement | 18,373 | 57,178 | (38,805) | |
Adjustments to redeemable common stock fair value measurement | 110,312 | 110,312 | ||
Ending Balance, Value at Jun. 30, 2014 | 775,223 | $ 659,431 | $ 348,898 | $ (233,106) |
Beginning Balance, Shares at Mar. 31, 2014 | 38,320 | 26,129 | 17,727 | |
Allocation of ESOP shares to participants for compensation | (269) | |||
Ending Balance, Shares at Jun. 30, 2014 | 38,320 | 26,129 | 17,458 | |
Beginning Balance, Value at Mar. 31, 2015 | 108,021 | $ 320,490 | $ (212,469) | |
Allocation of ESOP shares to participants for compensation | 1,772 | 1,772 | ||
ESOP distributions in common stock | (2,825) | (2,825) | ||
Ending Balance, Value at Jun. 30, 2015 | $ 106,968 | $ 317,665 | $ (210,697) | |
Beginning Balance, Shares at Mar. 31, 2015 | 25,639 | 16,990 | ||
Allocation of ESOP shares to participants for compensation | (142) | |||
ESOP distributions in common stock | (226) | |||
Ending Balance, Shares at Jun. 30, 2015 | 25,413 | 16,848 |
Background and Summary of Signi
Background and Summary of Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Background and Summary of Significant Accounting Policies | 1. BACKGROUND AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business Advanced Drainage Systems, Inc. (collectively with its subsidiaries referred to as “ADS”, the “Company”, “we”, “us” and “our”), incorporated in Delaware, designs, manufactures and markets high performance thermoplastic corrugated pipe and related water management products, primarily in North and South America and Europe. Our broad product line includes corrugated high density polyethylene (or “HDPE”) pipe, polypropylene (or “PP”) pipe and related water management products. The Company is managed based primarily on the geographies in which it operates and reports results of operations in two reportable segments. The reportable segments are Domestic and International. Historically, sales of the Company’s products have been higher in the first and second quarters of each fiscal year due to favorable weather and longer daylight conditions accelerating construction activity during these periods. Seasonal variations in operating results may also be impacted by inclement weather conditions, such as cold or wet weather, which can delay projects. 2014 Initial Public Offering (“IPO”) On July 11, 2014, in anticipation of the IPO, we executed a 4.707-for-one split of our common and our preferred stock. The effect of the stock split on outstanding shares and earnings per share has been retroactively applied to all periods presented. On July 25, 2014, we completed the IPO of our common stock, which resulted in the sale by the Company of 5,289 shares of common stock. We received total proceeds from the IPO of $79,131 after excluding underwriter discounts and commissions of $5,501, based upon the price to the public of $16.00 per share. After deducting other offering expenses, we used the net proceeds to reduce the outstanding indebtedness under the revolving portion of our credit facility. The common stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “WMS.” On August 22, 2014, an additional 600 shares of common stock were sold by certain selling stockholders of the Company as a result of the partial exercise by the underwriters of the over-allotment option granted by the selling stockholders to the underwriters in connection with the IPO. The shares were sold at the public offering price of $16.00 per share. The Company did not receive any proceeds from the sale of such additional shares. 2014 Secondary Public Offering On December 9, 2014, we completed a secondary public offering of our common stock, which resulted in the sale of 10,000 shares of common stock by a certain selling stockholder of the Company at a public offering price of $21.25. We did not receive any proceeds from the sale of shares by the selling stockholder. On December 15, 2014, an additional 1,500 shares of common stock were sold by a certain selling stockholder of the Company as a result of the full exercise by the underwriters of the over-allotment option granted by the selling stockholder to the underwriters in connection with the secondary public offering. The shares were sold at the public offering price of $21.25 per share. The Company did not receive any proceeds from the sale of such additional shares. Basis of Presentation The Company prepares its condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Condensed Consolidated Balance Sheet as of March 31, 2015 was derived from audited financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2015 (“Fiscal 2015 Form 10-K”). In our opinion, the accompanying unaudited condensed consolidated financial statements contain all adjustments, of a normal recurring nature, necessary to present fairly its financial position as of June 30, 2015 and the results of operations for the three months ended June 30, 2015 and 2014 and cash flows for the three months ended June 30, 2015 and 2014. The interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto filed in our Fiscal 2015 Form 10-K. Principles of Consolidation Our condensed consolidated financial statements include the Company, our wholly-owned subsidiaries, our majority-owned subsidiaries, including ADS Mexicana, S.A. de C.V. (together with its affiliate ADS Corporativo, S.A. de C.V., “ADS Mexicana”) and variable interest entities (“VIEs”) of which we are the primary beneficiary. We use the equity method of accounting for equity investments where we exercise significant influence but do not hold a controlling financial interest. Such investments are recorded in Other assets in our Condensed Consolidated Balance Sheets and the related equity earnings from these investments are included in Equity in net (income) loss of unconsolidated affiliates in our Condensed Consolidated Statements of Operations. All intercompany balances and transactions have been eliminated in consolidation. Recent Accounting Pronouncements Stock-Based Compensation With the exception of the pronouncement described above, there have been no new accounting pronouncements issued since the filing of our Fiscal 2015 Form 10-K that have significance, or potential significance, to our condensed consolidated financial statements. |
Inventories
Inventories | 3 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | 2. INVENTORIES Inventories as of June 30, 2015 and March 31, 2015 consisted of the following: (Amounts in thousands) June 30, 2015 March 31, 2015 Raw materials $ 52,733 $ 50,198 Finished goods 206,244 219,644 Total inventories $ 258,977 $ 269,842 We had no work-in-process inventories as of June 30, 2015 and March 31, 2015. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 3. GOODWILL AND INTANGIBLE ASSETS Goodwill The change in carrying amount of goodwill by reportable segment is as follows: (Amounts in thousands) Domestic International Total Balance at March 31, 2015 $ 87,507 $ 11,172 $ 98,679 Currency translation — 215 215 Balance at June 30, 2015 $ 87,507 $ 11,387 $ 98,894 Intangible Assets Intangible assets as of June 30, 2015 and March 31, 2015 consisted of the following: June 30, 2015 March 31, 2015 (Amounts in thousands) Gross Accumulated Net Gross Accumulated Net Definite-lived intangible assets Developed technology $ 40,579 $ (27,358 ) $ 13,221 $ 40,579 $ (26,405 ) $ 14,174 Customer relationships 35,568 (19,501 ) 16,067 43,167 (26,113 ) 17,054 Patents 6,617 (3,703 ) 2,914 6,547 (3,550 ) 2,997 Non-compete and other contractual agreements 1,256 (644 ) 612 1,365 (691 ) 674 Trademarks and tradenames 14,313 (3,317 ) 10,996 14,248 (3,051 ) 11,197 Total definite-lived intangible assets 98,333 (54,523 ) 43,810 105,906 (59,810 ) 46,096 Indefinite-lived intangible assets Trademarks 11,951 — 11,951 11,959 — 11,959 Total intangible assets $ 110,284 $ (54,523 ) $ 55,761 $ 117,865 $ (59,810 ) $ 58,055 |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 4. FAIR VALUE MEASUREMENT The fair value measurements and disclosure principles of ASC 820 - Fair Value Measurements and Disclosures define fair value, establish a framework for measuring fair value and provide disclosure requirements about fair value measurements. These principles define a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity has the ability to access as of the measurement date. Level 2 — Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 — Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. When applying fair value principles in the valuation of assets and liabilities, we are required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The Company has not changed its valuation techniques used in measuring the fair value of any financial assets or liabilities during the periods presented. Our fair value estimates take into consideration the credit risk of both the Company and our counterparties. When active market quotes are not available for financial assets and liabilities, we use industry standard valuation models. Where applicable, these models project future cash flows and discount the future amounts to a present value using market-based observable inputs including credit risk, interest rate curves, foreign currency rates and forward and spot prices for currencies. In circumstances where market-based observable inputs are not available, management judgment is used to develop assumptions to estimate fair value. Generally, the fair value of our Level 3 instruments is estimated as the net present value of expected future cash flows based on internal and external inputs. Recurring Fair Value Measurements The assets and liabilities carried at fair value as of June 30, 2015 and March 31, 2015 were as follows: June 30, 2015 (Amounts in thousands) Total Level 1 Level 2 Level 3 Assets: Derivative assets – diesel fuel contracts $ 373 $ — $ 373 $ — Total assets at fair value on a recurring basis $ 373 $ — $ 373 $ — Liabilities: Derivative liability - interest rate swaps $ 682 $ — $ 682 $ — Derivative liability - diesel fuel contracts 1,956 — 1,956 — Derivative liability - propylene swaps 10,205 — 10,205 — Derivative liability - foreign currency contracts 11 — 11 — Contingent consideration for acquisitions 2,285 — — 2,285 Total liabilities at fair value on a recurring basis $ 15,139 $ — $ 12,854 $ 2,285 March 31, 2015 (Amounts in thousands) Total Level 1 Level 2 Level 3 Assets: Derivative assets - currency forward contracts $ 28 $ — $ 28 $ — Total assets at fair value on a recurring basis $ 28 $ — $ 28 $ — Liabilities: Derivative liability - interest rate swaps $ 765 $ — $ 765 $ — Derivative liability - diesel fuel contracts 2,841 — 2,841 — Derivative liability - propylene swaps 5,142 — 5,142 — Contingent consideration for acquisitions 2,444 — — 2,444 Total liabilities at fair value on a recurring basis $ 11,192 $ — $ 8,748 $ 2,444 Changes in the fair value of recurring fair value measurements using significant unobservable inputs (Level 3) for the three months ended June 30, 2015 and 2014 were as follows: (amounts in thousands) Contingent Balance at March 31, 2015 $ 2,444 Change in fair value 55 Payments of contingent consideration liability (214 ) Balance at June 30, 2015 $ 2,285 Three Months Ended June 30, 2014 (amounts in thousands) Contingent Redeemable Redeemable Deferred compensation - Total Balance at March 31, 2014 $ 2,898 $ 549,119 $ 291,720 $ (197,888 ) $ 645,849 Allocation of ESOP shares to participants — — — 3,587 3,587 Change in fair value (18 ) 110,312 57,178 (38,805 ) 128,667 Payments of contingent consideration liability (183 ) — — — (183 ) Balance at June 30, 2014 $ 2,697 $ 659,431 $ 348,898 $ (233,106 ) $ 777,920 For the three months ended June 30, 2015 and June 30, 2014, respectively, there were no transfers in or out of Levels 1, 2, and 3. Valuation of our Contingent Consideration for Acquisitions The fair values of the contingent consideration payables for prior period acquisitions were calculated with reference to the estimated future value of the Inserta Tee and FleXstorm businesses, which are based on a discounted cash flow model. The undiscounted value is discounted to the present value using a market discount rate. The categorization of the framework used to price this liability is considered a Level 3, due to the subjective nature of the unobservable inputs used to determine the fair value. Valuation of our Redeemable Common Stock Prior to July 2014, the Company had certain shares of common stock outstanding allowing the holder to put its shares to us for cash. This Redeemable common stock was historically recorded at its fair value in the mezzanine equity section of our Condensed Consolidated Balance Sheets and changes in fair value were recorded in Retained earnings. Historically, the fair value of a share of common stock was determined by management by applying industry-appropriate multiples to EBITDA and performing a discounted cash flow analysis. Under the industry-appropriate multiples approach, to arrive at concluded multiples, we considered differences between the risk and return characteristics of ADS and the guideline companies. Under the discounted cash flow analysis, the cash flows expected to be generated by the Company were discounted to their present value equivalent using a rate of return that reflects the relative risk of an investment in ADS, as well as the time value of money. This return was an overall rate based upon the individual rates of return for invested capital (equity and interest-bearing debt). The return, known as the weighted average cost of capital (“WACC”), was calculated by weighting the required returns on interest-bearing debt and common stock in proportion to their estimated percentages in an expected capital structure. The WACC used was 11% as of June 30, 2014. An increase in the WACC would decrease the fair value of the Redeemable common stock. The categorization of the framework used to price this temporary equity was considered a Level 3, due to the subjective nature of the unobservable inputs used to determine the fair value. The redemption feature of our Redeemable common stock allowing the holder to put its shares to us for cash, as discussed in the previous paragraph, was not in effect upon effectiveness of the IPO on July 25, 2014. As a result, the Redeemable common stock was recorded as mezzanine equity at fair value through the effective date of the IPO and was subsequently reclassified at that fair value to stockholders’ equity. See Note 1. Background and Summary of Significant Accounting Policies for more information on the IPO. Nonrecurring Fair Value Measurements Valuation of our Redeemable Convertible Preferred Stock The Trustee of the Company’s ESOP has the ability to put the shares of our Redeemable convertible preferred stock to the Company. Prior to July 2014, our Redeemable convertible preferred stock was recorded at its fair value in the mezzanine equity section of our Condensed Consolidated Balance Sheets and changes in fair value were recorded in Retained earnings. Accordingly, we estimated the fair value of the Redeemable Convertible Preferred Stock through estimating the fair value of the Company’s common stock and applying certain adjustments including for the fair value of the total dividends to be received and assuming conversion of the Redeemable convertible preferred stock to common stock at the stated conversion ratio per our Certificate of Incorporation. The categorization of the framework used to price this temporary equity was considered a Level 3, due to the subjective nature of the unobservable inputs used to determine the fair value. Upon the effective date of the IPO, the redemption feature of our Redeemable convertible preferred stock allowing the Trustee of the Company’s ESOP to put shares to us for cash was no longer applicable. However, if our common stock, which our Redeemable convertible preferred stock may convert to, is no longer a “registration-type class of security” (e.g., in the event of a delisting), the option held by the Trustee, which granted it the ability to put the shares of our Redeemable convertible preferred stock to us, would then become applicable. Preferred securities that become redeemable upon a contingent event that is not solely within the control of the Company should be classified outside of equity. As of June 30, 2015, the Company has determined that it is not probable that the redemption feature will become applicable. Since the Redeemable convertible preferred stock is not currently redeemable and it is not probable that the instrument will become redeemable, subsequent adjustment to fair value is not required. As such, the Redeemable convertible preferred stock was recorded to fair value at the effective date of the IPO on July 25, 2014 and will remain in mezzanine equity without further adjustment to carrying value unless it becomes probable that the redemption feature will become applicable. See Note 1. Background and Summary of Significant Accounting Policies for more information on the IPO. Valuation of our Goodwill and Indefinite Lived Intangible Assets Goodwill and indefinite lived intangible assets are tested for impairment annually as of March 31 or whenever events or changes in circumstances indicate the carrying value may be greater than fair value. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 5 RELATED PARTY TRANSACTIONS ADS Mexicana ADS conducts business in Mexico and Central America through its joint venture ADS Mexicana. ADS owns 51% of the outstanding stock of ADS Mexicana and consolidates ADS Mexicana for financial reporting purposes. During the three months ended June 30, 2015 and 2014, ADS Mexicana compensated certain owners and former owners of Grupo Altima, the joint venture partner of ADS Mexicana, for consulting services related to the operations of the business. These cash payments totaled $63 and $75 for the three months ended June 30, 2015 and 2014, respectively. Occasionally, ADS and ADS Mexicana jointly enter into agreements for pipe sales with their related parties which totaled $0 and $1,312 for the three months ended June 30, 2015 and 2014, respectively. Outstanding receivables related to these sales were $865 and $1,005 as of June 30, 2015 and March 31, 2015, respectively. In April 2015, ADS Mexicana borrowed $3,000 under a revolving credit facility arrangement with Scotia Bank and loaned that amount to ADS, and such loan was repaid in May 2015. In June 2015, ADS Mexicana borrowed $3,854 under the Scotia Bank credit facility and loaned it to an entity owned by a Grupo Altima owner, and such loan was repaid in July 2015. ADS does not guarantee the borrowings from this facility and therefore, does not anticipate any required contributions related to the balance of this credit facility. We are the guarantor of 100% of ADS Mexicana’s credit facility and our maximum potential payment under this guarantee totals $12,000. South American Joint Venture The Tuberias Tigre – ADS Limitada joint venture (“South American Joint Venture”) manufactures and sells HDPE corrugated pipe in the South American market. We are the guarantor for 50% of the South American Joint Venture’s credit facility, and the debt guarantee is shared equally with the joint venture partner. Our maximum potential obligation under this guarantee totals $7,400 as of June 30, 2015. The maximum borrowings permitted under the South American Joint Venture’s credit facility are $19,000. This credit facility allows borrowings in either Chilean pesos or US dollars at a fixed interest rate determined at inception of each draw on the facility. The guarantee of South American Joint Venture’s debt is for the life of the credit facility which matures on February 5, 2017. ADS does not anticipate any required contributions related to the balance of this credit facility. As of June 30, 2015 and March 31, 2015, the outstanding principal balances of the credit facility including letters of credit were $14,700 and $13,600, respectively. The weighted average interest rate as of June 30, 2015 was 3.25% on U.S. dollar denominated loans and 6.32% on Chilean peso denominated loans. ADS and the South American Joint Venture have entered into shared services arrangements in order to execute the joint venture services. Included within these arrangements are the lease of an office and plant location used to conduct business and operating expenses related to these leased facilities. Occasionally, ADS and South American Joint Venture jointly enter into agreements for pipe sales with their related parties which totaled $699 and $317 for the three months ended June 30, 2015 and 2014, respectively. BaySaver Additionally, ADS holds an equity method investment in BaySaver Technologies, LLC (“BaySaver”), which is 55% owned by our wholly-owned subsidiary ADS Ventures, Inc. This equity method investment is a joint venture that was established to produce and distribute water quality filters and separators used in the removal of sediment and pollution from storm water. ADS and BaySaver have entered into shared services arrangements in order to execute the joint venture services. Included within these arrangements are the lease of a plant and adjacent yard used to conduct business and operating expenses related to the leased facility. Occasionally, ADS and BaySaver jointly enter into agreements for sales of pipe and Allied Products with their related parties in immaterial amounts. See Note 14. Subsequent Events – Subsequent Event Related to the Acquisition of an Additional Interest in BaySaver |
Debt
Debt | 3 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 6. DEBT Long-term debt as of June 30, 2015 and March 31, 2015 consisted of the following: (Amounts in thousands) June 30, 2015 March 31, 2015 Bank Term Loans Revolving Credit Facility — ADS $ 245,400 $ 205,100 Term Note 89,375 91,250 Senior Notes payable 100,000 100,000 ADS Mexicana credit facility 3,854 — Industrial revenue bonds 3,340 3,545 Total 441,969 399,895 Current maturities (10,215 ) (9,580 ) Long-term debt obligation $ 431,754 $ 390,315 ADS Mexicana Scotia Bank Revolving Credit Facility On December 11, 2014, our joint venture, ADS Mexicana, entered into a credit agreement with Scotia Bank. The credit agreement provides for revolving loans up to a maximum aggregate principal amount of $5,000. The proceeds of the revolving credit facility are primarily used to cover short-term investment and working capital needs. The interest rates of the revolving credit facilities are determined by LIBOR rates, Tasa de Interes Interbancaria de Equilibrio (TIIE) or the Costos de Captacion rates, plus an applicable margin. The applicable interest rate for the outstanding loan was 4.81% as of June 30, 2015. The Scotia Bank revolving credit facility matures on December 11, 2017. The obligations under the revolving credit facility are not guaranteed by ADS. As of June 30, 2015, there was $3,854 outstanding principal drawn on the Scotia Bank revolving credit facility with $1,146 available to be drawn. |
Derivative Transactions
Derivative Transactions | 3 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Transactions | 7. DERIVATIVE TRANSACTIONS The Company uses interest rate swaps, commodity options in the form of collars and swaps, and foreign currency forward contracts to manage its various exposures to interest rate, commodity price, and exchange rate fluctuations. For interest rate swaps, the difference between the spot rate and applicable base rate is recorded in interest expense. For collars, commodity swaps and foreign currency forward contracts, contract settlement gains and losses and gains and losses related to the mark-to-market adjustments for changes in fair value of the derivative contracts are recorded in the Condensed Consolidated Statements of Operations as Derivative losses (gains) and other expense (income), net. The Company recognized losses on mark-to-market adjustments for changes in fair value on derivative contracts of $3,761 and $96 for the three months ended June 30, 2015 and 2014, respectively. A summary of the fair value of derivatives at June 30, 2015 and March 31, 2015 is presented below: June 30, 2015 Assets Liabilities (Amounts in thousands) Receivables Other assets Other accrued Other Interest rate swaps $ — $ — $ — $ (682 ) Foreign exchange forward contracts — — (11 ) — Diesel fuel option collars and swaps 287 86 (1,370 ) (586 ) Propylene swaps — — (7,595 ) (2,610 ) March 31, 2015 Assets Liabilities (Amounts in thousands) Receivables Other assets Other accrued Other Interest rate swaps $ — $ — $ (150 ) $ (615 ) Foreign exchange forward contracts 28 — — — Diesel fuel option collars and swaps — — (1,883 ) (958 ) Propylene swaps — — (4,412 ) (730 ) |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. COMMITMENTS AND CONTINGENCIES Purchase Commitments We will, from time to time, secure supplies of resin raw material by agreeing to purchase quantities during a future given period at a fixed price. These purchase contracts are short term in nature and occur in the ordinary course of business. Under such purchase contracts, we have agreed to purchase resin over the period July 2015 through December 2015 at a committed purchase cost of $26,580. Litigation On July 29, 2015, a putative stockholder class action, Christopher Wyche, individually and on behalf of all others similarly situated v. Advanced Drainage Systems, Inc., et al. (Case No. 1:15-cv-05955-KPF), was commenced in the U.S. District Court for the Southern District of New York, naming the Company, along with Joseph A. Chlapaty, the Company’s Chief Executive Officer, and Mark B. Sturgeon, the Company’s former Chief Financial Officer, as defendants and alleging violations of the federal securities laws. An amended complaint was filed on April 28, 2016. The amended complaint alleges that the Company made material misrepresentations and/or omissions of material fact in its public disclosures during the period from July 25, 2014 through March 29, 2016, in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule 10b-5 promulgated thereunder. Plaintiffs seek an unspecified amount of monetary damages on behalf of the putative class and an award of costs and expenses, including counsel fees and expert fees. The Company believes that it has valid and meritorious defenses and will vigorously defend against these allegations, but litigation is subject to many uncertainties and the outcome of this matter is not predictable with assurance. While it is reasonably possible that this matter ultimately could be decided unfavorably to the Company, the Company is currently unable to estimate the range of the possible losses, but they could be material. On August 12, 2015, the SEC Division of Enforcement (“Enforcement Division”) informed the Company that it was conducting an informal inquiry with respect to the Company. As part of this inquiry, the Enforcement Division requested the voluntary production of certain documents generally related to the Company’s accounting practices. Subsequent to the initial voluntary production request, the Company received document subpoenas from the Enforcement Division pursuant to a formal order of investigation. The Company has from the outset cooperated with the Enforcement Division’s investigation and intends to continue to do so. While it is reasonably possible that this investigation ultimately could be resolved unfavorably to the Company, the Company is currently unable to estimate the range of possible losses, but they could be material. We are involved from time to time in various legal proceedings that arise in the ordinary course of our business, including but not limited to commercial disputes, environmental matters, employee related claims, intellectual property disputes and litigation in connection with transactions including acquisitions and divestitures. We believe that such litigation, claims, and administrative proceedings will not have a material adverse impact on our financial position or our results of operations. We record a liability when a loss is considered probable, and the amount can be reasonably estimated. In management’s opinion, none of these proceedings are material in relation to our consolidated operations, cash flows, or financial position, and we have adequate accrued liabilities to cover our estimated probable loss exposure. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 9. ACCUMULATED OTHER COMPREHENSIVE LOSS The following table presents the changes in the balance of Accumulated other comprehensive loss (“AOCL”) for the three months ending June 30, which consists entirely of foreign currency translation gains (losses): (Amounts in thousands) Accumulated Balance at April 1, 2014 $ (6,830 ) Other comprehensive income 305 Balance at June 30, 2014 $ (6,525 ) Balance at April 1, 2015 (15,521 ) Other comprehensive income 1,091 Balance at June 30, 2015 $ (14,430 ) |
Income Taxes
Income Taxes | 3 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. INCOME TAXES The Company’s effective tax rate will vary based on a variety of factors, including overall profitability, the geographical mix of income before taxes and related tax rates in jurisdictions where it operates and other onetime charges, as well as discrete events. For the three months ended June 30, 2015 and 2014, the Company utilized an effective tax rate of 39.2% and 43.9%, respectively, to calculate its provision for income taxes. These rates are higher than the federal statutory rate of 35% due principally to state and local taxes, partially offset by foreign income taxed at lower rates. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share | 11. NET INCOME (LOSS) PER SHARE Basic net income (loss) per share is calculated by dividing the Net income (loss) attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Diluted net income (loss) per share is computed by dividing the Net income (loss) attributable to common stockholders by the weighted-average number of common share equivalents outstanding for the period. Holders of unvested restricted stock have nonforfeitable rights to dividends when declared on common stock, and holders of Redeemable convertible preferred stock participate in dividends on an as-converted basis when declared on common stock. As a result, unvested restricted stock and Redeemable convertible preferred stock meet the definition of participating securities, which requires us to apply the two-class method to compute both basic and diluted net income (loss) per share. The two-class method is an earnings allocation formula that treats participating securities as having rights to earnings that would otherwise have been available to common stockholders. The dilutive effect of stock options and unvested restricted stock is based on the more dilutive of the treasury stock method or the diluted two-class method. In computing diluted net income (loss) per share, income available to common shareholders used in the basic net income (loss) per share calculation (numerator) is adjusted, subject to sequencing rules, for certain adjustments that would result from the assumed issuance of potential common shares. Diluted net income (loss) per share assumes the Redeemable convertible preferred stock would have been cash settled as we had the choice of settling in cash or shares, and we had demonstrated past practice and intent of cash settlement prior to the effective date of the IPO. Therefore, these shares are excluded from the calculation through the effective date of the IPO. After the effective date of the IPO, Management’s intent is to share settle; therefore, these shares are included in the calculation from July 26, 2014 through June 30, 2015, if dilutive. For purposes of the calculation of diluted net income (loss) per share, stock options and unvested restricted stock are considered to be potential common stock and are only included in the calculations when their effect is dilutive. Prior to the effective date of the IPO, the Company’s Redeemable common stock was included in the weighted-average number of common shares outstanding for calculating basic and diluted net income (loss) per share. The following table presents information necessary to calculate net income (loss) per share for the three months ended June 30, 2015 and 2014, as well as potentially dilutive securities excluded from the weighted average number of diluted common shares outstanding because their inclusion would have been anti-dilutive: Three Months Ended June 30, (Amounts in thousands, except per share data) 2015 2014 NET INCOME (LOSS) PER SHARE—BASIC: Net income attributable to ADS $ 10,710 $ 8,566 Adjustment for: Change in fair value of Redeemable convertible preferred stock — (18,373 ) Dividends to Redeemable convertible preferred stockholders (371 ) (37 ) Dividends paid to unvested restricted stockholders (6 ) — Net income (loss) available to common stockholders and participating securities 10,333 (9,844 ) Undistributed income allocated to participating securities (858 ) — Net income (loss) available to common stockholders – Basic 9,475 (9,844 ) Weighted average number of common shares outstanding – Basic 53,623 47,536 Net income (loss) per common share – Basic $ 0.18 $ (0.21 ) NET INCOME (LOSS) PER SHARE—DILUTED: Net income (loss) available to common stockholders – Basic $ 9,475 $ (9,844 ) Weighted average number of common shares outstanding – Basic 53,623 47,536 Assumed exercise of stock options 432 — Weighted average number of common shares outstanding – Diluted 54,055 47,536 Net income (loss) per common share – Diluted $ 0.18 $ (0.21 ) Potentially dilutive securities excluded as anti-dilutive 6,673 93 |
Business Segment Information
Business Segment Information | 3 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Business Segment Information | 12. BUSINESS SEGMENTS INFORMATION We operate our business in two distinct operating and reportable segments based on the markets we serve: “Domestic” and “International”. The Chief Operating Decision Maker (“CODM”) evaluates segment reporting based on net sales and Segment Adjusted EBITDA (a non-GAAP measure). We calculate Segment Adjusted EBITDA as net income or loss before interest, income taxes, depreciation and amortization, stock-based compensation expense, non-cash charges and certain other expenses. Domestic Our Domestic segment manufactures and markets products throughout the United States. We maintain and serve these markets through strong product distribution relationships with many of the largest national and independent waterworks distributors, major national retailers as well as an extensive network of hundreds of small to medium-sized distributors across the U.S. We also sell through a broad variety of buying groups and co-ops in the United States. Products include Singlewall pipe, N-12 HDPE pipe sold into the Storm sewer and Infrastructure markets, High Performance PP pipe sold into the Storm sewer and sanitary sewer markets, and our broad line of Allied Products including StormTech, Nyloplast, Arc Septic Chambers, Inserta Tee, BaySaver filters and water quality structures, Fittings, and FleXstorm. Our Domestic segment sales are diversified across all regions of the country. International Our International segment manufactures and markets products in regions outside of the United States, with a growth strategy focused on our owned facilities in Canada and through our joint ventures, with local partners in Mexico, Central America and South America. Our joint venture strategy provides us with local and regional access to new markets such as Brazil, Chile, Argentina, Peru and Colombia. Our Mexican joint venture through ADS Mexicana primarily serves the Mexican markets, while our joint venture through the South American Joint Venture is our primary channel to serve the South American markets. Our product line includes Singlewall pipe, N-12 HDPE pipe, and High Performance PP pipe. The Canadian market also sells our broad line of Allied Products, while sales in Latin America are currently concentrated in fittings and Nyloplast. The following table sets forth reportable segment information with respect to the amount of net sales contributed by each class of similar products of our consolidated gross profit for the three ended June 30, 2015 and 2014, respectively: Three Months Ended June 30, (Amounts in thousands) 2015 2014 Domestic Pipe $ 220,533 $ 216,036 Allied Products 77,631 73,589 Total domestic 298,164 289,625 International Pipe 42,376 29,931 Allied Products 8,584 6,878 Total international 50,960 36,809 Total net sales $ 349,124 $ 326,434 The following sets forth certain additional financial information attributable to our reportable segments for the three months ended June 30, 2015, and 2014, respectively: Three months ended June 30, (Amounts in thousands) 2015 2014 Net sales Domestic $ 298,164 $ 289,625 International 50,960 36,809 Total $ 349,124 $ 326,434 Gross profit Domestic $ 59,659 $ 54,067 International 12,927 6,791 Total $ 72,586 $ 60,858 Segment Adjusted EBITDA Domestic $ 41,277 $ 40,992 International 10,536 4,137 Total $ 51,813 $ 45,129 Interest expense Domestic $ 4,037 $ 5,042 International 249 9 Total $ 4,286 $ 5,051 Depreciation and amortization Domestic $ 16,417 $ 14,658 International 2,222 1,368 Total $ 18,639 $ 16,026 Equity in net income (loss) of unconsolidated affiliates Domestic $ 336 $ 153 International 18 (815 ) Total $ 354 $ (662 ) Capital expenditures Domestic $ 8,844 $ 6,919 International 1,751 513 Total $ 10,595 $ 7,432 The following sets forth certain additional financial information attributable to our reporting segments as of June 30, 2015 and March 31, 2015, respectively: June 30, 2015 March 31, 2015 Investment in unconsolidated affiliates Domestic $ 7,798 $ 7,957 International 16,931 17,081 Total $ 24,729 $ 25,038 Total identifiable assets Domestic $ 1,004,758 $ 942,267 International 179,000 168,624 Eliminations (65,893 ) (69,193 ) Total $ 1,117,865 $ 1,041,699 Reconciliation of Segment Adjusted EBITDA to Consolidated Net Income Three Months Ended June 30, 2015 2014 (Amounts in thousands) Domestic International Domestic International Reconciliation of Segment Adjusted EBITDA: Net income $ 5,542 $ 6,256 $ 7,843 $ 1,598 Depreciation and amortization 16,417 2,222 14,658 1,368 Interest expense, net 4,037 249 5,042 9 Income tax expense 6,317 1,054 7,414 479 Segment EBITDA 32,313 9,781 34,957 3,454 Derivative fair value adjustments 3,721 40 96 — Foreign currency transaction losses — 317 — 130 Loss (gain) on sale of assets/businesses 1,052 (186 ) 60 4 Unconsolidated affiliates interest, tax, depreciation and amortization (a) 286 584 249 549 Contingent consideration remeasurement 55 — (18 ) — Stock-based compensation 725 — 2,246 — ESOP deferred compensation 3,125 — 2,687 — Transaction costs (b) — — 715 — Segment Adjusted EBITDA $ 41,277 $ 10,536 $ 40,992 $ 4,137 (a) Includes our proportional share of interest, income taxes, depreciation and amortization related to our South American Joint Venture, our BaySaver joint venture and our Tigre-ADS USA joint venture, which are accounted for under the equity method of accounting. (b) Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with the IPO. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Jun. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 13. SUPPLEMENTAL CASH FLOW INFORMATION During the three months ended June 30, 2015 and 2014, the Company acquired Property, plant and equipment under capital lease and incurred lease obligations of $16,718 and $14,662, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. SUBSEQUENT EVENTS Subsequent Event Related to the Acquisition of an Additional Interest in BaySaver On July 17, 2015, ADS Ventures, Inc. (“ADS/V”), a wholly-owned subsidiary of the Company, acquired an additional 10% of the issued and outstanding membership interests in BaySaver, increasing the Company’s total ownership interest in BaySaver to 65%, for a purchase price of $3,200, plus contingent consideration with an initial estimated fair value of $750. Concurrent with our purchase of the additional membership investment, the BaySaver joint venture agreement was amended to modify the voting rights from an equal vote for each member to a vote based upon the ownership interest. We have accounted for this transaction as a business combination with BaySaver being consolidated into our financial statements after July 17, 2015. As we had accounted for our investment in BaySaver prior to the purchase of the additional 10% membership interest under the equity method of accounting, we accounted for this transaction as a step acquisition and recognized a loss of $490 on remeasurement to fair value of our previously held investment. The fair value of our BaySaver investment immediately before the July 17, 2015 acquisition was measured based on a combination of the discounted cash flow and guideline public company valuation methods and involves significant unobservable inputs (Level 3). These inputs include projected sales, margin, required rate of return and tax rate for the discounted cash flow method, as well as implied pricing multiples, and guideline public company group for the guideline public company method. The purchase price was determined as follows: (Amounts in thousands) Acquisition-date fair value of our prior equity interest $ 4,220 Acquisition-date fair value of noncontrolling interest 6,330 Cash paid at acquisition date 3,200 Fair value of contingent consideration 750 Total purchase price $ 14,500 The preliminary purchase price has been allocated to the estimated fair values of acquired tangible and intangible assets, assumed liabilities and goodwill. The preliminary fair value of identifiable intangible assets has been determined primarily using the income approach, which involves significant unobservable inputs (Level 3 inputs). These inputs include projected sales, margin, required rate of return and tax rate, as well as an estimated royalty rate in the cases of the developed technology and trade name and trademark intangibles. The developed technology and trade name and trademark intangibles are valued using a relief-from-royalty method. Redeemable noncontrolling interest in subsidiaries will be classified as mezzanine equity in our Condensed Consolidated Balance Sheets due to a put option held by the joint venture partner which may be exercised on or after April 1, 2017. The Redeemable noncontrolling interest in subsidiaries balance will be accreted to the redemption value using the effective interest method until April 1, 2017. The excess of the preliminary purchase price over the fair value of the net assets acquired of $2,495 was allocated to goodwill, assigned to the Domestic segment, and consists primarily of the acquired workforce and sales and cost synergies the two companies anticipate realizing as a combined company. None of the goodwill is deductible for tax purposes. Certain estimated values for the acquisition, including intangible assets, goodwill and deferred tax assets are not yet finalized. The preliminary purchase price allocation is as follows: (Amounts in thousands) Cash $ 12 Other current assets 2,262 Property, plant and equipment 164 Goodwill 2,495 Intangible assets 10,800 Other assets 152 Current liabilities (1,385 ) Total purchase price $ 14,500 The acquired identifiable intangible assets represent customer relationships of $5,400, developed technology of $4,000 and trade name and trademark of $1,400, each of which have an estimated 10-year useful life. Transaction costs were immaterial. Subsequent Events Related to the Bank Term Loans and Senior Notes Our long-term debt primarily consists of amounts outstanding under a Revolving Credit Facility with borrowing capacity of $325,000 for ADS, Inc., a Revolving Credit Facility for ADS-Mexicana with borrowing capacity of $12,000, and a $100,000 term note (collectively, the “Bank Term Loans”), and the $100,000 of outstanding senior promissory notes (“Senior Notes”). The amendments and consents described below that occurred between July 2015 and February 2016 related to the delay in the filing of the Fiscal 2015 Form 10-K, and the restatement of the Company’s previously issued financial statements (the “Restatement”) as reflected in the Fiscal 2015 Form 10-K, which was filed with the SEC on March 29, 2016. In July 2015, the Company obtained consents from the requisite holders of its Bank Term Loans and its Senior Notes to waive certain actual and potential covenant violations. Specifically, the covenant violations were the result of the fact that the Company had not delivered its fiscal 2015 audited financial statements within 90 days of March 31, 2015, and did not expect to be able to file its first quarter fiscal 2016 quarterly financial statements within 45 days of June 30, 2015. The consents extended the time for delivery of the fiscal 2015 audited financial statements and the first quarter fiscal 2016 quarterly financial statements to September 30, 2015, whereby an event of default was waived as long as those financial statements were delivered within the thirty day grace period after September 30, 2015. In August 2015, the Company entered into amended agreements related to the Bank Term Loans and Senior Notes in connection with the Company’s determination that a substantial portion of its transportation and equipment leases should be treated as capital leases rather than as operating leases. The material terms of each amended agreement modify certain definitions applicable to the Company’s affirmative and negative financial covenants, including the minimum fixed charge coverage ratio, the maximum leverage ratio, and the limits on indebtedness, to accommodate the Company’s treatment of its transportation and equipment leases as capital leases rather than operating leases, along with corresponding changes to the provisions outlining the application of GAAP in the definition of accounting terms used in various financial covenants. The amendments also waive any potential event of default that may exist under any of the respective agreements as a result of changes to the Company’s financial statements related to lease accounting, and do not require the Company to deliver restated financial statements or compliance certificates for any annual or quarterly period prior to the fiscal year ended March 31, 2015. In October 2015, the Company obtained additional consents from the requisite holders of its Bank Term Loans and its Senior Notes to further extend the time for delivery of its fiscal 2015 audited financial statements and the first quarter fiscal 2016 quarterly financial statements, as well as to extend the time for delivery of its second quarter fiscal 2016 quarterly financial statements. The consents extended the time for delivery of the fiscal 2015 audited financial statements and the first quarter fiscal 2016 quarterly financial statements to November 30, 2015, as well as extended the time for delivery of the second quarter fiscal 2016 quarterly financial statements to December 31, 2015, whereby an event of default was waived as long as those financial statements were delivered within the thirty day grace period after those dates. In December 2015, the Company entered into additional amended agreements related to the Bank Term Loans and Senior Notes that further extend the time for delivery of its fiscal 2015 audited financial statements and the first and second quarter fiscal 2016 quarterly financial statements. The December 2015 amended agreements extended the time for delivery of the fiscal 2015 audited financial statements and the first and second quarter fiscal 2016 quarterly financial statements to January 31, 2016, whereby an event of default was waived as long as those financial statements were delivered within the thirty day grace period after that date. The December 2015 amended agreements also modify certain definitions applicable to the Company’s affirmative and negative financial covenants, including with respect to the treatment of the costs related to the Company’s restatement for purposes of the calculation of the minimum fixed charge coverage ratio and the maximum leverage ratio. As part of the December 2015 amended agreements, the lenders also consented to the Company’s payment of a $0.05 per share common stock dividend in December 2015. In February 2016, the Company entered into additional amended agreements related to the Bank Term Loans and Senior Notes that further extend the time for delivery of its fiscal 2015 audited financial statements and the first and second quarter fiscal year 2016 quarterly financial statements, as well as to extend the time for delivery of its third quarter fiscal year 2016 quarterly financial statements. The February 2016 amended agreements extended the time for delivery of the fiscal year 2015 audited financial statements and the first, second and third quarter fiscal 2016 quarterly financial statements to April 1, 2016, whereby an event of default was waived as long as those financial statements were delivered by that date without regard to any grace period. As part of the February 2016 amended agreements, the lenders also consented to the Company’s payment of the previously declared annual dividend of $0.0195 per share to be paid on shares of preferred stock in March 2016. Subsequent Event Related to the ADS Mexicana Scotia Bank Revolving Credit Facility On May 27, 2016, ADS Mexicana obtained a waiver on a covenant from Scotia Bank relating to ADS Mexicana failing to notify Scotia Bank of changes in legal organizational structure and payment of dividends. |
Background and Summary of Sig24
Background and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company prepares its condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Condensed Consolidated Balance Sheet as of March 31, 2015 was derived from audited financial statements included in our Annual Report on Form 10-K for the year ended March 31, 2015 (“Fiscal 2015 Form 10-K”). In our opinion, the accompanying unaudited condensed consolidated financial statements contain all adjustments, of a normal recurring nature, necessary to present fairly its financial position as of June 30, 2015 and the results of operations for the three months ended June 30, 2015 and 2014 and cash flows for the three months ended June 30, 2015 and 2014. The interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements, including the notes thereto filed in our Fiscal 2015 Form 10-K. |
Principles of Consolidation | Principles of Consolidation Our condensed consolidated financial statements include the Company, our wholly-owned subsidiaries, our majority-owned subsidiaries, including ADS Mexicana, S.A. de C.V. (together with its affiliate ADS Corporativo, S.A. de C.V., “ADS Mexicana”) and variable interest entities (“VIEs”) of which we are the primary beneficiary. We use the equity method of accounting for equity investments where we exercise significant influence but do not hold a controlling financial interest. Such investments are recorded in Other assets in our Condensed Consolidated Balance Sheets and the related equity earnings from these investments are included in Equity in net (income) loss of unconsolidated affiliates in our Condensed Consolidated Statements of Operations. All intercompany balances and transactions have been eliminated in consolidation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Stock-Based Compensation With the exception of the pronouncement described above, there have been no new accounting pronouncements issued since the filing of our Fiscal 2015 Form 10-K that have significance, or potential significance, to our condensed consolidated financial statements. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories as of June 30, 2015 and March 31, 2015 consisted of the following: (Amounts in thousands) June 30, 2015 March 31, 2015 Raw materials $ 52,733 $ 50,198 Finished goods 206,244 219,644 Total inventories $ 258,977 $ 269,842 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Change in Carrying Amount of Goodwill by Reportable Segment | The change in carrying amount of goodwill by reportable segment is as follows: (Amounts in thousands) Domestic International Total Balance at March 31, 2015 $ 87,507 $ 11,172 $ 98,679 Currency translation — 215 215 Balance at June 30, 2015 $ 87,507 $ 11,387 $ 98,894 |
Summary of Intangible Assets | Intangible assets as of June 30, 2015 and March 31, 2015 consisted of the following: June 30, 2015 March 31, 2015 (Amounts in thousands) Gross Accumulated Net Gross Accumulated Net Definite-lived intangible assets Developed technology $ 40,579 $ (27,358 ) $ 13,221 $ 40,579 $ (26,405 ) $ 14,174 Customer relationships 35,568 (19,501 ) 16,067 43,167 (26,113 ) 17,054 Patents 6,617 (3,703 ) 2,914 6,547 (3,550 ) 2,997 Non-compete and other contractual agreements 1,256 (644 ) 612 1,365 (691 ) 674 Trademarks and tradenames 14,313 (3,317 ) 10,996 14,248 (3,051 ) 11,197 Total definite-lived intangible assets 98,333 (54,523 ) 43,810 105,906 (59,810 ) 46,096 Indefinite-lived intangible assets Trademarks 11,951 — 11,951 11,959 — 11,959 Total intangible assets $ 110,284 $ (54,523 ) $ 55,761 $ 117,865 $ (59,810 ) $ 58,055 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Carried at Fair Value | Recurring Fair Value Measurements The assets and liabilities carried at fair value as of June 30, 2015 and March 31, 2015 were as follows: June 30, 2015 (Amounts in thousands) Total Level 1 Level 2 Level 3 Assets: Derivative assets – diesel fuel contracts $ 373 $ — $ 373 $ — Total assets at fair value on a recurring basis $ 373 $ — $ 373 $ — Liabilities: Derivative liability - interest rate swaps $ 682 $ — $ 682 $ — Derivative liability - diesel fuel contracts 1,956 — 1,956 — Derivative liability - propylene swaps 10,205 — 10,205 — Derivative liability - foreign currency contracts 11 — 11 — Contingent consideration for acquisitions 2,285 — — 2,285 Total liabilities at fair value on a recurring basis $ 15,139 $ — $ 12,854 $ 2,285 March 31, 2015 (Amounts in thousands) Total Level 1 Level 2 Level 3 Assets: Derivative assets - currency forward contracts $ 28 $ — $ 28 $ — Total assets at fair value on a recurring basis $ 28 $ — $ 28 $ — Liabilities: Derivative liability - interest rate swaps $ 765 $ — $ 765 $ — Derivative liability - diesel fuel contracts 2,841 — 2,841 — Derivative liability - propylene swaps 5,142 — 5,142 — Contingent consideration for acquisitions 2,444 — — 2,444 Total liabilities at fair value on a recurring basis $ 11,192 $ — $ 8,748 $ 2,444 |
Summary of Changes in Fair Value of Recurring Fair Value Measurements Using Unobservable Inputs | Changes in the fair value of recurring fair value measurements using significant unobservable inputs (Level 3) for the three months ended June 30, 2015 and 2014 were as follows: (amounts in thousands) Contingent Balance at March 31, 2015 $ 2,444 Change in fair value 55 Payments of contingent consideration liability (214 ) Balance at June 30, 2015 $ 2,285 Three Months Ended June 30, 2014 (amounts in thousands) Contingent Redeemable Redeemable Deferred compensation - Total Balance at March 31, 2014 $ 2,898 $ 549,119 $ 291,720 $ (197,888 ) $ 645,849 Allocation of ESOP shares to participants — — — 3,587 3,587 Change in fair value (18 ) 110,312 57,178 (38,805 ) 128,667 Payments of contingent consideration liability (183 ) — — — (183 ) Balance at June 30, 2014 $ 2,697 $ 659,431 $ 348,898 $ (233,106 ) $ 777,920 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt as of June 30, 2015 and March 31, 2015 consisted of the following: (Amounts in thousands) June 30, 2015 March 31, 2015 Bank Term Loans Revolving Credit Facility — ADS $ 245,400 $ 205,100 Term Note 89,375 91,250 Senior Notes payable 100,000 100,000 ADS Mexicana credit facility 3,854 — Industrial revenue bonds 3,340 3,545 Total 441,969 399,895 Current maturities (10,215 ) (9,580 ) Long-term debt obligation $ 431,754 $ 390,315 |
Derivative Transactions (Tables
Derivative Transactions (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Fair Value of Derivatives | A summary of the fair value of derivatives at June 30, 2015 and March 31, 2015 is presented below: June 30, 2015 Assets Liabilities (Amounts in thousands) Receivables Other assets Other accrued Other Interest rate swaps $ — $ — $ — $ (682 ) Foreign exchange forward contracts — — (11 ) — Diesel fuel option collars and swaps 287 86 (1,370 ) (586 ) Propylene swaps — — (7,595 ) (2,610 ) March 31, 2015 Assets Liabilities (Amounts in thousands) Receivables Other assets Other accrued Other Interest rate swaps $ — $ — $ (150 ) $ (615 ) Foreign exchange forward contracts 28 — — — Diesel fuel option collars and swaps — — (1,883 ) (958 ) Propylene swaps — — (4,412 ) (730 ) |
Accumulated Other Comprehensi30
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Summary of Changes in Balances of Accumulated Other Comprehensive Loss | The following table presents the changes in the balance of Accumulated other comprehensive loss (“AOCL”) for the three months ending June 30, which consists entirely of foreign currency translation gains (losses): (Amounts in thousands) Accumulated Balance at April 1, 2014 $ (6,830 ) Other comprehensive income 305 Balance at June 30, 2014 $ (6,525 ) Balance at April 1, 2015 (15,521 ) Other comprehensive income 1,091 Balance at June 30, 2015 $ (14,430 ) |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Summary of Net (Loss) Income Per Share | The following table presents information necessary to calculate net income (loss) per share for the three months ended June 30, 2015 and 2014, as well as potentially dilutive securities excluded from the weighted average number of diluted common shares outstanding because their inclusion would have been anti-dilutive: Three Months Ended June 30, (Amounts in thousands, except per share data) 2015 2014 NET INCOME (LOSS) PER SHARE—BASIC: Net income attributable to ADS $ 10,710 $ 8,566 Adjustment for: Change in fair value of Redeemable convertible preferred stock — (18,373 ) Dividends to Redeemable convertible preferred stockholders (371 ) (37 ) Dividends paid to unvested restricted stockholders (6 ) — Net income (loss) available to common stockholders and participating securities 10,333 (9,844 ) Undistributed income allocated to participating securities (858 ) — Net income (loss) available to common stockholders – Basic 9,475 (9,844 ) Weighted average number of common shares outstanding – Basic 53,623 47,536 Net income (loss) per common share – Basic $ 0.18 $ (0.21 ) NET INCOME (LOSS) PER SHARE—DILUTED: Net income (loss) available to common stockholders – Basic $ 9,475 $ (9,844 ) Weighted average number of common shares outstanding – Basic 53,623 47,536 Assumed exercise of stock options 432 — Weighted average number of common shares outstanding – Diluted 54,055 47,536 Net income (loss) per common share – Diluted $ 0.18 $ (0.21 ) Potentially dilutive securities excluded as anti-dilutive 6,673 93 |
Business Segment Information (T
Business Segment Information (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Revenue from Reportable Segments by Product Type | The following table sets forth reportable segment information with respect to the amount of net sales contributed by each class of similar products of our consolidated gross profit for the three ended June 30, 2015 and 2014, respectively: Three Months Ended June 30, (Amounts in thousands) 2015 2014 Domestic Pipe $ 220,533 $ 216,036 Allied Products 77,631 73,589 Total domestic 298,164 289,625 International Pipe 42,376 29,931 Allied Products 8,584 6,878 Total international 50,960 36,809 Total net sales $ 349,124 $ 326,434 |
Schedule of Additional Financial Information Attributable to Reportable Segments | The following sets forth certain additional financial information attributable to our reportable segments for the three months ended June 30, 2015, and 2014, respectively: Three months ended June 30, (Amounts in thousands) 2015 2014 Net sales Domestic $ 298,164 $ 289,625 International 50,960 36,809 Total $ 349,124 $ 326,434 Gross profit Domestic $ 59,659 $ 54,067 International 12,927 6,791 Total $ 72,586 $ 60,858 Segment Adjusted EBITDA Domestic $ 41,277 $ 40,992 International 10,536 4,137 Total $ 51,813 $ 45,129 Interest expense Domestic $ 4,037 $ 5,042 International 249 9 Total $ 4,286 $ 5,051 Depreciation and amortization Domestic $ 16,417 $ 14,658 International 2,222 1,368 Total $ 18,639 $ 16,026 Equity in net income (loss) of unconsolidated affiliates Domestic $ 336 $ 153 International 18 (815 ) Total $ 354 $ (662 ) Capital expenditures Domestic $ 8,844 $ 6,919 International 1,751 513 Total $ 10,595 $ 7,432 The following sets forth certain additional financial information attributable to our reporting segments as of June 30, 2015 and March 31, 2015, respectively: June 30, 2015 March 31, 2015 Investment in unconsolidated affiliates Domestic $ 7,798 $ 7,957 International 16,931 17,081 Total $ 24,729 $ 25,038 Total identifiable assets Domestic $ 1,004,758 $ 942,267 International 179,000 168,624 Eliminations (65,893 ) (69,193 ) Total $ 1,117,865 $ 1,041,699 |
Schedule of Reconciliation of Segment Adjusted EBITDA to Consolidated Net Income | Reconciliation of Segment Adjusted EBITDA to Consolidated Net Income Three Months Ended June 30, 2015 2014 (Amounts in thousands) Domestic International Domestic International Reconciliation of Segment Adjusted EBITDA: Net income $ 5,542 $ 6,256 $ 7,843 $ 1,598 Depreciation and amortization 16,417 2,222 14,658 1,368 Interest expense, net 4,037 249 5,042 9 Income tax expense 6,317 1,054 7,414 479 Segment EBITDA 32,313 9,781 34,957 3,454 Derivative fair value adjustments 3,721 40 96 — Foreign currency transaction losses — 317 — 130 Loss (gain) on sale of assets/businesses 1,052 (186 ) 60 4 Unconsolidated affiliates interest, tax, depreciation and amortization (a) 286 584 249 549 Contingent consideration remeasurement 55 — (18 ) — Stock-based compensation 725 — 2,246 — ESOP deferred compensation 3,125 — 2,687 — Transaction costs (b) — — 715 — Segment Adjusted EBITDA $ 41,277 $ 10,536 $ 40,992 $ 4,137 (a) Includes our proportional share of interest, income taxes, depreciation and amortization related to our South American Joint Venture, our BaySaver joint venture and our Tigre-ADS USA joint venture, which are accounted for under the equity method of accounting. (b) Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with the IPO. |
Subsequent Events (Tables)
Subsequent Events (Tables) | 3 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | The preliminary purchase price was determined as follows: (Amounts in thousands) Acquisition-date fair value of our prior equity interest $ 4,220 Acquisition-date fair value of noncontrolling interest 6,330 Cash paid at acquisition date 3,200 Fair value of contingent consideration 750 Total purchase price $ 14,500 |
Summary of Preliminary Purchase Price Allocation | The preliminary purchase price allocation is as follows: (Amounts in thousands) Cash $ 12 Other current assets 2,262 Property, plant and equipment 164 Goodwill 2,495 Intangible assets 10,800 Other assets 152 Current liabilities (1,385 ) Total purchase price $ 14,500 |
Background and Summary of Sig34
Background and Summary of Significant Accounting Policies - Additional Information (Detail) $ / shares in Units, shares in Thousands | Dec. 15, 2014USD ($)$ / sharesshares | Dec. 09, 2014USD ($)$ / sharesshares | Aug. 22, 2014$ / sharesshares | Jul. 25, 2014USD ($)$ / sharesshares | Jul. 11, 2014 | Jun. 30, 2015Segment$ / sharesshares | Mar. 31, 2015$ / sharesshares |
Schedule Of Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||
Number of reportable segments | Segment | 2 | ||||||
Offering price per share | $ / shares | $ 0.01 | $ 0.01 | |||||
Common stock, shares issued | 153,560 | 153,560 | |||||
IPO [Member] | |||||||
Schedule Of Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||
Common and preferred stock conversion split ratio, description | 4.707-for-one split | ||||||
Common and preferred stock conversion split ratio | 4.707 | ||||||
Additional shares issued | 600 | 5,289 | |||||
Net proceeds from initial public offering | $ | $ 79,131,000 | ||||||
Underwriter discounts and commissions on initial public offering | $ | $ 5,501,000 | ||||||
Share price | $ / shares | $ 16 | $ 16 | |||||
Secondary Public Offering [Member] | |||||||
Schedule Of Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||
Additional shares issued | 10,000 | ||||||
Offering price per share | $ / shares | $ 21.25 | $ 21.25 | |||||
Proceeds from sale of shares | $ | $ 0 | $ 0 | |||||
Common stock, shares issued | 1,500 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 52,733 | $ 50,198 |
Finished goods | 206,244 | 219,644 |
Total inventories | $ 258,977 | $ 269,842 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) | Jun. 30, 2015 | Mar. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Work-in-process inventories | $ 0 | $ 0 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Carrying Amount of Goodwill by Reportable Segment (Detail) $ in Thousands | 3 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 98,679 |
Currency translation | 215 |
Ending balance | 98,894 |
Domestic [Member] | |
Goodwill [Line Items] | |
Beginning balance | 87,507 |
Ending balance | 87,507 |
International Segment [Member] | |
Goodwill [Line Items] | |
Beginning balance | 11,172 |
Currency translation | 215 |
Ending balance | $ 11,387 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Intangible | $ 98,333 | $ 105,906 |
Intangible Assets, Gross | 110,284 | 117,865 |
Accumulated Amortization | (54,523) | (59,810) |
Net Intangible | 43,810 | 46,096 |
Intangible assets, net | 55,761 | 58,055 |
Trademarks [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets | 11,951 | |
Developed Technology [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Intangible | 40,579 | 40,579 |
Accumulated Amortization | (27,358) | (26,405) |
Net Intangible | 13,221 | 14,174 |
Customer Relationships [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Intangible | 35,568 | 43,167 |
Accumulated Amortization | (19,501) | (26,113) |
Net Intangible | 16,067 | 17,054 |
Patents [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Intangible | 6,617 | 6,547 |
Accumulated Amortization | (3,703) | (3,550) |
Net Intangible | 2,914 | 2,997 |
Non-compete and Other Contractual Agreements [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Intangible | 1,256 | 1,365 |
Accumulated Amortization | (644) | (691) |
Net Intangible | 612 | 674 |
Trademarks and Tradenames [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Intangible | 14,313 | 14,248 |
Accumulated Amortization | (3,317) | (3,051) |
Net Intangible | $ 10,996 | $ 11,197 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Assets and Liabilities Carried at Fair Value (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | $ 373 | $ 28 |
Contingent consideration for acquisitions | 2,285 | 2,444 |
Total liabilities at fair value on a recurring basis | 15,139 | 11,192 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 373 | 28 |
Total liabilities at fair value on a recurring basis | 12,854 | 8,748 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration for acquisitions | 2,285 | 2,444 |
Total liabilities at fair value on a recurring basis | 2,285 | 2,444 |
Diesel Fuel Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 373 | |
Derivative liability | 1,956 | 2,841 |
Diesel Fuel Contracts [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 373 | |
Derivative liability | 1,956 | 2,841 |
Interest Rate Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | 682 | 765 |
Interest Rate Swaps [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | 682 | 765 |
Foreign Exchange Forward Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 28 | |
Derivative liability | 11 | |
Foreign Exchange Forward Contracts [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 28 | |
Derivative liability | 11 | |
Propylene Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | 10,205 | 5,142 |
Propylene Swaps [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability | $ 10,205 | $ 5,142 |
Fair Value Measurement - Summ40
Fair Value Measurement - Summary of Changes in Fair Value of Recurring Fair Value Measurements Using Unobservable Inputs (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Allocation of ESOP shares to participants | $ (900) | |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance beginning | 645,849 | |
Allocation of ESOP shares to participants | 3,587 | |
Change in fair value | 128,667 | |
Payments of contingent consideration liability | (183) | |
Balance ending | 777,920 | |
Level 3 [Member] | Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance beginning | $ 2,444 | 2,898 |
Change in fair value | 55 | (18) |
Payments of contingent consideration liability | (214) | (183) |
Balance ending | $ 2,285 | 2,697 |
Level 3 [Member] | Redeemable Common Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance beginning | 549,119 | |
Change in fair value | 110,312 | |
Balance ending | 659,431 | |
Level 3 [Member] | Redeemable Convertible Preferred Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance beginning | 291,720 | |
Change in fair value | 57,178 | |
Balance ending | 348,898 | |
Level 3 [Member] | Deferred Compensation - Unearned ESOP Shares [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance beginning | (197,888) | |
Allocation of ESOP shares to participants | 3,587 | |
Change in fair value | (38,805) | |
Balance ending | $ (233,106) |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Fair Value Disclosures [Abstract] | ||
Fair value of assets and liabilities, additional transfers | $ 0 | $ 0 |
Weighted average costs of capital percentage | 11.00% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 3 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Apr. 30, 2015 | Mar. 31, 2015 | |
Related Party Transaction [Line Items] | ||||
Interest rate description for the loaned amount | ADS Mexicana borrowed $3,000 under a revolving credit facility arrangement with Scotia Bank and loaned that amount to ADS, and such loan was repaid in May 2015. In June 2015, ADS Mexicana borrowed $3,854 under the Scotia Bank credit facility and loaned it to an entity owned by a Groupo Altima owner, and such loan was repaid in July 2015. ADS does not guarantee the borrowings from this facility and therefore, does not anticipate any required contributions related to the balance of this credit facility. | |||
South American Joint Venture [Member] | ||||
Related Party Transaction [Line Items] | ||||
Maximum borrowings permitted under credit facility | $ 19,000,000 | |||
Credit facility, maturity date | Feb. 5, 2017 | |||
Outstanding letters of credit | $ 14,700,000 | $ 13,600,000 | ||
Percentage of debt guarantee | 50.00% | |||
Maximum potential payment under guarantee | $ 7,400,000 | |||
Sales with related parties | $ 699,000 | $ 317,000 | ||
BaySaver [Member] | ||||
Related Party Transaction [Line Items] | ||||
Percentage of ownership | 55.00% | |||
US Dollar Denominated Loans [Member] | South American Joint Venture [Member] | ||||
Related Party Transaction [Line Items] | ||||
Weighted average interest rate | 3.25% | |||
Chilean Peso Denominated Loans [Member] | South American Joint Venture [Member] | ||||
Related Party Transaction [Line Items] | ||||
Weighted average interest rate | 6.32% | |||
Pipe Sales Joint Venture Agreement [Member] | ||||
Related Party Transaction [Line Items] | ||||
Proceeds from sales | $ 0 | 1,312,000 | ||
Outstanding receivables from related party | 865,000 | $ 1,005,000 | ||
ADS Mexicana [Member] | Credit Facility Arrangement with Scotia Bank [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amount borrowed under credit facility | $ 3,854,000 | $ 3,000,000 | ||
ADS Mexicana [Member] | Variable Interest Entity, Primary Beneficiary [Member] | ||||
Related Party Transaction [Line Items] | ||||
Company's ownership percentage | 51.00% | |||
Cash payments for consulting services related to the operations of the business and a noncompete arrangement | $ 63,000 | $ 75,000 | ||
Guarantee percentage on credit facility | 100.00% | |||
Maximum potential guarantee payments | $ 12,000,000 | |||
Guarantee description | We are the guarantor of 100% of ADS Mexicana's credit facility |
Debt - Long-Term Debt (Detail)
Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Debt Instrument [Line Items] | ||
Total | $ 441,969 | $ 399,895 |
Total | 441,969 | 399,895 |
Current maturities | (10,215) | (9,580) |
Long-term debt obligation | 431,754 | 390,315 |
Term Note [Member] | ||
Debt Instrument [Line Items] | ||
Term Note | 89,375 | 91,250 |
Senior Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Senior Notes payable | 100,000 | 100,000 |
Industrial Revenue Bonds [Member] | ||
Debt Instrument [Line Items] | ||
Industrial revenue bonds | 3,340 | 3,545 |
Revolving Credit Facility [Member] | ADS [Member] | ||
Debt Instrument [Line Items] | ||
ADS Mexicana credit facility | 245,400 | $ 205,100 |
Revolving Credit Facility [Member] | ADS Mexicana [Member] | ||
Debt Instrument [Line Items] | ||
ADS Mexicana credit facility | $ 3,854 |
Debt - Additional Information (
Debt - Additional Information (Detail) - Revolving Credit Facility [Member] - USD ($) | 3 Months Ended | |
Jun. 30, 2015 | Dec. 11, 2014 | |
Credit Facility Arrangement with Scotia Bank [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 5,000,000 | |
Interest rate for outstanding loan | 4.81% | |
Remaining borrowing capacity | $ 1,146,000 | |
Revolving credit facility, maturity date | Dec. 11, 2017 | |
ADS Mexicana [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding principal amount | $ 3,854,000 | |
Maximum borrowing capacity | 12,000,000 | |
ADS Mexicana [Member] | Credit Facility Arrangement with Scotia Bank [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding principal amount | $ 3,854,000 |
Derivative Transactions - Addit
Derivative Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Unrealized Gain (Loss) on Derivatives and Commodity Contracts [Abstract] | ||
Losses on mark-to-market adjustments for changes in fair value on derivative | $ 3,761 | $ 96 |
Derivative Transactions - Summa
Derivative Transactions - Summary of Fair Value of Derivatives (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 |
Interest Rate Swaps [Member] | Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | $ (150) | |
Interest Rate Swaps [Member] | Other Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | $ (682) | (615) |
Foreign Exchange Forward Contracts [Member] | Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (11) | |
Foreign Exchange Forward Contracts [Member] | Receivables [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 28 | |
Diesel Fuel Option Collars and Swaps [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 86 | |
Diesel Fuel Option Collars and Swaps [Member] | Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (1,370) | (1,883) |
Diesel Fuel Option Collars and Swaps [Member] | Other Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (586) | (958) |
Diesel Fuel Option Collars and Swaps [Member] | Receivables [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 287 | |
Propylene Swaps [Member] | Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (7,595) | (4,412) |
Propylene Swaps [Member] | Other Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | $ (2,610) | $ (730) |
Commitments and Contingencies (
Commitments and Contingencies (Purchase Commitments) - Additional Information (Detail) | Jun. 30, 2015USD ($) |
Inventory [Member] | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |
Total purchase commitment | $ 26,580,000 |
Accumulated Other Comprehensi48
Accumulated Other Comprehensive Loss - Summary of Changes in Balances of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||
Beginning Balance | $ (15,521) | $ (6,830) |
Other comprehensive income | 1,091 | 305 |
Ending Balance | $ (14,430) | $ (6,525) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 39.20% | 43.90% |
Federal statutory rate | 35.00% |
Net Income (Loss) Per Share - S
Net Income (Loss) Per Share - Summary of Net (Loss) Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
NET INCOME (LOSS) PER SHARE-BASIC: | ||
Net income attributable to ADS | $ 10,710 | $ 8,566 |
Change in fair value of Redeemable convertible preferred stock | (18,373) | |
Dividends to Redeemable convertible preferred stockholders | (371) | (37) |
Dividends paid to unvested restricted stockholders | (6) | |
Net income (loss) available to common stockholders and participating securities | 10,333 | (9,844) |
Undistributed income allocated to participating securities | (858) | |
Net income (loss) available to common stockholders - Basic | $ 9,475 | $ (9,844) |
Weighted average number of common shares outstanding - Basic | 53,623 | 47,536 |
Net income (loss) per common share - Basic | $ 0.18 | $ (0.21) |
NET INCOME (LOSS) PER SHARE-DILUTED: | ||
Net income (loss) available to common stockholders - Basic | $ 9,475 | $ (9,844) |
Weighted average number of common shares outstanding - Basic | 53,623 | 47,536 |
Assumed exercise of stock options | 432 | |
Weighted average number of common shares outstanding - Diluted | 54,055 | 47,536 |
Net income (loss) per common share - Diluted | $ 0.18 | $ (0.21) |
Potentially dilutive securities excluded as anti-dilutive | 6,673 | 93 |
Business Segment Information -
Business Segment Information - Additional Information (Detail) | 3 Months Ended |
Jun. 30, 2015Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Number of operating segments | 2 |
Business Segment Information 52
Business Segment Information - Schedule of Revenue from Reportable Segments by Product Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||
Total net sales | $ 349,124 | $ 326,434 |
Domestic [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 298,164 | 289,625 |
Domestic [Member] | Pipe [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 220,533 | 216,036 |
Domestic [Member] | Allied Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 77,631 | 73,589 |
International Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 50,960 | 36,809 |
International Segment [Member] | Pipe [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 42,376 | 29,931 |
International Segment [Member] | Allied Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Total net sales | $ 8,584 | $ 6,878 |
Business Segment Information 53
Business Segment Information - Schedule of Additional Financial Information Attributable to Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 349,124 | $ 326,434 | |
Gross profit | 72,586 | 60,858 | |
Segment Adjusted EBITDA | 51,813 | 45,129 | |
Interest expense | 4,286 | 5,051 | |
Depreciation and amortization | 18,639 | 16,026 | |
Equity in net (loss)income of unconsolidated affiliates | 354 | (662) | |
Capital expenditures | 10,595 | 7,432 | |
Investments in unconsolidated affiliates | 24,729 | $ 25,038 | |
Total identifiable assets | 1,117,865 | 1,041,699 | |
Intersegment Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Total identifiable assets | (65,893) | (69,193) | |
Domestic [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 298,164 | 289,625 | |
Gross profit | 59,659 | 54,067 | |
Segment Adjusted EBITDA | 41,277 | 40,992 | |
Interest expense | 4,037 | 5,042 | |
Depreciation and amortization | 16,417 | 14,658 | |
Equity in net (loss)income of unconsolidated affiliates | 336 | 153 | |
Capital expenditures | 8,844 | 6,919 | |
Investments in unconsolidated affiliates | 7,798 | 7,957 | |
Domestic [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Total identifiable assets | 1,004,758 | 942,267 | |
International Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 50,960 | 36,809 | |
Gross profit | 12,927 | 6,791 | |
Segment Adjusted EBITDA | 10,536 | 4,137 | |
Interest expense | 249 | 9 | |
Depreciation and amortization | 2,222 | 1,368 | |
Equity in net (loss)income of unconsolidated affiliates | 18 | (815) | |
Capital expenditures | 1,751 | $ 513 | |
Investments in unconsolidated affiliates | 16,931 | 17,081 | |
International Segment [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Total identifiable assets | $ 179,000 | $ 168,624 |
Business Segment Information 54
Business Segment Information - Schedule of Reconciliation of Segment EBITDA and Segment Adjusted EBITDA to Net Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Reconciliation of Segment Adjusted EBITDA: | ||
Net income | $ 10,710 | $ 8,566 |
Interest expense, net | 4,286 | 5,051 |
Income tax expense | 7,371 | 7,893 |
Derivative fair value adjustments | 3,761 | 96 |
Loss (gain) on sale of assets/businesses | (866) | (64) |
Segment Adjusted EBITDA | 51,813 | 45,129 |
Domestic [Member] | ||
Reconciliation of Segment Adjusted EBITDA: | ||
Net income | 5,542 | 7,843 |
Depreciation and amortization | 16,417 | 14,658 |
Interest expense, net | 4,037 | 5,042 |
Income tax expense | 6,317 | 7,414 |
Segment EBITDA | 32,313 | 34,957 |
Derivative fair value adjustments | 3,721 | 96 |
Loss (gain) on sale of assets/businesses | 1,052 | 60 |
Unconsolidated affiliates interest, tax, depreciation and amortization | 286 | 249 |
Contingent consideration remeasurement | 55 | (18) |
Stock-based compensation | 725 | 2,246 |
ESOP deferred compensation | 3,125 | 2,687 |
Transaction costs | 715 | |
Segment Adjusted EBITDA | 41,277 | 40,992 |
International Segment [Member] | ||
Reconciliation of Segment Adjusted EBITDA: | ||
Net income | 6,256 | 1,598 |
Depreciation and amortization | 2,222 | 1,368 |
Interest expense, net | 249 | 9 |
Income tax expense | 1,054 | 479 |
Segment EBITDA | 9,781 | 3,454 |
Derivative fair value adjustments | 40 | |
Foreign currency transaction losses | 317 | 130 |
Loss (gain) on sale of assets/businesses | (186) | 4 |
Unconsolidated affiliates interest, tax, depreciation and amortization | 584 | 549 |
Segment Adjusted EBITDA | $ 10,536 | $ 4,137 |
Supplemental Cash Flow Inform55
Supplemental Cash Flow Information - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Supplemental Cash Flow Elements [Abstract] | ||
Lease obligation incurred | $ 16,718 | $ 14,662 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Jul. 17, 2015 | Mar. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Mar. 31, 2015 |
Subsequent Event [Line Items] | |||||
Goodwill | $ 98,894,000 | $ 98,679,000 | |||
Intangible assets | 98,333,000 | 105,906,000 | |||
Customer Relationships [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible assets | 35,568,000 | 43,167,000 | |||
Developed Technology [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible assets | 40,579,000 | $ 40,579,000 | |||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Cash dividend declared | $ 0.0195 | $ 0.05 | |||
Revolving Credit Facility [Member] | Term Loan Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Revolving credit facility outstanding | 100,000,000 | ||||
Revolving Credit Facility [Member] | Senior Notes Payable [Member] | |||||
Subsequent Event [Line Items] | |||||
Senior notes | 100,000,000 | ||||
Revolving Credit Facility [Member] | ADS [Member] | |||||
Subsequent Event [Line Items] | |||||
Revolving credit facility outstanding | 325,000,000 | ||||
Revolving Credit Facility [Member] | ADS Mexicana [Member] | |||||
Subsequent Event [Line Items] | |||||
Revolving credit facility outstanding | $ 12,000,000 | ||||
BaySaver [Member] | |||||
Subsequent Event [Line Items] | |||||
Percentage of ownership in joint ventures | 55.00% | ||||
BaySaver [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Additionally acquired percentage of ownership in joint ventures | 10.00% | ||||
Purchase price excluding contingent consideration | $ 3,200,000 | ||||
Percentage of ownership in joint ventures | 65.00% | ||||
Fair value of contingent consideration | $ 750,000 | ||||
Business combination equity interest remeasurement loss | 490,000 | ||||
Goodwill | 2,495,000 | ||||
BaySaver [Member] | Subsequent Event [Member] | Customer Relationships [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible assets | $ 5,400,000 | ||||
Intangible assets, useful life | 10 years | ||||
BaySaver [Member] | Subsequent Event [Member] | Developed Technology [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible assets | $ 4,000,000 | ||||
Intangible assets, useful life | 10 years | ||||
BaySaver [Member] | Subsequent Event [Member] | Trade Names [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible assets | $ 1,400,000 | ||||
Intangible assets, useful life | 10 years |
Subsequent Events - Schedule of
Subsequent Events - Schedule of Business Acquisitions by Acquisition, Contingent Consideration (Detail) - BaySaver [Member] - Subsequent Event [Member] $ in Thousands | Jul. 17, 2015USD ($) |
Business Acquisition [Line Items] | |
Acquisition-date fair value of our prior equity interest | $ 4,220 |
Acquisition-date fair value of noncontrolling interest | 6,330 |
Cash paid at acquisition date | 3,200 |
Fair value of contingent consideration | 750 |
Total purchase price | $ 14,500 |
Subsequent Events - Summary of
Subsequent Events - Summary of Preliminary Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Jul. 17, 2015 | Jun. 30, 2015 | Mar. 31, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 98,894 | $ 98,679 | |
BaySaver [Member] | Subsequent Event [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 12 | ||
Other current assets | 2,262 | ||
Property, plant and equipment | 164 | ||
Goodwill | 2,495 | ||
Intangible assets | 10,800 | ||
Other assets | 152 | ||
Current liabilities | (1,385) | ||
Total purchase price | $ 14,500 |