Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2015 | Apr. 29, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
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 | Sep. 30, 2015 | Mar. 31, 2015 |
Current assets: | ||
Cash | $ 3,481 | $ 3,623 |
Receivables (less allowance for doubtful accounts of $4,540 and $5,423, respectively) | 254,583 | 154,294 |
Inventories | 220,257 | 269,842 |
Deferred income taxes and other current assets | 22,538 | 18,972 |
Total current assets | 500,859 | 446,731 |
Property, plant and equipment, net | 389,826 | 377,067 |
Other assets: | ||
Goodwill | 100,483 | 98,679 |
Intangible assets, net | 63,811 | 58,055 |
Other assets | 51,656 | 61,167 |
Total assets | 1,106,635 | 1,041,699 |
Current liabilities: | ||
Current maturities of debt obligations | 35,850 | 9,580 |
Current maturities of capital lease obligations | 19,292 | 15,731 |
Accounts payable | 87,020 | 111,893 |
Other accrued liabilities | 80,690 | 54,349 |
Accrued income taxes | 5,607 | 6,041 |
Total current liabilities | 228,459 | 197,594 |
Long-term debt obligation | 389,685 | 390,315 |
Long-term capital lease obligations | 57,586 | 45,503 |
Deferred tax liabilities | 61,842 | 65,088 |
Other liabilities | 31,877 | 28,602 |
Total liabilities | $ 769,449 | $ 727,102 |
Commitments and contingencies (see Note 9) | ||
Mezzanine equity: | ||
Redeemable convertible preferred stock: $0.01 par value; 47,070 shares authorized; 44,170 shares issued; 25,064 and 25,639 shares outstanding, respectively | $ 313,302 | $ 320,490 |
Deferred compensation - unearned ESOP shares | (208,926) | (212,469) |
Redeemable noncontrolling interest in subsidiaries | 6,698 | |
Total mezzanine equity | 111,074 | 108,021 |
Stockholders' equity: | ||
Common stock: $0.01 par value; 1,000,000 shares authorized; 153,560 shares issued; 54,107 and 53,522 shares outstanding, respectively | 12,393 | 12,393 |
Paid-in capital | 710,341 | 700,977 |
Common stock in treasury, at cost | (442,418) | (445,065) |
Accumulated other comprehensive loss | (23,683) | (15,521) |
Retained deficit | (47,055) | (62,621) |
Total ADS stockholders' equity | 209,578 | 190,163 |
Noncontrolling interest in subsidiaries | 16,534 | 16,413 |
Total stockholders' equity | 226,112 | 206,576 |
Total liabilities, mezzanine equity and stockholders' equity | $ 1,106,635 | $ 1,041,699 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Mar. 31, 2015 |
Allowance for doubtful accounts | $ 4,540 | $ 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 | 54,107,000 | 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 | 25,064,000 | 25,639,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 383,329 | $ 366,714 | $ 732,453 | $ 693,148 |
Cost of goods sold | 299,594 | 296,951 | 576,132 | 562,527 |
Gross profit | 83,735 | 69,763 | 156,321 | 130,621 |
Operating expenses: | ||||
Selling | 22,594 | 20,240 | 43,821 | 39,792 |
General and administrative | 25,145 | 13,843 | 43,431 | 29,641 |
Loss on disposal of assets or businesses | 295 | 281 | 1,161 | 345 |
Intangible amortization | 2,341 | 2,610 | 4,867 | 5,223 |
Income from operations | 33,360 | 32,789 | 63,041 | 55,620 |
Other expense: | ||||
Interest expense | 4,947 | 5,044 | 9,233 | 10,095 |
Derivative losses (gains) and other expense (income), net | 9,192 | (240) | 15,772 | (456) |
Income before income taxes | 19,221 | 27,985 | 38,036 | 45,981 |
Income tax expense | 4,368 | 8,926 | 11,739 | 16,819 |
Equity in net loss of unconsolidated affiliates | 372 | 62 | 18 | 724 |
Net income | 14,481 | 18,997 | 26,279 | 28,438 |
Less net income attributable to noncontrolling interest | 3,582 | 2,153 | 4,670 | 3,028 |
Net income attributable to ADS | 10,899 | 16,844 | 21,609 | 25,410 |
Accretion of Redeemable noncontrolling interest | (257) | (257) | ||
Change in fair value of Redeemable convertible preferred stock | 7,319 | (11,054) | ||
Dividends to Redeemable convertible preferred stockholders | (362) | (37) | (733) | (75) |
Dividends paid to unvested restricted stockholders | (6) | (12) | ||
Net income available to common stockholders and participating securities | 10,274 | 24,126 | 20,607 | 14,281 |
Undistributed income allocated to participating securities | (822) | (2,768) | (1,680) | (1,702) |
Net income available to common stockholders | $ 9,452 | $ 21,358 | $ 18,927 | $ 12,579 |
Weighted average common shares outstanding: | ||||
Basic | 53,882 | 51,518 | 53,753 | 49,538 |
Diluted | 54,282 | 56,463 | 60,694 | 52,198 |
Net income per share: | ||||
Basic | $ 0.18 | $ 0.41 | $ 0.35 | $ 0.25 |
Diluted | 0.17 | $ 0.41 | 0.34 | $ 0.25 |
Cash dividends declared per share | $ 0.05 | $ 0.10 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 14,481 | $ 18,997 | $ 26,279 | $ 28,438 |
Other comprehensive loss: | ||||
Currency translation | (10,979) | (3,591) | (10,470) | (3,432) |
Total other comprehensive loss | (10,979) | (3,591) | (10,470) | (3,432) |
Comprehensive income | 3,502 | 15,406 | 15,809 | 25,006 |
Less other comprehensive loss attributable to noncontrolling interest, net of tax | (1,726) | (761) | (2,308) | (907) |
Less net income attributable to noncontrolling interest | 3,582 | 2,153 | 4,670 | 3,028 |
Total comprehensive income attributable to ADS | $ 1,646 | $ 14,014 | $ 13,447 | $ 22,885 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Cash Flows [Abstract] | ||
Cash Flows from Operating Activities | $ 16,924 | $ 14,906 |
Cash Flows from Investing Activities | ||
Capital expenditures | (20,197) | (15,596) |
Proceeds from sale of assets or businesses | 156 | |
Cash paid for acquisitions, net of cash acquired | (3,188) | |
Investment in unconsolidated affiliate | (7,566) | |
Additions of capitalized software | (1,337) | (441) |
Proceeds from note receivable to related party | 3,854 | |
Issuance of note receivable to related party | (3,854) | |
Other investing activities | (378) | (525) |
Net cash used in investing activities | (25,100) | (23,972) |
Cash Flows from Financing Activities | ||
Proceeds from Revolving Credit Facility | 252,800 | 174,760 |
Payments on Revolving Credit Facility | (223,000) | (227,000) |
Payments on term loan | (3,750) | (2,500) |
Proceeds from notes, mortgages and other debt | 6,682 | |
Payments of notes, mortgages, and other debt | (7,092) | (1,665) |
Payments on capital lease obligation | (10,247) | (5,467) |
Payments for deferred initial public offering costs | (4,458) | |
Proceeds from initial public offering of common stock, net of underwriter discounts and commissions | 79,131 | |
Cash dividends paid | (8,173) | (1,007) |
Other financing activities | 454 | 152 |
Net cash provided by financing activities | 7,674 | 11,946 |
Effect of exchange rate changes on cash and cash equivalents | 360 | (230) |
Net change in cash | (142) | 2,650 |
Cash at beginning of period | 3,623 | 3,931 |
Cash at end of period | $ 3,481 | $ 6,581 |
Condensed Consolidated Stateme7
Condensed 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 | 28,438 | 25,410 | 25,410 | 3,028 | ||||
Other comprehensive loss | (3,432) | (2,525) | (2,525) | (907) | ||||
Dividend paid to noncontrolling interest holder | (1,007) | (1,007) | ||||||
Compensation | (1,339) | (1,339) | (1,339) | |||||
Exercise of common stock options | 523 | 349 | 174 | 523 | ||||
Redemption of common shares to exercise stock options | (93) | 93 | ||||||
Stock-based compensation | 1,778 | 1,778 | 1,778 | |||||
Restricted stock awards | 1,998 | 509 | 1,489 | 1,998 | ||||
Initial Public Offering (IPO) | 72,298 | 53 | 72,245 | 72,298 | ||||
Reclassification of liability classified stock options upon IPO | 1,522 | 1,522 | 1,522 | |||||
Adjustments to Redeemable convertible preferred stock fair value measurement | (11,054) | (13,077) | 2,023 | (11,054) | ||||
Adjustments to Redeemable common stock fair value measurement | (65,921) | (65,921) | (65,921) | |||||
Termination of redemption feature upon IPO | 615,040 | 383 | 614,657 | 615,040 | ||||
Ending Balance, Value at Sep. 30, 2014 | 224,142 | $ 12,393 | $ (447,674) | 689,980 | (9,355) | (40,900) | 204,444 | 19,698 |
Beginning Balance, Shares at Mar. 31, 2014 | 109,951 | 100,810 | ||||||
Exercise of common stock options | (78) | |||||||
Redemption of common shares to exercise stock options | 7 | |||||||
Restricted stock awards | (114) | |||||||
Initial Public Offering (IPO) | 5,289 | |||||||
Termination of redemption feature upon IPO | 38,320 | |||||||
Ending Balance, Shares at Sep. 30, 2014 | 153,560 | 100,625 | ||||||
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 | 26,168 | 21,609 | 21,609 | 4,559 | ||||
Other comprehensive loss | (10,470) | (8,162) | (8,162) | (2,308) | ||||
Redeemable convertible preferred stock dividends | (657) | (657) | (657) | |||||
Common stock dividend | (5,386) | (5,386) | (5,386) | |||||
Dividend paid to noncontrolling interest holder | (2,130) | (2,130) | ||||||
Compensation | 2,707 | 2,707 | 2,707 | |||||
Exercise of common stock options | 825 | 390 | 435 | 825 | ||||
Stock-based compensation | 887 | 887 | 887 | |||||
Restricted stock awards | 562 | 291 | 271 | 562 | ||||
ESOP distributions in common stock | 7,188 | 1,966 | 5,222 | 7,188 | ||||
Accretion of Redeemable noncontrolling interest | (158) | (158) | (158) | |||||
Ending Balance, Value at Sep. 30, 2015 | $ 226,112 | $ 12,393 | $ (442,418) | $ 710,341 | $ (23,683) | $ (47,055) | $ 209,578 | $ 16,534 |
Beginning Balance, Shares at Mar. 31, 2015 | 153,560 | 100,038 | ||||||
Exercise of common stock options | (77) | |||||||
Restricted stock awards | (66) | |||||||
ESOP distributions in common stock | (442) | |||||||
Ending Balance, Shares at Sep. 30, 2015 | 153,560 | 99,453 |
Condensed Consolidated Stateme8
Condensed Consolidated Statement of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||
Common stock dividend per share | $ 0.05 | $ 0.10 |
Condensed Consolidated Stateme9
Condensed 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] | Redeemable Non-controlling Interest in Subsidiaries [Member] |
Beginning Balance, Value at Mar. 31, 2014 | $ 642,951 | $ 549,119 | $ 291,720 | $ (197,888) | |
Compensation | 6,713 | 6,713 | |||
Adjustments to redeemable convertible preferred stock fair value measurement | 11,054 | 34,903 | (23,849) | ||
Adjustments to redeemable common stock fair value measurement | 65,921 | 65,921 | |||
Termination of redemption feature upon IPO | (615,040) | $ (615,040) | |||
Ending Balance, Value at Sep. 30, 2014 | 111,599 | $ 326,623 | $ (215,024) | ||
Beginning Balance, Shares at Mar. 31, 2014 | 38,320 | 26,129 | 17,727 | ||
Compensation | (537) | ||||
Termination of redemption feature upon IPO | (38,320) | ||||
Ending Balance, Shares at Sep. 30, 2014 | 26,129 | 17,190 | |||
Beginning Balance, Value at Mar. 31, 2015 | 108,021 | $ 320,490 | $ (212,469) | ||
Net income | 111 | $ 111 | |||
Compensation | 3,543 | 3,543 | |||
ESOP distributions in common stock | (7,188) | (7,188) | |||
Acquisition of Redeemable noncontrolling interest | 6,330 | 6,330 | |||
Accretion of Redeemable noncontrolling interest | 257 | 257 | |||
Ending Balance, Value at Sep. 30, 2015 | $ 111,074 | $ 313,302 | $ (208,926) | $ 6,698 | |
Beginning Balance, Shares at Mar. 31, 2015 | 25,639 | 16,990 | |||
Compensation | (283) | ||||
ESOP distributions in common stock | (575) | ||||
Ending Balance, Shares at Sep. 30, 2015 | 25,064 | 16,707 |
Background and Summary of Signi
Background and Summary of Significant Accounting Policies | 6 Months Ended |
Sep. 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, bringing the total number of shares issued and outstanding as of July 25, 2014 to 52,881. 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. 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 September 30, 2015 and the results of operations for the three and six months ended September 30, 2015 and 2014 and cash flows for the six months ended September 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 Annual Report on Form 10-K for the year ended March 31, 2015 (“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 BaySaver Technologies, LLC (“BaySaver”), 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 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 consolidated financial statements. |
Acquisitions
Acquisitions | 6 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 2. ACQUISITIONS 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 loss is included in Derivative losses (gains) and other expense (income), net in our Condensed Consolidated Statements of Operations. 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 is 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 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 taxes 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. The net sales and income before income taxes of BaySaver since the acquisition date included in our Condensed Consolidated Statements of Operations were $3,456 and $316, respectively. The following table contains unaudited pro forma Consolidated Statements of Operations information assuming the acquisition occurred on April 1, 2014 and includes adjustments for amortization of intangibles, and interest expense and our prior equity method accounting for BaySaver. This pro forma information is presented for illustrative purposes only and is not indicative of what actual results would have been if the acquisitions had taken place on April 1, 2014 or of future results. The unaudited pro forma consolidated results are not projections of future results of operations of the combined company nor do they reflect the expected realization of any cost savings or synergies associated with the acquisition. (Amounts in thousands) Six months ended 2015 2014 Net sales $ 736,052 $ 698,937 Net income attributable to ADS $ 21,647 $ 25,437 Unaudited pro forma net income attributable to ADS has been calculated after adjusting the combined results of the Company to reflect additional intangible asset amortization expense, net of related income taxes and amounts related to the noncontrolling interest, of $94 and $167, additional interest expense, net of related income taxes and amounts related to the noncontrolling interest, of $10 and $17, and the impact of our prior equity method accounting, net of related income tax, of $109 and $286 for the six months ended September 30, 2015 and 2014, respectively. |
Inventories
Inventories | 6 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | 3. INVENTORIES Inventories as of September 30, 2015 and March 31, 2015 consisted of the following: (Amounts in thousands) September 30, March 31, Raw materials $ 48,010 $ 50,198 Finished goods 172,247 219,644 Total inventories $ 220,257 $ 269,842 We had no work-in-process inventories as of September 30, 2015 and March 31, 2015. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 4. 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 Acquisition 2,495 — 2,495 Currency translation — (691 ) (691 ) Balance at September 30, 2015 $ 90,002 $ 10,481 $ 100,483 Intangible Assets Intangible assets as of September 30, 2015 and March 31, 2015 consisted of the following: September 30, 2015 March 31, 2015 (Amounts in thousands) Gross Accumulated Net Gross Accumulated Net Definite-lived intangible assets Developed technology $ 44,579 $ (28,113 ) $ 16,466 $ 40,579 $ (26,405 ) $ 14,174 Customer relationships 40,601 (20,576 ) 20,025 43,167 (26,113 ) 17,054 Patents 6,847 (3,858 ) 2,989 6,547 (3,550 ) 2,997 Non-compete and other contractual agreements 1,237 (710 ) 527 1,365 (691 ) 674 Trademarks and tradenames 15,477 (3,607 ) 11,870 14,248 (3,051 ) 11,197 Total definite-lived intangible assets 108,741 (56,864 ) 51,877 105,906 (59,810 ) 46,096 Indefinite-lived intangible assets Trademarks 11,934 — 11,934 11,959 — 11,959 Total intangible assets $ 120,675 $ (56,864 ) $ 63,811 $ 117,865 $ (59,810 ) $ 58,055 |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 5. 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 September 30, 2015 and March 31, 2015 were as follows: September 30, 2015 (Amounts in thousands) Total Level 1 Level 2 Level 3 Liabilities: Derivative liability - interest rate swaps $ 622 $ — $ 622 $ — Derivative liability - diesel fuel contracts 2,930 — 2,930 — Derivative liability - propylene swaps 14,702 — 14,702 — Contingent consideration for acquisitions 2,869 — — 2,869 Total liabilities at fair value on a recurring basis $ 21,123 $ — $ 18,254 $ 2,869 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 and six months ended September 30, 2015 and 2014 were as follows: Three Months Ended (amounts in thousands) Contingent Balance at June 30, 2015 $ 2,285 Acquisition 750 Change in fair value 45 Payments of contingent consideration liability (211 ) Balance at September 30, 2015 $ 2,869 Three Months Ended September 30, 2014 (amounts in thousands) Contingent Redeemable Redeemable Deferred compensation ESOP shares Total Balance at June 30, 2014 $ 2,697 $ 659,431 $ 348,898 $ (233,106 ) $ 777,920 Allocation of ESOP shares to participants — — — 804 804 Change in fair value 20 (44,391 ) (22,275 ) 14,956 (51,690 ) Payments of contingent consideration liability (191 ) — — — (191 ) Transfer from Level 3 — (615,040 ) (326,623 ) 217,346 (724,317 ) Balance at September 30, 2014 $ 2,526 $ — $ — $ — $ 2,526 Six Months Ended (amounts in thousands) Contingent Balance at March 31, 2015 $ 2,444 Acquisition 750 Change in fair value 100 Payments of contingent consideration liability (425 ) Balance at September 30, 2015 $ 2,869 Six Months Ended September 30, 2014 (amounts in thousands) Contingent Redeemable Redeemable Deferred Total Balance at March 31, 2014 $ 2,898 $ 549,119 $ 291,720 $ (197,888 ) $ 645,849 Allocation of ESOP shares to participants — — — 4,391 4,391 Change in fair value 2 65,921 34,903 (23,849 ) 76,977 Payments of contingent consideration liability (374 ) — — — (374 ) Transfer from Level 3 — (615,040 ) (326,623 ) 217,346 (724,317 ) Balance at September 30, 2014 $ 2,526 $ — $ — $ — $ 2,526 For the six months ended September 30, 2014 our Redeemable common stock transferred out of Level 3, as these securities started actively trading on the NYSE during the second quarter of fiscal 2015. In addition, our Redeemable convertible preferred stock and Deferred compensation – unearned ESOP shares were reclassified from a recurring Level 3 fair value measurement to a non-recurring Level 3 fair value measurement as a result of the IPO. See Note 1. Background and Summary of Significant Accounting Policies for further information on the IPO. There were no further transfers in or out of Levels 1, 2 and 3 for the six months ended September 30, 2015 and 2014, respectively. 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 fair value of the contingent consideration liability related to the BaySaver acquisition was calculated based on a discounted cash flow model, whereby the probability-weighted estimated future payment value is discounted to the present value using a market discount rate. The categorization of the framework used to price these liabilities 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 March 31, 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 permanent equity. As of September 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 | 6 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 6. 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 and six months ended September 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 $37 and $100 for the three and six months ended September 30, 2015, respectively, and $94 and $169 for the three and six months ended September 30, 2014, respectively. Occasionally, ADS and ADS Mexicana jointly enter into agreements for pipe sales with their related parties which totaled $0 and $0 for the three and six months ended September 30, 2015, respectively, and $1,027 and $2,339 for the three and six months ended September 30, 2014, respectively. Outstanding receivables related to these sales were $516 and $1,005 as of September 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 $6,700 as of September 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 September 30, 2015 and March 31, 2015, the outstanding principal balance of the credit facility including letters of credit was $13,500 and $13,600, respectively. The weighted average interest rate as of September 30, 2015 was 3.25% on U.S. dollar denominated loans and 6.56% 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 $182 and $881 for the three and six months ended September 30, 2015, respectively, and $146 and $463 for the three and six months ended September 30, 2014, respectively. BaySaver BaySaver 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 owns 65% of the outstanding membership interests of BaySaver and consolidates BaySaver. 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. |
Debt
Debt | 6 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 7. DEBT Long-term debt as of September 30, 2015 and March 31, 2015 consisted of the following: (amounts in thousands) September 30, March 31, Bank Term Loans: Revolving Credit Facility - ADS $ 234,900 $ 205,100 Term Note 87,500 91,250 Senior Notes payable 100,000 100,000 Industrial revenue bonds 3,135 3,545 Total 425,535 399,895 Current maturities (35,850 ) (9,580 ) Long-term debt obligations $ 389,685 $ 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 have primarily been used for short term investments and are available for 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 Scotia Bank revolving credit facility matures on December 11, 2017. The obligations under the revolving credit facility are not guaranteed by ADS. As of September 30, 2015, there was no outstanding principal drawn on the Scotia Bank revolving credit facility with $5,000 available to be drawn. |
Derivative Transactions
Derivative Transactions | 6 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Transactions | 8. 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 $5,773 and $67 for the three months ended September 30, 2015 and 2014, respectively, and $9,534 and $163 for the six months ended September 30, 2015 and 2014, respectively. The fair value of the derivatives are included in the Condensed Consolidated Balance Sheets at September 30, 2015 and March 31, 2015 as follows: September 30, 2015 Liabilities (Amounts in thousands) Other accrued Other liabilities Interest rate swaps $ (622 ) $ — Diesel fuel option collars and swaps (2,093 ) (837 ) Propylene swaps (11,934 ) (2,768 ) 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 | 6 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. 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 October 2015 through December 2016 at a committed purchase cost of $37,530. 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 | 6 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 10. ACCUMULATED OTHER COMPREHENSIVE LOSS The following table presents the changes in the balance of Accumulated other comprehensive loss (“AOCL”) for the period ending September 30, which consists entirely of foreign currency translation gains (losses): (Amounts in thousands) Accumulated Balance at April 1, 2014 $ (6,830 ) Other comprehensive loss (2,525 ) Balance at September 30, 2014 $ (9,355 ) Balance at April 1, 2015 (15,521 ) Other comprehensive loss (8,162 ) Balance at September 30, 2015 $ (23,683 ) |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. 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, as well as discrete events. For the six months ended September 30, 2015 and 2014, the Company utilized an effective tax rate of 30.9% and 36.6%, respectively, to calculate its provision for income taxes. These rates differ from the federal statutory rate of 35% due to state and local taxes, offset by foreign income taxed at lower rates as well as uncertain tax position relief as a result of the lapse of statute of limitations. |
Net Income Per Share
Net Income Per Share | 6 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 12. NET INCOME PER SHARE Basic net income per share is calculated by dividing the Net income 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 per share is computed by dividing the Net income 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 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 per share, income available to common shareholders used in the basic net income 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 per share assumes the Redeemable convertible preferred stock would be cash settled through the effective date of the IPO on July 25, 2014, as we have the choice of settling in cash or shares and we have demonstrated past practice and intent of cash settlement. 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 September 30, 2015, if dilutive. For purposes of the calculation of diluted net income 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 per share for the three and six months ended September 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 Six Months Ended (Amounts in thousands, except per share data) 2015 2014 2015 2014 Net income per share – Basic Net income attributable to ADS $ 10,899 $ 16,844 $ 21,609 $ 25,410 Adjustment for: Accretion of redeemable noncontrolling interest (257 ) — (257 ) — Change in fair value of redeemable convertible preferred stock — 7,319 — (11,054 ) Dividends to redeemable convertible preferred stock (362 ) (37 ) (733 ) (75 ) Dividends paid to unvested restricted stockholders (6 ) — (12 ) — Net income available to common stockholders and participating securities 10,274 24,126 20,607 14,281 Undistributed income allocated to participating securities (822 ) (2,768 ) (1,680 ) (1,702 ) Net income available to common stockholders - Basic 9,452 21,358 18,927 12,579 Weighted average number of common shares outstanding - Basic 53,882 51,518 53,753 49,538 Net income per common share - Basic $ 0.18 $ 0.41 $ 0.35 $ 0.25 Net income per share – Diluted Net income available to common stockholders - Basic $ 9,452 $ 21,358 $ 18,927 $ 12,579 Undistributed income allocated to participating securities — 1,952 — 601 Amount allocated to participating preferred stockholders — — 1,646 — Preferred stock dividends, net of tax — — 477 — Tax benefit on an as if converted common dividend — — 109 — Additional compensation for leverage ESOP — — (275 ) — Net income available to common stockholders - Diluted 9,452 23,310 20,884 13,180 Weighted average number of common shares outstanding - Basic 53,882 51,518 53,753 49,538 Assumed exercise of preferred stock — 4,714 6,531 2,382 Assumed exercise of stock options 400 231 410 278 Weighted average number of common shares outstanding - Diluted 54,282 56,463 60,694 52,198 Net income per common share - Diluted $ 0.17 $ 0.41 $ 0.34 $ 0.25 Potentially dilutive securities excluded as anti-dilutive 6,466 22 2 57 |
Business Segments Information
Business Segments Information | 6 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Business Segments Information | 13. 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 - International – 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 and six months ended September 30, 2015 and 2014, respectively: Three Months Ended Six Months Ended (Amounts in thousands) 2015 2014 2015 2014 Domestic Pipe $ 238,291 $ 241,713 $ 458,826 $ 457,749 Allied Products 89,009 78,063 166,640 151,652 Total domestic 327,300 319,776 625,466 609,401 International Pipe 44,542 38,218 86,917 68,149 Allied Products 11,487 8,720 20,070 15,598 Total international 56,029 46,938 106,987 83,747 Total net sales $ 383,329 $ 366,714 $ 732,453 $ 693,148 The following sets forth certain additional financial information attributable to our reportable segments for the three and six months ended September 30, 2015, and 2014, respectively: Three Months Ended Six Months Ended (Amounts in thousands) 2015 2014 2015 2014 Net sales Domestic $ 327,300 $ 319,776 $ 625,466 $ 609,401 International 56,029 46,938 106,987 83,747 Total $ 383,329 $ 366,714 $ 732,453 $ 693,148 Gross profit Domestic $ 73,475 $ 65,574 $ 133,134 $ 119,641 International 10,260 4,189 23,187 10,980 Total $ 83,735 $ 69,763 $ 156,321 $ 130,621 Segment Adjusted EBITDA Domestic $ 56,677 $ 53,904 $ 97,955 94,896 International 4,266 1,296 14,799 5,432 Total $ 60,943 $ 55,200 $ 112,754 $ 100,328 Interest expense, net Domestic $ 4,901 $ 5,020 $ 8,938 $ 10,062 International 46 24 295 33 Total $ 4,947 $ 5,044 $ 9,233 $ 10,095 Depreciation and amortization Domestic $ 15,243 $ 14,937 $ 31,659 $ 29,595 International 2,124 1,437 4,346 2,805 Total $ 17,367 $ 16,374 $ 36,005 $ 32,400 Equity in net (loss) income of unconsolidated affiliates Domestic $ (12 ) $ 251 $ 324 $ 404 International (360 ) (313 ) (342 ) (1,128 ) Total $ (372 ) $ (62 ) $ (18 ) $ (724 ) Capital expenditures Domestic $ 7,631 $ 7,869 $ 16,475 $ 14,788 International 1,971 295 3,722 808 Total $ 9,602 $ 8,164 $ 20,197 $ 15,596 The following sets forth certain additional financial information attributable to our reporting segments as of September 30, 2015, and March 31, 2015, respectively: September 30, March 31, Investment in unconsolidated affiliates Domestic $ 3,075 $ 7,957 International 14,626 17,081 Total $ 17,701 $ 25,038 Total identifiable assets Domestic $ 1,010,171 $ 942,267 International 162,876 168,624 Eliminations (66,412 ) (69,193 ) Total $ 1,106,635 $ 1,041,699 Reconciliation of Segment Adjusted EBITDA to Net Income Three Months Ended September 30, 2015 2014 (Amounts in thousands) Domestic International Domestic International Net income $ 11,222 $ 3,259 $ 17,603 $ 1,394 Depreciation and amortization 15,243 2,124 14,937 1,437 Interest expense 4,901 46 5,020 24 Income tax expense (benefit) 5,884 (1,516 ) 10,897 (1,971 ) Segment EBITDA 37,250 3,913 48,457 884 Derivative fair value adjustment 5,784 (11 ) 67 — Foreign currency transaction gains — (151 ) — (205 ) Loss on disposal of assets or businesses 289 6 251 30 Unconsolidated affiliates interest, tax, depreciation and amortization (a) 260 509 291 587 Contingent consideration remeasurement 45 — 20 — Stock-based compensation 724 — 2,131 — ESOP deferred compensation 3,125 — 2,687 — Loss on BaySaver step acquisition 490 — — — Restatement costs (b) 8,710 — — — Segment Adjusted EBITDA $ 56,677 $ 4,266 $ 53,904 $ 1,296 (a) Includes our proportional share of interest, income taxes, depreciation and amortization related to our South American Joint Venture and our Tigre-ADS USA Joint Venture, which are accounted for under the equity method of accounting. In addition, these amounts include our proportional share of interest, income taxes, depreciation and amortization related to our BaySaver Joint Venture prior to our acquisition of BaySaver on July 17, 2015, which was previously 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 restatement of our prior period financial statements as reflected in the Fiscal 2015 Form 10-K. Reconciliation of Segment Adjusted EBITDA to Net Income Six Months Ended September 30, 2015 2014 (Amounts in thousands) Domestic International Domestic International Net income $ 16,764 $ 9,515 $ 25,446 $ 2,992 Depreciation and amortization 31,659 4,346 29,595 2,805 Interest expense 8,938 295 10,062 33 Income tax expense (benefit) 12,202 (463 ) 18,311 (1,492 ) Segment EBITDA 69,563 13,693 83,414 4,338 Derivative fair value adjustment 9,506 28 163 — Foreign currency transaction losses (gains) — 166 — (75 ) Loss (gain) on disposal of assets or businesses 1,341 (180 ) 311 34 Unconsolidated affiliates interest, tax, depreciation and amortization (a) 546 1,092 540 1,135 Contingent consideration remeasurement 100 — 2 — Stock-based compensation 1,449 — 4,377 — ESOP deferred compensation 6,250 — 5,374 — Loss on BaySaver step acquisition 490 — — — Restatement costs (b) 8,710 — — — Transaction costs (c) — — 715 — Segment Adjusted EBITDA $ 97,955 $ 14,799 $ 94,896 $ 5,432 (a) Includes our proportional share of interest, income taxes, depreciation and amortization related to our South American Joint Venture and our Tigre-ADS USA Joint Venture, which are accounted for under the equity method of accounting. In addition, these amounts include our proportional share of interest, income taxes, depreciation and amortization related to our BaySaver Joint Venture prior to our acquisition of BaySaver on July 17, 2015, which was previously 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 restatement of our prior period financial statements as reflected in the Fiscal 2015 Form 10-K. (c) Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with the completion of the IPO in Fiscal 2015. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Sep. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 14. SUPPLEMENTAL CASH FLOW INFORMATION During the six months ended September 30, 2015 and 2014, ADS acquired Property, plant and equipment under capital lease and incurred lease obligations of $25,598 and $20,158, respectively. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. SUBSEQUENT EVENTS 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. From July 2015 through September 2015, the Company obtained various consents from the lenders and amended the Bank Term Loans and Senior Notes. These consents and the additional amendments had the effect of: (i) extending the time for delivery of our fiscal 2015 audited financial statements and the first and second quarter fiscal 2016 quarterly financial statements to September 30, 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, (ii) modified certain definitions applicable to the Company’s affirmative and negative financial covenants, including the negative covenant on indebtedness, to accommodate the Company’s treatment of its transportation and equipment leases as capital leases rather than operating leases and to accommodate the treatment of the costs related to the Company’s restatement, and (iii) permitted the Company’s payment of quarterly dividends on common shares in June, August and December 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 2016 quarterly financial statements, as well as to extend the time for delivery of its third quarter fiscal 2016 quarterly financial statements. The February 2016 amended agreements extended the time for delivery of the fiscal 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 Sig25
Background and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Sep. 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. 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 September 30, 2015 and the results of operations for the three and six months ended September 30, 2015 and 2014 and cash flows for the six months ended September 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 Annual Report on Form 10-K for the year ended March 31, 2015 (“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 BaySaver Technologies, LLC (“BaySaver”), 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 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 consolidated financial statements. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | 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 |
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 |
Effect of Acquisitions for Unaudited Pro Forma Consolidated Statements of Operations | This pro forma information is presented for illustrative purposes only and is not indicative of what actual results would have been if the acquisitions had taken place on April 1, 2014 or of future results. The unaudited pro forma consolidated results are not projections of future results of operations of the combined company nor do they reflect the expected realization of any cost savings or synergies associated with the acquisition. (Amounts in thousands) Six months ended 2015 2014 Net sales $ 736,052 $ 698,937 Net income attributable to ADS $ 21,647 $ 25,437 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories as of September 30, 2015 and March 31, 2015 consisted of the following: (Amounts in thousands) September 30, March 31, Raw materials $ 48,010 $ 50,198 Finished goods 172,247 219,644 Total inventories $ 220,257 $ 269,842 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Sep. 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 Acquisition 2,495 — 2,495 Currency translation — (691 ) (691 ) Balance at September 30, 2015 $ 90,002 $ 10,481 $ 100,483 |
Summary of Intangible Assets | Intangible Assets Intangible assets as of September 30, 2015 and March 31, 2015 consisted of the following: September 30, 2015 March 31, 2015 (Amounts in thousands) Gross Accumulated Net Gross Accumulated Net Definite-lived intangible assets Developed technology $ 44,579 $ (28,113 ) $ 16,466 $ 40,579 $ (26,405 ) $ 14,174 Customer relationships 40,601 (20,576 ) 20,025 43,167 (26,113 ) 17,054 Patents 6,847 (3,858 ) 2,989 6,547 (3,550 ) 2,997 Non-compete and other contractual agreements 1,237 (710 ) 527 1,365 (691 ) 674 Trademarks and tradenames 15,477 (3,607 ) 11,870 14,248 (3,051 ) 11,197 Total definite-lived intangible assets 108,741 (56,864 ) 51,877 105,906 (59,810 ) 46,096 Indefinite-lived intangible assets Trademarks 11,934 — 11,934 11,959 — 11,959 Total intangible assets $ 120,675 $ (56,864 ) $ 63,811 $ 117,865 $ (59,810 ) $ 58,055 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Sep. 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 September 30, 2015 and March 31, 2015 were as follows: September 30, 2015 (Amounts in thousands) Total Level 1 Level 2 Level 3 Liabilities: Derivative liability - interest rate swaps $ 622 $ — $ 622 $ — Derivative liability - diesel fuel contracts 2,930 — 2,930 — Derivative liability - propylene swaps 14,702 — 14,702 — Contingent consideration for acquisitions 2,869 — — 2,869 Total liabilities at fair value on a recurring basis $ 21,123 $ — $ 18,254 $ 2,869 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 and six months ended September 30, 2015 and 2014 were as follows: Three Months Ended (amounts in thousands) Contingent Balance at June 30, 2015 $ 2,285 Acquisition 750 Change in fair value 45 Payments of contingent consideration liability (211 ) Balance at September 30, 2015 $ 2,869 Three Months Ended September 30, 2014 (amounts in thousands) Contingent Redeemable Redeemable Deferred compensation ESOP shares Total Balance at June 30, 2014 $ 2,697 $ 659,431 $ 348,898 $ (233,106 ) $ 777,920 Allocation of ESOP shares to participants — — — 804 804 Change in fair value 20 (44,391 ) (22,275 ) 14,956 (51,690 ) Payments of contingent consideration liability (191 ) — — — (191 ) Transfer from Level 3 — (615,040 ) (326,623 ) 217,346 (724,317 ) Balance at September 30, 2014 $ 2,526 $ — $ — $ — $ 2,526 Six Months Ended (amounts in thousands) Contingent Balance at March 31, 2015 $ 2,444 Acquisition 750 Change in fair value 100 Payments of contingent consideration liability (425 ) Balance at September 30, 2015 $ 2,869 Six Months Ended September 30, 2014 (amounts in thousands) Contingent Redeemable Redeemable Deferred Total Balance at March 31, 2014 $ 2,898 $ 549,119 $ 291,720 $ (197,888 ) $ 645,849 Allocation of ESOP shares to participants — — — 4,391 4,391 Change in fair value 2 65,921 34,903 (23,849 ) 76,977 Payments of contingent consideration liability (374 ) — — — (374 ) Transfer from Level 3 — (615,040 ) (326,623 ) 217,346 (724,317 ) Balance at September 30, 2014 $ 2,526 $ — $ — $ — $ 2,526 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt as of September 30, 2015 and March 31, 2015 consisted of the following: (amounts in thousands) September 30, March 31, Bank Term Loans: Revolving Credit Facility - ADS $ 234,900 $ 205,100 Term Note 87,500 91,250 Senior Notes payable 100,000 100,000 Industrial revenue bonds 3,135 3,545 Total 425,535 399,895 Current maturities (35,850 ) (9,580 ) Long-term debt obligations $ 389,685 $ 390,315 |
Derivative Transactions (Tables
Derivative Transactions (Tables) | 6 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Fair Value of the Derivatives Included in the Condensed Consolidated Balance Sheets | The fair value of the derivatives are included in the Condensed Consolidated Balance Sheets at September 30, 2015 and March 31, 2015 as follows: September 30, 2015 Liabilities (Amounts in thousands) Other accrued Other liabilities Interest rate swaps $ (622 ) $ — Diesel fuel option collars and swaps (2,093 ) (837 ) Propylene swaps (11,934 ) (2,768 ) 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 Comprehensi32
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Summary of Changes in Balance of Accumulated Other Comprehensive Loss | The following table presents the changes in the balance of Accumulated other comprehensive loss (“AOCL”) for the period ending September 30, which consists entirely of foreign currency translation gains (losses): (Amounts in thousands) Accumulated Balance at April 1, 2014 $ (6,830 ) Other comprehensive loss (2,525 ) Balance at September 30, 2014 $ (9,355 ) Balance at April 1, 2015 (15,521 ) Other comprehensive loss (8,162 ) Balance at September 30, 2015 $ (23,683 ) |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Summary of Net Income Per Share | The following table presents information necessary to calculate net income per share for the three and six months ended September 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 Six Months Ended (Amounts in thousands, except per share data) 2015 2014 2015 2014 Net income per share – Basic Net income attributable to ADS $ 10,899 $ 16,844 $ 21,609 $ 25,410 Adjustment for: Accretion of redeemable noncontrolling interest (257 ) — (257 ) — Change in fair value of redeemable convertible preferred stock — 7,319 — (11,054 ) Dividends to redeemable convertible preferred stock (362 ) (37 ) (733 ) (75 ) Dividends paid to unvested restricted stockholders (6 ) — (12 ) — Net income available to common stockholders and participating securities 10,274 24,126 20,607 14,281 Undistributed income allocated to participating securities (822 ) (2,768 ) (1,680 ) (1,702 ) Net income available to common stockholders - Basic 9,452 21,358 18,927 12,579 Weighted average number of common shares outstanding - Basic 53,882 51,518 53,753 49,538 Net income per common share - Basic $ 0.18 $ 0.41 $ 0.35 $ 0.25 Net income per share – Diluted Net income available to common stockholders - Basic $ 9,452 $ 21,358 $ 18,927 $ 12,579 Undistributed income allocated to participating securities — 1,952 — 601 Amount allocated to participating preferred stockholders — — 1,646 — Preferred stock dividends, net of tax — — 477 — Tax benefit on an as if converted common dividend — — 109 — Additional compensation for leverage ESOP — — (275 ) — Net income available to common stockholders - Diluted 9,452 23,310 20,884 13,180 Weighted average number of common shares outstanding - Basic 53,882 51,518 53,753 49,538 Assumed exercise of preferred stock — 4,714 6,531 2,382 Assumed exercise of stock options 400 231 410 278 Weighted average number of common shares outstanding - Diluted 54,282 56,463 60,694 52,198 Net income per common share - Diluted $ 0.17 $ 0.41 $ 0.34 $ 0.25 Potentially dilutive securities excluded as anti-dilutive 6,466 22 2 57 |
Business Segments Information (
Business Segments Information (Tables) | 6 Months Ended |
Sep. 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 and six months ended September 30, 2015 and 2014, respectively: Three Months Ended Six Months Ended (Amounts in thousands) 2015 2014 2015 2014 Domestic Pipe $ 238,291 $ 241,713 $ 458,826 $ 457,749 Allied Products 89,009 78,063 166,640 151,652 Total domestic 327,300 319,776 625,466 609,401 International Pipe 44,542 38,218 86,917 68,149 Allied Products 11,487 8,720 20,070 15,598 Total international 56,029 46,938 106,987 83,747 Total net sales $ 383,329 $ 366,714 $ 732,453 $ 693,148 |
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 and six months ended September 30, 2015, and 2014, respectively: Three Months Ended Six Months Ended (Amounts in thousands) 2015 2014 2015 2014 Net sales Domestic $ 327,300 $ 319,776 $ 625,466 $ 609,401 International 56,029 46,938 106,987 83,747 Total $ 383,329 $ 366,714 $ 732,453 $ 693,148 Gross profit Domestic $ 73,475 $ 65,574 $ 133,134 $ 119,641 International 10,260 4,189 23,187 10,980 Total $ 83,735 $ 69,763 $ 156,321 $ 130,621 Segment Adjusted EBITDA Domestic $ 56,677 $ 53,904 $ 97,955 94,896 International 4,266 1,296 14,799 5,432 Total $ 60,943 $ 55,200 $ 112,754 $ 100,328 Interest expense, net Domestic $ 4,901 $ 5,020 $ 8,938 $ 10,062 International 46 24 295 33 Total $ 4,947 $ 5,044 $ 9,233 $ 10,095 Depreciation and amortization Domestic $ 15,243 $ 14,937 $ 31,659 $ 29,595 International 2,124 1,437 4,346 2,805 Total $ 17,367 $ 16,374 $ 36,005 $ 32,400 Equity in net (loss) income of unconsolidated affiliates Domestic $ (12 ) $ 251 $ 324 $ 404 International (360 ) (313 ) (342 ) (1,128 ) Total $ (372 ) $ (62 ) $ (18 ) $ (724 ) Capital expenditures Domestic $ 7,631 $ 7,869 $ 16,475 $ 14,788 International 1,971 295 3,722 808 Total $ 9,602 $ 8,164 $ 20,197 $ 15,596 The following sets forth certain additional financial information attributable to our reporting segments as of September 30, 2015, and March 31, 2015, respectively: September 30, March 31, Investment in unconsolidated affiliates Domestic $ 3,075 $ 7,957 International 14,626 17,081 Total $ 17,701 $ 25,038 Total identifiable assets Domestic $ 1,010,171 $ 942,267 International 162,876 168,624 Eliminations (66,412 ) (69,193 ) Total $ 1,106,635 $ 1,041,699 |
Schedule of Reconciliation of Segment Adjusted EBITDA to Net Income | Reconciliation of Segment Adjusted EBITDA to Net Income Three Months Ended September 30, 2015 2014 (Amounts in thousands) Domestic International Domestic International Net income $ 11,222 $ 3,259 $ 17,603 $ 1,394 Depreciation and amortization 15,243 2,124 14,937 1,437 Interest expense 4,901 46 5,020 24 Income tax expense (benefit) 5,884 (1,516 ) 10,897 (1,971 ) Segment EBITDA 37,250 3,913 48,457 884 Derivative fair value adjustment 5,784 (11 ) 67 — Foreign currency transaction gains — (151 ) — (205 ) Loss on disposal of assets or businesses 289 6 251 30 Unconsolidated affiliates interest, tax, depreciation and amortization (a) 260 509 291 587 Contingent consideration remeasurement 45 — 20 — Stock-based compensation 724 — 2,131 — ESOP deferred compensation 3,125 — 2,687 — Loss on BaySaver step acquisition 490 — — — Restatement costs (b) 8,710 — — — Segment Adjusted EBITDA $ 56,677 $ 4,266 $ 53,904 $ 1,296 (a) Includes our proportional share of interest, income taxes, depreciation and amortization related to our South American Joint Venture and our Tigre-ADS USA Joint Venture, which are accounted for under the equity method of accounting. In addition, these amounts include our proportional share of interest, income taxes, depreciation and amortization related to our BaySaver Joint Venture prior to our acquisition of BaySaver on July 17, 2015, which was previously 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 restatement of our prior period financial statements as reflected in the Fiscal 2015 Form 10-K. Reconciliation of Segment Adjusted EBITDA to Net Income Six Months Ended September 30, 2015 2014 (Amounts in thousands) Domestic International Domestic International Net income $ 16,764 $ 9,515 $ 25,446 $ 2,992 Depreciation and amortization 31,659 4,346 29,595 2,805 Interest expense 8,938 295 10,062 33 Income tax expense (benefit) 12,202 (463 ) 18,311 (1,492 ) Segment EBITDA 69,563 13,693 83,414 4,338 Derivative fair value adjustment 9,506 28 163 — Foreign currency transaction losses (gains) — 166 — (75 ) Loss (gain) on disposal of assets or businesses 1,341 (180 ) 311 34 Unconsolidated affiliates interest, tax, depreciation and amortization (a) 546 1,092 540 1,135 Contingent consideration remeasurement 100 — 2 — Stock-based compensation 1,449 — 4,377 — ESOP deferred compensation 6,250 — 5,374 — Loss on BaySaver step acquisition 490 — — — Restatement costs (b) 8,710 — — — Transaction costs (c) — — 715 — Segment Adjusted EBITDA $ 97,955 $ 14,799 $ 94,896 $ 5,432 (a) Includes our proportional share of interest, income taxes, depreciation and amortization related to our South American Joint Venture and our Tigre-ADS USA Joint Venture, which are accounted for under the equity method of accounting. In addition, these amounts include our proportional share of interest, income taxes, depreciation and amortization related to our BaySaver Joint Venture prior to our acquisition of BaySaver on July 17, 2015, which was previously 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 restatement of our prior period financial statements as reflected in the Fiscal 2015 Form 10-K. (c) Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with the completion of the IPO in Fiscal 2015. |
Background and Summary of Sig35
Background and Summary of Significant Accounting Policies - Additional Information (Detail) | Dec. 15, 2014USD ($)$ / sharesshares | Dec. 09, 2014USD ($)$ / sharesshares | Aug. 22, 2014$ / sharesshares | Jul. 25, 2014USD ($)$ / sharesshares | Jul. 11, 2014 | Sep. 30, 2015Segment$ / sharesshares | Sep. 30, 2014USD ($) | Mar. 31, 2015$ / sharesshares |
Schedule Of Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Number of reportable segments | Segment | 2 | |||||||
Common stock, shares issued | 153,560,000 | 153,560,000 | ||||||
Common stock, shares outstanding | 54,107,000 | 53,522,000 | ||||||
Net proceeds from initial public offering | $ | $ 79,131,000 | |||||||
Offering price per share | $ / shares | $ 0.01 | $ 0.01 | ||||||
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 | 600,000 | 5,289,000 | ||||||
Common stock, shares issued | 52,881,000 | |||||||
Common stock, shares outstanding | 52,881,000 | |||||||
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 | 10,000,000 | |||||||
Common stock, shares issued | 1,500,000 | |||||||
Offering price per share | $ / shares | $ 21.25 | $ 21.25 | ||||||
Proceeds from sale of shares | $ | $ 0 | $ 0 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 17, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Mar. 31, 2015 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 100,483 | $ 98,679 | ||
Intangible assets | 108,741 | 105,906 | ||
Pro Forma [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible asset amortization expense, net of related income taxes and amounts related to noncontrolling interest | 94 | $ 167 | ||
Interest expense, net of related income taxes and amounts related to noncontrolling interest | 10 | 17 | ||
Equity method investments, net of related income taxes | 109 | $ 286 | ||
BaySaver [Member] | ||||
Business Acquisition [Line Items] | ||||
Additionally acquired percentage of ownership interest in joint ventures | 10.00% | |||
Purchase price | $ 3,200 | $ 14,500 | ||
Percentage of ownership interest in joint ventures | 65.00% | |||
Fair value of contingent consideration | 750 | |||
Business combination equity interest remeasurement loss | 490 | |||
Goodwill | 2,495 | $ 2,495 | ||
Net sales of acquired entity included in condensed consolidated statements of operations | 3,456 | |||
Earnings from operations of acquired entity included in condensed consolidated statements of operations | 316 | |||
Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 5,400 | 40,601 | 43,167 | |
Intangible assets, useful life | 10 years | |||
Developed Technology [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 4,000 | 44,579 | 40,579 | |
Intangible assets, useful life | 10 years | |||
Trademarks and Tradenames [Member] | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 1,400 | $ 15,477 | $ 14,248 | |
Intangible assets, useful life | 10 years |
Acquisitions - Schedule of Busi
Acquisitions - Schedule of Business Acquisitions by Acquisition, Contingent Consideration (Detail) - BaySaver [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 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jul. 17, 2015 | Mar. 31, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 100,483 | $ 98,679 | |
BaySaver [Member] | |||
Business Acquisition [Line Items] | |||
Cash | 12 | ||
Other current assets | 2,262 | ||
Property, plant and equipment | 164 | ||
Goodwill | 2,495 | $ 2,495 | |
Intangible assets | 10,800 | ||
Other assets | 152 | ||
Current liabilities | (1,385) | ||
Total purchase price | $ 14,500 | $ 3,200 |
Acquisitions - Effect of Acquis
Acquisitions - Effect of Acquisitions for Unaudited Pro Forma Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Business Acquisition, Pro Forma Information [Abstract] | ||
Net sales | $ 736,052 | $ 698,937 |
Net income attributable to ADS | $ 21,647 | $ 25,437 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Mar. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 48,010 | $ 50,198 |
Finished goods | 172,247 | 219,644 |
Total inventories | $ 220,257 | $ 269,842 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) | Sep. 30, 2015 | Mar. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Work-in-process inventories | $ 0 | $ 0 |
Goodwill and Intangible Asset42
Goodwill and Intangible Assets - Change in Carrying Amount of Goodwill by Reportable Segment (Detail) $ in Thousands | 6 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 98,679 |
Acquisition | 2,495 |
Currency translation | (691) |
Ending balance | 100,483 |
Domestic [Member] | |
Goodwill [Line Items] | |
Beginning balance | 87,507 |
Acquisition | 2,495 |
Ending balance | 90,002 |
International Segment [Member] | |
Goodwill [Line Items] | |
Beginning balance | 11,172 |
Currency translation | (691) |
Ending balance | $ 10,481 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets - Summary of Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jul. 17, 2015 | Mar. 31, 2015 |
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Gross Intangible | $ 108,741 | $ 105,906 | |
Intangible Assets, Gross | 120,675 | ||
Indefinite-Lived Intangible Assets | 117,865 | ||
Accumulated Amortization | (56,864) | (59,810) | |
Net Intangible | 51,877 | 46,096 | |
Intangible assets, net | 63,811 | 58,055 | |
Trademarks [Member] | |||
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Indefinite-Lived Intangible Assets | 11,934 | 11,959 | |
Developed Technology [Member] | |||
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Gross Intangible | 44,579 | $ 4,000 | 40,579 |
Accumulated Amortization | (28,113) | (26,405) | |
Net Intangible | 16,466 | 14,174 | |
Customer Relationships [Member] | |||
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Gross Intangible | 40,601 | 5,400 | 43,167 |
Accumulated Amortization | (20,576) | (26,113) | |
Net Intangible | 20,025 | 17,054 | |
Patents [Member] | |||
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Gross Intangible | 6,847 | 6,547 | |
Accumulated Amortization | (3,858) | (3,550) | |
Net Intangible | 2,989 | 2,997 | |
Non-compete and Other Contractual Agreements [Member] | |||
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Gross Intangible | 1,237 | 1,365 | |
Accumulated Amortization | (710) | (691) | |
Net Intangible | 527 | 674 | |
Trademarks and Tradenames [Member] | |||
Finite And Indefinite Lived Intangible Assets [Line Items] | |||
Gross Intangible | 15,477 | $ 1,400 | 14,248 |
Accumulated Amortization | (3,607) | (3,051) | |
Net Intangible | $ 11,870 | $ 11,197 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Assets and Liabilities Carried at Fair Value (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 |
Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Total liabilities at fair value on a recurring basis | $ 2,526 | $ 777,920 | $ 645,849 | ||
Fair Value, Measurements, Recurring [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Total assets at fair value on a recurring basis | $ 28 | ||||
Contingent consideration for acquisitions | $ 2,869 | 2,444 | |||
Total liabilities at fair value on a recurring basis | 21,123 | 11,192 | |||
Fair Value, Measurements, Recurring [Member] | 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 | 28 | ||||
Total liabilities at fair value on a recurring basis | 18,254 | 8,748 | |||
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Contingent consideration for acquisitions | 2,869 | 2,444 | |||
Total liabilities at fair value on a recurring basis | 2,869 | 2,444 | |||
Fair Value, Measurements, Recurring [Member] | Diesel Fuel Contracts [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | 2,930 | 2,841 | |||
Fair Value, Measurements, Recurring [Member] | Diesel Fuel Contracts [Member] | Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | 2,930 | 2,841 | |||
Fair Value, Measurements, Recurring [Member] | Interest Rate Swaps [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | 622 | 765 | |||
Fair Value, Measurements, Recurring [Member] | Interest Rate Swaps [Member] | Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | 622 | 765 | |||
Fair Value, Measurements, Recurring [Member] | Foreign Exchange Forward Contracts [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative assets - currency forward contracts | 28 | ||||
Fair Value, Measurements, Recurring [Member] | Foreign Exchange Forward Contracts [Member] | Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative assets - currency forward contracts | 28 | ||||
Fair Value, Measurements, Recurring [Member] | Propylene Swaps [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | 14,702 | 5,142 | |||
Fair Value, Measurements, Recurring [Member] | Propylene Swaps [Member] | Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative liability | $ 14,702 | $ 5,142 |
Fair Value Measurement - Summ45
Fair Value Measurement - Summary of Changes in Fair Value of Recurring Fair Value Measurements Using Unobservable Inputs (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Allocation of ESOP shares to participants | $ 2,707 | $ (1,339) | ||
Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Balance beginning | $ 777,920 | 645,849 | ||
Allocation of ESOP shares to participants | 804 | 4,391 | ||
Change in fair value | (51,690) | 76,977 | ||
Payments of contingent consideration liability | (191) | (374) | ||
Transfer from Level 3 | (724,317) | (724,317) | ||
Balance ending | 2,526 | 2,526 | ||
Level 3 [Member] | Contingent Consideration [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Balance beginning | $ 2,285 | 2,697 | 2,444 | 2,898 |
Acquisition | 750 | 750 | ||
Change in fair value | 45 | 20 | 100 | 2 |
Payments of contingent consideration liability | (211) | (191) | (425) | (374) |
Balance ending | $ 2,869 | 2,526 | $ 2,869 | 2,526 |
Level 3 [Member] | Redeemable Common Stock [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Balance beginning | 659,431 | 549,119 | ||
Change in fair value | (44,391) | 65,921 | ||
Transfer from Level 3 | (615,040) | (615,040) | ||
Level 3 [Member] | Redeemable Convertible Preferred Stock [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Balance beginning | 348,898 | 291,720 | ||
Change in fair value | (22,275) | 34,903 | ||
Transfer from Level 3 | (326,623) | (326,623) | ||
Level 3 [Member] | Deferred Compensation - Unearned ESOP Shares [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Balance beginning | (233,106) | (197,888) | ||
Allocation of ESOP shares to participants | 804 | 4,391 | ||
Change in fair value | 14,956 | (23,849) | ||
Transfer from Level 3 | $ 217,346 | $ 217,346 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) | 6 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | Mar. 31, 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 | 6 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Apr. 30, 2015 | Mar. 31, 2015 | |
Credit Facility Arrangement with Scotia Bank [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Amount borrowed under credit facility | $ 3,854,000 | $ 3,000,000 | |||||
Pipe Sales Joint Venture Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Proceeds from sales | $ 0 | $ 1,027,000 | $ 0 | $ 2,339,000 | |||
Outstanding receivables from related party | $ 516,000 | $ 516,000 | |||||
ADS Mexicana [Member] | Pipe Sales Joint Venture Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Outstanding receivables from related party | $ 1,005,000 | ||||||
ADS Mexicana [Member] | Variable Interest Entity, Primary Beneficiary [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Company's ownership percentage | 51.00% | 51.00% | |||||
Cash payments for consulting services related to the operations of the business | $ 37,000 | 94,000 | $ 100,000 | 169,000 | |||
Guarantee percentage on credit facility | 100.00% | ||||||
Maximum potential guarantee payments | $ 12,000,000 | $ 12,000,000 | |||||
Guarantee description | We are the guarantor of 100% of ADS Mexicana's credit facility | ||||||
BaySaver [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Company's ownership percentage | 65.00% | 65.00% | |||||
South American Joint Venture [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Maximum borrowings permitted under credit facility | $ 19,000,000 | $ 19,000,000 | |||||
Credit facility, maturity date | Feb. 5, 2017 | ||||||
Outstanding letters of credit | 13,500,000 | $ 13,500,000 | $ 13,600,000 | ||||
Percentage of debt guarantee | 50.00% | ||||||
Maximum potential payment under guarantee | 6,700,000 | $ 6,700,000 | |||||
Sales with their related parties | $ 182,000 | $ 146,000 | $ 881,000 | $ 463,000 | |||
South American Joint Venture [Member] | US Dollar Denominated Loans [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Weighted average interest rate | 3.25% | 3.25% | |||||
South American Joint Venture [Member] | Chilean Peso Denominated Loans [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Weighted average interest rate | 6.56% | 6.56% |
Debt - Long-Term Debt (Detail)
Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Mar. 31, 2015 |
Debt Instrument [Line Items] | ||
Senior Notes payable | $ 100,000 | $ 100,000 |
Total | 425,535 | 399,895 |
Current maturities | (35,850) | (9,580) |
Long-term debt obligations | 389,685 | 390,315 |
Term Note [Member] | ||
Debt Instrument [Line Items] | ||
Term Note | 87,500 | 91,250 |
Industrial Revenue Bonds [Member] | ||
Debt Instrument [Line Items] | ||
Industrial revenue bonds | 3,135 | 3,545 |
Revolving Credit Facility [Member] | ADS [Member] | ||
Debt Instrument [Line Items] | ||
Revolving Credit Facility - ADS | $ 234,900 | $ 205,100 |
Debt - Additional Information (
Debt - Additional Information (Detail) - Revolving Credit Facility [Member] - USD ($) | 6 Months Ended | |
Sep. 30, 2015 | Dec. 11, 2014 | |
Credit Facility Arrangement with Scotia Bank [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 5,000,000 | |
Remaining borrowing capacity | $ 5,000,000 | |
Revolving credit facility, maturity date | Dec. 11, 2017 | |
ADS Mexicana [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 12,000,000 | |
ADS Mexicana [Member] | Credit Facility Arrangement with Scotia Bank [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding principal amount | $ 0 |
Derivative Transactions - Addit
Derivative Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Unrealized Gain (Loss) on Derivatives and Commodity Contracts [Abstract] | ||||
Losses on mark-to-market adjustments for changes in fair value on derivative | $ (5,773) | $ (67) | $ (9,534) | $ (163) |
Derivative Transactions - Summa
Derivative Transactions - Summary of Fair Value of the Derivatives Included in the Condensed Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Mar. 31, 2015 |
Interest Rate Swaps [Member] | Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | $ (622) | $ (150) |
Interest Rate Swaps [Member] | Other Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (615) | |
Foreign Exchange Forward Contracts [Member] | Receivables [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Assets | 28 | |
Diesel Fuel Option Collars and Swaps [Member] | Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (2,093) | (1,883) |
Diesel Fuel Option Collars and Swaps [Member] | Other Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (837) | (958) |
Propylene Swaps [Member] | Other Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | (11,934) | (4,412) |
Propylene Swaps [Member] | Other Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liabilities | $ (2,768) | $ (730) |
Commitments and Contingencies (
Commitments and Contingencies (Purchase Commitments) - Additional Information (Detail) $ in Thousands | Sep. 30, 2015USD ($) |
Inventory [Member] | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |
Total purchase commitment | $ 37,530 |
Accumulated Other Comprehensi53
Accumulated Other Comprehensive Loss - Summary of Changes in Balance of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||
Beginning Balance | $ (15,521) | $ (6,830) |
Other comprehensive loss | (8,162) | (2,525) |
Ending Balance | $ (23,683) | $ (9,355) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 6 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 30.90% | 36.60% |
Federal statutory rate | 35.00% |
Net Income Per Share - Summary
Net Income Per Share - Summary of Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income per share - Basic | ||||
Net income attributable to ADS | $ 10,899 | $ 16,844 | $ 21,609 | $ 25,410 |
Accretion of Redeemable noncontrolling interest | (257) | (257) | ||
Change in fair value of Redeemable convertible preferred stock | 7,319 | (11,054) | ||
Dividends to redeemable convertible preferred stock | (362) | (37) | (733) | (75) |
Dividends paid to unvested restricted stockholders | (6) | (12) | ||
Net income available to common stockholders and participating securities | 10,274 | 24,126 | 20,607 | 14,281 |
Undistributed income allocated to participating securities | (822) | (2,768) | (1,680) | (1,702) |
Net income available to common stockholders - Basic | $ 9,452 | $ 21,358 | $ 18,927 | $ 12,579 |
Weighted average number of common shares outstanding - Basic | 53,882 | 51,518 | 53,753 | 49,538 |
Net income per common share - Basic | $ 0.18 | $ 0.41 | $ 0.35 | $ 0.25 |
Net income per share - Diluted | ||||
Net income available to common stockholders - Basic | $ 9,452 | $ 21,358 | $ 18,927 | $ 12,579 |
Undistributed income allocated to participating securities | 1,952 | 601 | ||
Amount allocated to participating preferred stockholders | 1,646 | |||
Preferred stock dividends, net of tax | 477 | |||
Tax benefit on an as if converted common dividend | 109 | |||
Additional compensation for leverage ESOP | (275) | |||
Net income available to common stockholders - Diluted | $ 9,452 | $ 23,310 | $ 20,884 | $ 13,180 |
Weighted average number of common shares outstanding - Basic | 53,882 | 51,518 | 53,753 | 49,538 |
Assumed exercise of preferred stock | 4,714 | 6,531 | 2,382 | |
Assumed exercise of stock options | 400 | 231 | 410 | 278 |
Weighted average number of common shares outstanding - Diluted | 54,282 | 56,463 | 60,694 | 52,198 |
Net income per common share - Diluted | $ 0.17 | $ 0.41 | $ 0.34 | $ 0.25 |
Potentially dilutive securities excluded as anti-dilutive | 6,466 | 22 | 2 | 57 |
Business Segments Information -
Business Segments Information - Additional Information (Detail) | 6 Months Ended |
Sep. 30, 2015Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Number of operating segments | 2 |
Business Segments Information57
Business Segments Information - Schedule of Revenue from Reportable Segments by Product Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Total net sales | $ 383,329 | $ 366,714 | $ 732,453 | $ 693,148 |
Domestic [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 327,300 | 319,776 | 625,466 | 609,401 |
Domestic [Member] | Pipe [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 238,291 | 241,713 | 458,826 | 457,749 |
Domestic [Member] | Allied Products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 89,009 | 78,063 | 166,640 | 151,652 |
International Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 56,029 | 46,938 | 106,987 | 83,747 |
International Segment [Member] | Pipe [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | 44,542 | 38,218 | 86,917 | 68,149 |
International Segment [Member] | Allied Products [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total net sales | $ 11,487 | $ 8,720 | $ 20,070 | $ 15,598 |
Business Segments Information58
Business Segments Information - Schedule of Additional Financial Information Attributable to Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 383,329 | $ 366,714 | $ 732,453 | $ 693,148 | |
Gross profit | 83,735 | 69,763 | 156,321 | 130,621 | |
Segment Adjusted EBITDA | 60,943 | 55,200 | 112,754 | 100,328 | |
Interest expense, net | 4,947 | 5,044 | 9,233 | 10,095 | |
Depreciation and amortization | 17,367 | 16,374 | 36,005 | 32,400 | |
Equity in net (loss) income of unconsolidated affiliates | (372) | (62) | (18) | (724) | |
Capital expenditures | 9,602 | 8,164 | 20,197 | 15,596 | |
Investments in unconsolidated affiliates | 17,701 | 17,701 | $ 25,038 | ||
Total identifiable assets | 1,106,635 | 1,106,635 | 1,041,699 | ||
Intersegment Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total identifiable assets | (66,412) | (66,412) | (69,193) | ||
Domestic [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 327,300 | 319,776 | 625,466 | 609,401 | |
Gross profit | 73,475 | 65,574 | 133,134 | 119,641 | |
Segment Adjusted EBITDA | 56,677 | 53,904 | 97,955 | 94,896 | |
Interest expense, net | 4,901 | 5,020 | 8,938 | 10,062 | |
Depreciation and amortization | 15,243 | 14,937 | 31,659 | 29,595 | |
Equity in net (loss) income of unconsolidated affiliates | (12) | 251 | 324 | 404 | |
Capital expenditures | 7,631 | 7,869 | 16,475 | 14,788 | |
Investments in unconsolidated affiliates | 3,075 | 3,075 | 7,957 | ||
Domestic [Member] | Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total identifiable assets | 1,010,171 | 1,010,171 | 942,267 | ||
International Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 56,029 | 46,938 | 106,987 | 83,747 | |
Gross profit | 10,260 | 4,189 | 23,187 | 10,980 | |
Segment Adjusted EBITDA | 4,266 | 1,296 | 14,799 | 5,432 | |
Interest expense, net | 46 | 24 | 295 | 33 | |
Depreciation and amortization | 2,124 | 1,437 | 4,346 | 2,805 | |
Equity in net (loss) income of unconsolidated affiliates | (360) | (313) | (342) | (1,128) | |
Capital expenditures | 1,971 | $ 295 | 3,722 | $ 808 | |
Investments in unconsolidated affiliates | 14,626 | 14,626 | 17,081 | ||
International Segment [Member] | Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total identifiable assets | $ 162,876 | $ 162,876 | $ 168,624 |
Business Segments Information59
Business Segments Information - Schedule of Reconciliation of Segment Adjusted EBITDA to Net Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Net income | $ 10,899 | $ 16,844 | $ 21,609 | $ 25,410 |
Interest expense | 4,947 | 5,044 | 9,233 | 10,095 |
Income tax expense (benefit) | 4,368 | 8,926 | 11,739 | 16,819 |
Derivative fair value adjustment | 5,773 | 67 | 9,534 | 163 |
Loss (gain) on disposal of assets or businesses | 295 | 281 | 1,161 | 345 |
Segment Adjusted EBITDA | 60,943 | 55,200 | 112,754 | 100,328 |
Domestic [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Net income | 11,222 | 17,603 | 16,764 | 25,446 |
Depreciation and amortization | 15,243 | 14,937 | 31,659 | 29,595 |
Interest expense | 4,901 | 5,020 | 8,938 | 10,062 |
Income tax expense (benefit) | 5,884 | 10,897 | (12,202) | (18,311) |
Segment EBITDA | 37,250 | 48,457 | 69,563 | 83,414 |
Derivative fair value adjustment | 5,784 | 67 | 9,506 | 163 |
Loss (gain) on disposal of assets or businesses | 289 | 251 | 1,341 | 311 |
Unconsolidated affiliates interest, tax, depreciation and amortization | 260 | 291 | 546 | 540 |
Contingent consideration remeasurement | 45 | 20 | 100 | 2 |
Stock-based compensation | 724 | 2,131 | 1,449 | 4,377 |
ESOP deferred compensation | 3,125 | 2,687 | 6,250 | 5,374 |
Loss on BaySaver step acquisition | 490 | 490 | ||
Restatement costs | 8,710 | 8,710 | ||
Transaction costs | 715 | |||
Segment Adjusted EBITDA | 56,677 | 53,904 | 97,955 | 94,896 |
International Segment [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Net income | 3,259 | 1,394 | 9,515 | 2,992 |
Depreciation and amortization | 2,124 | 1,437 | 4,346 | 2,805 |
Interest expense | 46 | 24 | 295 | 33 |
Income tax expense (benefit) | (1,516) | (1,971) | 463 | 1,492 |
Segment EBITDA | 3,913 | 884 | 13,693 | 4,338 |
Derivative fair value adjustment | (11) | 28 | ||
Foreign currency transaction gains | (151) | (205) | 166 | (75) |
Loss (gain) on disposal of assets or businesses | 6 | 30 | (180) | 34 |
Unconsolidated affiliates interest, tax, depreciation and amortization | 509 | 587 | 1,092 | 1,135 |
Segment Adjusted EBITDA | $ 4,266 | $ 1,296 | $ 14,799 | $ 5,432 |
Supplemental Cash Flow Inform60
Supplemental Cash Flow Information - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Supplemental Cash Flow Elements [Abstract] | ||
Property, plant and equipment under capital lease and incurred lease obligations | $ 25,598 | $ 20,158 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Mar. 31, 2015 |
Debt Instrument [Line Items] | ||||
Senior notes, outstanding | $ 100,000,000 | $ 100,000,000 | ||
Revolving Credit Facility [Member] | ADS Inc [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, borrowing capacity | 325,000,000 | |||
Revolving Credit Facility [Member] | ADS Mexicana [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, borrowing capacity | 12,000,000 | |||
Bank Term Loans [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, borrowing capacity | $ 100,000,000 | |||
Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Cash dividend declared | $ 0.0195 | $ 0.05 |