Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2019 | Jul. 25, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | WMS | |
Entity Registrant Name | ADVANCED DRAINAGE SYSTEMS, INC. | |
Entity Central Index Key | 0001604028 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 57,844,302 | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity File Number | 001-36557 | |
Entity Tax Identification Number | 510105665 | |
Entity Address, Address Line One | 4640 Trueman Boulevard | |
Entity Address, City or Town | Hilliard | |
Entity Address, State or Province | Ohio | |
Entity Address, Postal Zip Code | 43026 | |
City Area Code | 614 | |
Local Phone Number | 658-0050 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 |
Current assets: | ||
Cash | $ 9,357 | $ 8,891 |
Receivables (less allowance for doubtful accounts of $5,704 and $7,653, respectively) | 231,829 | 186,991 |
Inventories | 230,284 | 264,540 |
Other current assets | 9,185 | 6,091 |
Total current assets | 480,655 | 466,513 |
Property, plant and equipment, net | 396,280 | 398,891 |
Other assets: | ||
Goodwill | 102,844 | 102,638 |
Intangible assets, net | 35,733 | 37,177 |
Other assets | 52,903 | 36,940 |
Total assets | 1,068,415 | 1,042,159 |
Current liabilities: | ||
Current maturities of debt obligations | 25,939 | 25,932 |
Current maturities of finance lease obligations | 22,695 | 23,117 |
Accounts payable | 106,413 | 93,577 |
Other accrued liabilities | 76,267 | 61,901 |
Accrued income taxes | 12,669 | 1,758 |
Total current liabilities | 243,983 | 206,285 |
Long-term debt obligations (less unamortized debt issuance costs of $2,119 and $2,293, respectively) | 230,337 | 208,602 |
Long-term finance lease obligations | 56,368 | 61,555 |
Deferred tax liabilities | 48,745 | 45,963 |
Other liabilities | 28,641 | 19,119 |
Total liabilities | 608,074 | 541,524 |
Commitments and contingencies (see Note 11) | ||
Mezzanine equity: | ||
Redeemable convertible preferred stock: $0.01 par value; 47,070 shares authorized; 44,170 shares issued; 22,385 and 22,611 shares outstanding, respectively | 279,816 | 282,638 |
Deferred compensation – unearned ESOP shares | (31,659) | (180,316) |
Total mezzanine equity | 248,157 | 102,322 |
Stockholders’ equity: | ||
Common stock; $0.01 par value: 1,000,000 shares authorized; 58,283 and 57,964 shares issued, respectively; 57,779 and 57,490 shares outstanding, respectively | 11,439 | 11,436 |
Paid-in capital | 501,046 | 391,039 |
Common stock in treasury, at cost | (10,162) | (9,863) |
Accumulated other comprehensive loss | (24,470) | (25,867) |
Retained (deficit) earnings | (278,727) | 17,582 |
Total ADS stockholders’ equity | 199,126 | 384,327 |
Noncontrolling interest in subsidiaries | 13,058 | 13,986 |
Total stockholders’ equity | 212,184 | 398,313 |
Total liabilities, mezzanine equity and stockholders’ equity | $ 1,068,415 | $ 1,042,159 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 |
Allowance for doubtful accounts | $ 5,704 | $ 5,704 |
Unamortized debt issuance costs | $ 2,119 | $ 2,293 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 58,283,000 | 57,964,000 |
Common stock, shares outstanding | 57,779,000 | 57,490,000 |
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 | 22,385,000 | 22,611,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Net sales | $ 413,708 | $ 387,847 |
Cost of goods sold | 307,256 | 288,156 |
Cost of goods sold - ESOP special dividend compensation | 168,610 | |
Gross profit | (62,158) | 99,691 |
Operating expenses: | ||
Selling | 26,365 | 24,165 |
General and administrative | 31,433 | 21,382 |
Loss on disposal of assets and costs from exit and disposal activities | 707 | 1,104 |
Intangible amortization | 1,542 | 1,984 |
(Loss) income from operations | (200,347) | 51,056 |
Other expense: | ||
Interest expense | 5,264 | 3,802 |
Derivative gains and other income, net | (96) | (814) |
(Loss) income before income taxes | (205,515) | 48,068 |
Income tax expense | 22,370 | 14,284 |
Equity in net (income) loss of unconsolidated affiliates | (434) | 133 |
Net (loss) income | (227,451) | 33,651 |
Less: net (loss) income attributable to noncontrolling interest | (1,095) | 1,371 |
Net (loss) income attributable to ADS | $ (226,356) | $ 32,280 |
Weighted average common shares outstanding: | ||
Basic | 57,576 | 56,594 |
Diluted | 57,576 | 57,158 |
Net (loss) income per share: | ||
Basic | $ (4.06) | $ 0.51 |
Diluted | $ (4.06) | $ 0.51 |
ESOP special dividend compensation [Member] | ||
Operating expenses: | ||
Selling, general and administrative - ESOP special dividend compensation | $ 78,142 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net (loss) income | $ (227,451) | $ 33,651 |
Currency translation gain (loss) | 1,564 | (4,812) |
Comprehensive (loss) income | (225,887) | 28,839 |
Less: other comprehensive income (loss) attributable to noncontrolling interest | 167 | (1,375) |
Less: net (loss) income attributable to noncontrolling interest | (1,095) | 1,371 |
Total comprehensive (loss) income attributable to ADS | $ (224,959) | $ 28,843 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash Flows from Operating Activities | ||
Net (loss) income | $ (227,451) | $ 33,651 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 16,694 | 17,827 |
Deferred income taxes | 2,191 | 1,729 |
Loss on disposal of assets and costs from exit and disposal activities | 707 | 1,104 |
ESOP and stock-based compensation | 7,425 | 5,580 |
ESOP special dividend compensation | 246,752 | |
Amortization of deferred financing charges | 174 | 191 |
Fair market value adjustments to derivatives | 1,789 | (625) |
Equity in net (income) loss of unconsolidated affiliates | (434) | 133 |
Other operating activities | (2,880) | (1,030) |
Changes in working capital: | ||
Receivables | (44,494) | (54,910) |
Inventories | 34,803 | 1,040 |
Prepaid expenses and other current assets | (3,089) | (3,665) |
Accounts payable, accrued expenses, and other liabilities | 30,653 | 8,806 |
Net cash provided by operating activities | 62,840 | 9,831 |
Cash Flows from Investing Activities | ||
Capital expenditures | (9,723) | (6,874) |
Other investing activities | (13) | (109) |
Net cash used in investing activities | (9,736) | (6,983) |
Cash Flows from Financing Activities | ||
Proceeds from Revolving Credit Facility | 137,400 | 101,400 |
Payments on Revolving Credit Facility | (115,600) | (93,700) |
Payments of notes, mortgages and other debt | (230) | |
Payments on finance lease obligations | (6,047) | (5,885) |
Cash dividends paid | (69,641) | (6,141) |
Proceeds from exercise of stock options | 1,513 | 3,215 |
Other financing activities | (258) | (257) |
Net cash used in financing activities | (52,633) | (1,598) |
Effect of exchange rate changes on cash | (5) | (443) |
Net change in cash | 466 | 807 |
Cash at beginning of period | 8,891 | 17,587 |
Cash at end of period | 9,357 | 18,394 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid for income taxes | 535 | 952 |
Cash paid for interest | 3,920 | 4,000 |
Non-cash operating, investing and financing activities: | ||
Acquisition of property, plant and equipment under finance lease and incurred lease obligations | 296 | 3,171 |
Balance in accounts payable for the acquisition of property, plant and equipment | $ 4,364 | $ 1,851 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Mezzanine Equity - USD ($) shares in Thousands, $ in Thousands | Total | Redeemable Non-controlling Interest in Subsidiaries [Member] | Redeemable Convertible Preferred Stock [Member] | Deferred Compensation - Unearned ESOP Shares [Member] | Total Mezzanine Equity [Member] |
Beginning Balance, Value at Mar. 31, 2018 | $ 8,471 | $ 291,247 | $ (190,168) | $ 109,550 | |
Beginning Balance, Shares at Mar. 31, 2018 | 23,300 | 15,219 | |||
Net income (loss) | 338 | 338 | |||
Other comprehensive (income) loss | $ (4,812) | ||||
Redeemable convertible preferred stock dividends | (497) | ||||
Common stock dividends | (4,545) | ||||
Dividend paid to non-controlling interest holder | (735) | (335) | (335) | ||
Allocation of ESOP shares to participants for compensation | 1,625 | $ 2,396 | 2,396 | ||
Allocation of ESOP shares to participants for Compensation, Shares | (192) | ||||
Exercise of common stock options | 2,513 | ||||
Restricted stock awards | 735 | ||||
Stock-based compensation expense | 773 | ||||
ESOP distribution in common stock | $ (3,910) | (3,910) | |||
ESOP distribution in common stock, Shares | (313) | ||||
Ending Balance, Value at Jun. 30, 2018 | $ 8,474 | $ 287,337 | $ (187,772) | 108,039 | |
Ending Balance, Shares at Jun. 30, 2018 | 22,987 | 15,027 | |||
Beginning Balance, Value at Mar. 31, 2019 | 102,322 | $ 282,638 | $ (180,316) | 102,322 | |
Beginning Balance, Shares at Mar. 31, 2019 | 22,611 | 14,452 | |||
Other comprehensive (income) loss | 1,564 | ||||
Redeemable convertible preferred stock dividends | (6,846) | ||||
Common stock dividends | (63,107) | ||||
Allocation of ESOP shares to participants for compensation | 2,490 | $ 3,094 | 3,094 | ||
Allocation of ESOP shares to participants for Compensation, Shares | 248 | ||||
ESOP special dividend compensation | $ 145,563 | 145,563 | |||
ESOP special dividend compensation, shares | 11,645 | ||||
Exercise of common stock options | 1,461 | ||||
Restricted stock awards | (92) | ||||
Stock-based compensation expense | 1,841 | ||||
ESOP distribution in common stock | $ (2,822) | (2,822) | |||
ESOP distribution in common stock, Shares | (226) | ||||
Ending Balance, Value at Jun. 30, 2019 | $ 248,157 | $ 279,816 | $ (31,659) | $ 248,157 | |
Ending Balance, Shares at Jun. 30, 2019 | 22,385 | 2,559 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Paid-In Capital [Member] | Common Stock in Treasury [Member] | Accumulated Other Comprehensive Loss [Member] | Retained (Deficit) Earnings [Member] | Total ADS Stockholders' Equity [Member] | Non-controlling Interest in Subsidiaries [Member] |
Beginning Balance, Value at Mar. 31, 2018 | $ 324,259 | $ 11,426 | $ 364,908 | $ (8,277) | $ (21,247) | $ (39,214) | $ 307,596 | $ 16,663 |
Beginning Balance, Shares at Mar. 31, 2018 | 56,889 | 413 | ||||||
Net income (loss) | 33,313 | 32,280 | 32,280 | 1,033 | ||||
Other comprehensive (income) loss | (4,812) | (3,437) | (3,437) | (1,375) | ||||
Redeemable convertible preferred stock dividends | (497) | (497) | (497) | |||||
Common stock dividends | (4,545) | (4,545) | (4,545) | |||||
Dividend paid to non-controlling interest holder | (735) | (735) | ||||||
Allocation of ESOP shares to participants for compensation | 1,625 | 1,625 | 1,625 | |||||
Exercise of common stock options | 2,513 | $ 2 | 3,215 | $ (704) | 2,513 | |||
Exercise of common stock options, Shares | 217 | 26 | ||||||
Restricted stock awards | 735 | $ 1 | 786 | $ (52) | 735 | |||
Restricted stock awards, Shares | 19 | 2 | ||||||
Stock-based compensation expense | 773 | 773 | 773 | |||||
ESOP distribution in common stock | 3,910 | $ 2 | 3,908 | 3,910 | ||||
ESOP distributions in common stock, Shares | 241 | |||||||
Ending Balance, Value at Jun. 30, 2018 | 356,539 | $ 11,431 | 375,215 | $ (9,033) | (24,684) | (11,976) | 340,953 | 15,586 |
Ending Balance, Shares at Jun. 30, 2018 | 57,366 | 441 | ||||||
Beginning Balance, Value at Mar. 31, 2019 | 398,313 | $ 11,436 | 391,039 | $ (9,863) | (25,867) | 17,582 | 384,327 | 13,986 |
Beginning Balance, Shares at Mar. 31, 2019 | 57,964 | 474 | ||||||
Net income (loss) | (227,451) | (226,356) | (226,356) | (1,095) | ||||
Other comprehensive (income) loss | 1,564 | 1,397 | 1,397 | 167 | ||||
Redeemable convertible preferred stock dividends | (6,846) | (6,846) | (6,846) | |||||
Common stock dividends | (63,107) | (63,107) | (63,107) | |||||
Allocation of ESOP shares to participants for compensation | 2,490 | 2,490 | 2,490 | |||||
ESOP special dividend compensation | 101,189 | 101,189 | 101,189 | |||||
Exercise of common stock options | 1,461 | $ 1 | 1,667 | $ (207) | 1,461 | |||
Exercise of common stock options, Shares | 114 | 7 | ||||||
Restricted stock awards | (92) | $ (92) | (92) | |||||
Restricted stock awards, Shares | 31 | 3 | ||||||
Stock-based compensation expense | 1,841 | 1,841 | 1,841 | |||||
ESOP distribution in common stock | 2,822 | $ 2 | 2,820 | 2,822 | ||||
ESOP distributions in common stock, Shares | 174 | |||||||
Ending Balance, Value at Jun. 30, 2019 | $ 212,184 | $ 11,439 | $ 501,046 | $ (10,162) | $ (24,470) | $ (278,727) | $ 199,126 | $ 13,058 |
Ending Balance, Shares at Jun. 30, 2019 | 58,283 | 484 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical) - $ / shares | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Stockholders Equity [Abstract] | ||
Common stock dividend per share | $ 1.09 | $ 0.08 |
Background and Summary of Signi
Background and Summary of Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2019 | |
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. and subsidiaries (collectively referred to as “ADS” or the “Company”), 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. ADS’s 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: 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. 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, 2019 was derived from audited financial statements included in the Annual Report on Form 10-K for the year ended March 31, 2019 (“Fiscal 2019 Form 10-K”). The accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments, of a normal recurring nature, necessary to present fairly its financial position as of June 30, 2019 and the results of operations and cash flows for the three months ended June 30, 2019. The interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements, including the notes thereto, filed in the Company’s Fiscal 2019 Form 10-K. Principles of Consolidation - The Condensed Consolidated Financial Statements include the Company, its wholly-owned subsidiaries, its majority-owned subsidiaries and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. The Company uses the equity method of accounting for equity investments where it exercises significant influence but does not hold a controlling financial interest. Such investments are recorded in Other assets in the Condensed Consolidated Balance Sheets and the related equity earnings from these investments are included in Equity in net loss of unconsolidated affiliates in the Condensed Consolidated Statements of Operations. All intercompany balances and transactions have been eliminated in consolidation. Acquisition of Infiltrator Water Technologies - On July 31, 2019, the Company completed its acquisition (the “Acquisition”) of Infiltrator Water Technologies Ultimate Holdings, Inc. (“IWT” or “Infiltrator”). IWT manufactures and sells wastewater systems for homes and provides drainage chambers for septic and storm water management. The Acquisition will combine the Company's industry leading position in stormwater management with IWT's leading platform in onsite septic waste management. See “Note 15. Subsequent Events” for additional information on the Acquisition. Recent Accounting Guidance Recently Adopted Accounting Guidance Leases - In February 2016, the Financial Accounting Standards Board (the “FASB”) issued an accounting standard update (“ASU”) which amends the guidance for leases (“ASC 842”). This standard contains principles that will require an entity to recognize most leases on the balance sheet by recording a right-of-use asset and a lease liability, unless the lease is a short-term lease that has an accounting lease term of twelve months or less. The standard also contains other changes to the current lease guidance that may result in changes to how entities determine which contractual arrangements qualify as a lease, the accounting for executory costs, such as property taxes and insurance, as well as which lease origination costs will be capitalizable. In July 2018, the FASB amended A SC 842 to provide another transition method, allowing a cumulative effect adjustment to the opening balance of retained earnings during the period of adoption. The Company adopted these standards effective April 1, 2019 using the transition method in the July 2018 ASU which does not require adjustments to comparative periods or require modified disclosures for those periods and includes transition relief practical expedients. “Note 4. Leases” for further information on the adoption of the new lease ASUs. Hedge Accounting - In August 2017, the FASB issued an ASU which expanded an entity’s ability to apply hedge accounting for non-financial and financial risk components and provided a simplified approach for fair value hedging of interest rate risk. The standard also refined how entities assess hedge effectiveness. The Company adopted this standard effective April 1, 2019. The new standard did not have an impact on the Condensed Consolidated Financial Statements. Recent Accounting Guidance Not Yet Adopted Measurement of Credit Losses - In June 2016, the FASB issued an ASU which provides amended guidance on the measurement of credit losses on financial instruments, including trade receivables. This standard requires the use of an impairment model referred to as the current expected credit loss model. This standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those years, and early adoption is permitted for fiscal years beginning after December 15, 2018. The Company expects to adopt this standard effective April 1, 2020. The Company is currently evaluating the impact of this standard on the Condensed Consolidated Financial Statements. Except for the pronouncements described above, there have been no new accounting pronouncements issued or adopted since the filing of the Fiscal 2019 Form 10-K that have significance, or potential significance, to the Condensed Consolidated Financial Statements. |
Loss on Disposal of Assets and
Loss on Disposal of Assets and Costs from Exit and Disposal Activities | 3 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Loss on Disposal of Assets and Costs from Exit and Disposal Activities | 2. In fiscal 2018, the Company initiated restructuring activities (the “2018 Restructuring Plan”), which concluded during fiscal 2019. The following table summarizes the activity included in Loss on disposal of assets and costs from exit and disposal activities recorded during the three months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 2018 (In thousands) Plant severance $ — $ (35 ) Other restructuring activities — 31 Total 2018 Restructuring Plan activities $ — $ (4 ) Loss on other disposals and partial disposals of property, plant and equipment 707 1,108 Total loss on disposal of assets and costs from exit and disposal activities $ 707 $ 1,104 All 2018 Restructuring Plan activities related to the Domestic reporting segment for the three months ended June 30, 2018. A reconciliation of the beginning and ending amounts of restructuring liability related to the 2018 Restructuring Plan at June 30, 2019 and 2018 is as follows: Three Months Ended June 30, 2019 2018 (In thousands) Balance at the beginning of the period $ 1,696 $ 3,901 Expenses — 55 Non-cash expenses — (59 ) Payments (598 ) (1,074 ) Balance at the end of the period $ 1,098 $ 2,823 As of June 30, 2019, the Company had $0.2 million of long-term severance liability related to the restructuring activities recorded in other liabilities in the Condensed Consolidated Balance Sheet. The current portion of the restructuring liability is recorded in Other accrued liabilities in the Condensed Consolidated Balance Sheet. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Jun. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | 3. REVENUE RECOGNITION Revenue Disaggregation - The Company disaggregates net sales by geographic region and product type, consistent with its reportable segment disclosure. This disaggregation level best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Refer to “Note 14. Business Segments Information” for the Company’s disaggregation of Net sales by reportable segment. Contract Balances - The Company recognizes a contract asset representing the Company’s right to recover products upon the receipt of returned products and a contract liability for the customer refund. The following table presents the balance of the Company’s contract asset and liability as of June 30, 2019 and March 31, 2019: June 30, 2019 March 31, 2019 (In thousands) Contract asset - product returns $ 787 $ 646 Refund liability 1,698 1,372 |
Leases
Leases | 3 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | 4. LEASES ASC 842 Adoption - The Company adopted the provisions of ASC 842 beginning on April 1, 2019 using the transition methodology in ASC 842 which does not require adjustments to comparative periods or require modified disclosures. The Company elected the transition relief practical expedients. ASC 842 provides lessees with the option of electing an accounting policy, by class of underlying asset, in which the lessee may choose not to separate nonlease components from lease components. The Company elected this practical expedient for leases of certain classes of equipment. The Company also elected the accounting policy to not recognize the right-of-use asset and lease liability for leases with an initial expected term of 12 months or less (“Short-term leases”). The adoption of ASC 842 resulted in the recording of $13.3 million of additional lease liabilities and corresponding right-of-use assets to the beginning balance of the Company’s Condensed Consolidated Balance Sheet. The adoption did not have an impact on the Company’s Condensed Consolidated Statement of Operations and Condensed Consolidated Statement of Cash Flows. Nature of the Company’s Leases - The Company has operating and finance leases for plants, yards, corporate offices, tractors, trailers and other equipment. The Company’s leases have a remaining term of less than one year to 30 years, some of which include options to extend the leases for up to 5 years. The Company’s lease payments are generally fixed. Certain equipment leases contain residual value guarantees that create a contingent obligation on the part of the Company to compensate the lessor if the leased asset cannot be sold for an amount in excess of a specified minimum value at the conclusion of the lease term. The calculation is based on the original cost of the transportation equipment, less lease payments made, compared to a percentage of the transportation equipment’s fair market value at the time of sale. All leased units covered by this guarantee have been classified as finance leases and a corresponding finance lease obligation was recorded. Therefore, no contingent obligation is needed. For all leases with an initial expected term of more than 12 months, the Company recorded, at the adoption date of ASC 842 or lease commencement date for leases entered into after the adoption date, a lease liability, which is the lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The Company will utilize its collateralized incremental borrowing rate commensurate to the lease term as the discount rate for its leases, unless the Company can specifically determine the lessor’s implicit rate. The incremental borrowing rate for each is lease is determined based on its term and adjusted for the impacts of collateral. Lease Expense - The components of lease expense for the three months ended June 30, 2019 was as follows: (Amounts in thousands) Income Statement Classification 2019 Operating lease cost Operating lease expense Cost of goods sold $ 948 Operating lease expense General and administrative 90 Short-term lease expense Cost of goods sold 736 Total operating lease cost $ 1,774 Finance lease cost Amortization of right-of-use assets Cost of goods sold 4,554 Amortization of right-of-use assets General and administrative 356 Interest on lease liabilities Interest expense 1,159 Total finance lease cost $ 6,069 Supplemental cash flow information related to leases for the three months ended June 30, 2019 was as follows: (Amounts in thousands) 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,038 Operating cash flows from finance leases 1,174 Financing cash flows from finance leases 6,047 Right-of-use assets obtained in exchange for lease obligations: Operating leases 1,219 Finance leases 296 Supplemental balance sheet information related to leases as of June 30, 2019 was as follows: (Amounts in thousands) Balance Sheet Classification 2019 Operating leases Right-of-use assets Other assets $ 13,203 Current lease liabilities Other accrued liabilities 3,809 Non-current lease liabilities Other liabilities 9,407 Total operating lease liabilities $ 13,216 Finance leases Right-of-use assets Property, plant and equipment 106,018 Current lease liabilities Current maturities of finance lease obligations 22,695 Non-current lease liabilities Long-term finance lease obligations 56,368 Total finance lease liabilities $ 79,063 Weighted average lease term Operating leases 8.36 Finance leases 11.15 Weighted average discount rate Operating leases 3.54 % Finance leases 4.98 % The following is a schedule by year of future minimum lease payments on a rolling twelve-month basis under operating and finance leases and the present value of the net minimum lease payments as of June 30, 2019: (Amounts in thousands) Operating Leases Finance Leases Year 1 $ 4,154 $ 26,010 Year 2 3,607 21,732 Year 3 2,362 17,117 Year 4 1,261 10,780 Year 5 842 6,553 Thereafter 4,296 7,528 Total minimum lease payments $ 16,522 $ 89,720 Less: amount representing interest 3,306 10,657 Present value of net minimum lease payments $ 13,216 $ 79,063 Disclosures Related to Periods Prior to Adoption of ASC 842 As of March 31, 2019, total contractual obligations for capital and operating leases were as follows: (Amounts in thousands) Operating Leases Capital Leases 2020 $ 4,159 $ 26,604 2021 2,924 22,507 2022 1,814 18,064 2023 690 11,721 2024 325 7,143 Thereafter 2,236 8,198 Total minimum lease payments $ 12,148 $ 94,237 Less: amount representing interest — 9,565 Present value of net minimum lease payments $ 12,148 $ 84,672 |
Inventories
Inventories | 3 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | 5 . Inventories as of the periods presented consisted of the following: June 30, 2019 March 31, 2019 (In thousands) Raw materials $ 44,607 $ 47,910 Finished goods 185,677 216,630 Total inventories $ 230,284 $ 264,540 There were no work-in-process inventories as of the periods presented. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 6 . When applying fair value principles in the valuation of assets and liabilities, the Company is 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 fiscal periods presented. The fair value estimates take into consideration the credit risk of both the Company and its counterparties. When active market quotes are not available for financial assets and liabilities, the Company uses 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 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 the periods presented were as follows: June 30, 2019 Total Level 1 Level 2 Level 3 (In thousands) Assets: Derivative assets – diesel fuel contracts $ 151 $ — $ 151 $ — Total assets at fair value on a recurring basis $ 151 $ — $ 151 $ — Liabilities: Derivative liabilities – diesel fuel contracts $ 314 $ — $ 314 $ — Interest rate swaps 638 — 638 — Contingent consideration for acquisitions 57 — — 57 Foreign exchange forward contracts 53 — 53 — Total liabilities at fair value on a recurring basis $ 1,062 $ — $ 1,005 $ 57 March 31, 2019 Total Level 1 Level 2 Level 3 (In thousands) Assets: Derivative assets – diesel fuel contracts $ 189 $ — $ 189 $ — Interest rate swaps 1,088 — 1,088 — Total assets at fair value on a recurring basis $ 1,277 $ — $ 1,277 $ — Liabilities: Derivative liability - diesel fuel contracts $ 283 $ — $ 283 $ — Foreign exchange contracts 60 — 60 — Contingent consideration for acquisitions 203 — — 203 Total liabilities at fair value on a recurring basis $ 546 $ — $ 343 $ 203 For the three months ended June 30, 2019 and 2018, respectively, there were no transfers in or out of Levels 1, 2 or 3. Valuation of Contingent Consideration for Acquisitions - The method used to price these liabilities is considered Level 3. Changes in the fair value of recurring fair value measurements using significant unobservable inputs (Level 3) for the periods presented were as follows: Three Months Ended June 30, 2019 2018 (In thousands) Balance at the beginning of the period $ 203 $ 578 Change in fair value — 2 Payments of contingent consideration liability (146 ) (120 ) Balance at the end of the period $ 57 $ 460 Valuation of Debt - The carrying amounts of current financial assets and liabilities approximate fair value because of the immediate or short-term maturity of these items, or in the case of derivative instruments, because they are recorded at fair value. The carrying and fair value of the Company’s Senior Notes (as defined below and further discussed in “Note 13. Debt” to the Company’s audited financial statements included in the Fiscal 2019 Form 10-K) were $100.0 million and $100.5 million, respectively, as of June 30, 2019 and $100.0 million and $98.9 million, respectively, at March 31, 2019. The fair value of the Senior Notes was determined based on a comparison of the interest rate and terms of such borrowings to the rates and terms of similar debt available for the period. The Company believes the carrying amount on the remaining long-term debt, including debt under the PNC Credit Agreement (as defined below) , is not materially different from its fair value as the interest rates and terms of the borrowings are similar to currently available borrowings. The categorization of the framework used to evaluate this debt is considered Level 2. |
Derivative Transactions
Derivative Transactions | 3 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Derivative Transactions | 7 . DERIVATIVE TRANSACTIONS The Company uses interest rate swaps, commodity options in the form of collars and swaps, and foreign currency forward contracts to manage its various exposures to interest rate, commodity price fluctuations and foreign currency exchange rate fluctuations. Interest rate swap gains and losses resulting from the difference between the spot rate and applicable base rate is recorded in the Condensed Consolidated Statements of Operations in Interest expense. For collars, commodity swaps and foreign currency forward contracts, contract settlement gains and losses are recorded in the Condensed Consolidated Statements of Operations in Derivative gains and other income, net. Gains and losses related to mark-to-market adjustments for changes in fair value of the derivative contracts are also recorded in the Condensed Consolidated Statements of Operations in Derivative gains and other income, net. The Company recorded net losses and net (gains) on mark-to-market adjustments for changes in the fair value of derivatives contracts as well as net losses and net (gains) on the settlement of derivative contracts as follows: Three Months Ended June 30, 2019 2018 (In thousands) Diesel fuel option collars $ 69 $ (12 ) Interest rate swaps 1,726 (613 ) Foreign exchange forward contracts (7 ) — Total net unrealized mark-to-market loss (gains) $ 1,788 $ (625 ) Diesel fuel option collars 7 (308 ) Foreign exchange forward contracts — (51 ) Interest rate swaps (166 ) (25 ) Total net realized gains $ (159 ) $ (384 ) A summary of the fair value of derivatives is included in “Note 6. Fair Value Measurement.” On July 24, 2019, the Company liquidated its interest rate swap, diesel fuel option collars and foreign exchange forward contracts. |
Net Income Per Share and Stockh
Net Income Per Share and Stockholders' Equity | 3 Months Ended |
Jun. 30, 2019 | |
Net Income Per Share And Stockholders Equity [Abstract] | |
Net Income Per Share and Stockholders' Equity | 8. The Company is required 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 following table presents information necessary to calculate net income per share for the periods presented, as well as potentially dilutive securities excluded from the weighted average number of diluted common shares outstanding because their inclusion would have been anti-dilutive: Three Months Ended June 30, (In thousands, except per share data) 2019 2018 NET INCOME PER SHARE—BASIC: Net (loss) income attributable to ADS $ (226,356 ) $ 32,280 Adjustments for: Dividends to redeemable convertible preferred stockholders (6,841 ) (497 ) Dividends paid to unvested restricted stockholders (328 ) (15 ) Net (loss) income available to common stockholders and participating securities (233,525 ) 31,768 Undistributed income allocated to participating securities — (2,712 ) Net (loss) income available to common stockholders – Basic $ (233,525 ) $ 29,056 Weighted average number of common shares outstanding – Basic 57,576 56,594 Net (loss) income per common share – Basic $ (4.06 ) $ 0.51 NET INCOME PER SHARE—DILUTED: Net (loss) income available to common stockholders – Diluted $ (233,525 ) $ 29,056 Weighted average number of common shares outstanding – Basic 57,576 56,594 Assumed exercise of stock options — 564 Weighted average number of common shares outstanding – Diluted 57,576 57,158 Net (loss) income per common share – Diluted $ (4.06 ) $ 0.51 Potentially dilutive securities excluded as anti-dilutive 10,806 6,166 Stockholders’ Equity - The Company did not repurchase any shares of common stock during the three months ended June 30, 2019 and 2018. The Company’s Board of Directors’ in February 2017 authorized the Company to repurchase up to $50 million of ADS common stock in accordance with applicable securities laws. As of June 30, 2019, approximately $42.1 million of common stock may be repurchased under the authorization. The repurchase program does not obligate the Company to acquire any particular amount of common stock and may be suspended or terminated at any time at the Company’s discretion Special Dividend and the Employees Stock Ownership Plan (“ESOP”) - During the three months ended June 30, 2019, the Board of Directors approved a special cash dividend of $1.00 per share and a quarterly dividend of $0.09. The special and quarterly dividend were paid to all stockholders on June 14, 2019 to stockholders of record at the close of business on June 3, 2019. The total dividend payment was $81.6 million. The dividends received by the unallocated redeemable convertible preferred stock held in the ESOP trust was used to pay $12.0 million of the ESOP loan back to the Company resulting in approximately 11.6 million shares of the Company’s redeemable convertible preferred stock being allocated to ESOP participants. The Company recognized $246.8 million in stock-based compensation expense based on the fair value on the date the Board of Directors approved the special dividend. The Board of Director’s approval committed the ESOP to use those proceeds to pay down the ESOP loan. The special dividend compensation expense was recognized in Cost of goods sold - ESOP special dividend compensation and Selling, general and administrative expenses - ESOP special dividend compensation on the Company’s Consolidated Statement of Operations. Company’s ESOP is further described in “Note16. Employee Benefit Plans” to the Company’s audited financial statements included in the Fiscal 2019 Form 10-K. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 9 . ADS Mexicana - ADS conducts business in Mexico and Central America through its joint venture ADS Mexicana, S.A. de C.V. (together with its affiliate ADS Corporativo, S.A. de C.V., “ADS Mexicana”). ADS owns 51% of the outstanding stock of ADS Mexicana and consolidates ADS Mexicana for financial reporting purposes. On June 22, 2018, the Company and ADS Mexicana entered into an Intercompany Revolving Credit Promissory Note (the “Intercompany Note”) with a borrowing capacity of $12.0 million. The Intercompany Note matures on June 22, 2022. The other joint venture partner indemnifies the Company for 49% of any unpaid borrowing. The interest rates under the Intercompany Note are determined by certain base rates or London Interbank Offered Rate (“LIBOR”) plus an applicable margin based on the Leverage Ratio. As of June 30, 2019, there were no borrowings under the Intercompany Note. South American Joint Venture - The Tuberias Tigre - ADS Limitada joint venture (the “South American Joint Venture”) manufactures and sells HDPE corrugated pipe in certain South American markets. ADS owns 50% of the South American Joint Venture. The Company has concluded that it is appropriate to account for these investments using the equity method, whereby the Company’s share of the income or loss of the joint venture is reported in the Condensed Consolidated Statements of Operations under Equity in net loss (income) of unconsolidated affiliates and the Company’s investment in the joint venture is included in Other assets in the Condensed Consolidated Balance Sheets. ADS is the guarantor of 50% of the South American Joint Venture’s credit facility, and the debt guarantee is shared equally with the joint venture partner. The Company’s maximum potential obligation under this guarantee is $11.0 million as of June 30, 2019. The maximum borrowings permitted under the South American Joint Venture’s credit facility are $22.0 million. 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 the South American Joint Venture’s debt expires on December 31, 2020. ADS does not anticipate any required contributions related to the balance of this credit facility. As of June 30, 2019 and March 31, 2019, the outstanding principal balances of the credit facility including letters of credit were $12.2 million and $12.3 million, respectively. As of June 30, 2019, there were no U.S. dollar denominated loans. The weighted average interest rate as of June 30, 2019 was 5.6% on Chilean peso denominated loans. ADS and the South American Joint Venture have shared services arrangements in order to execute the joint venture services. In addition, the South American Joint Venture has entered into agreements for pipe sales to ADS and its other related parties, which totaled $0.4 million for the three months ended June 30, 2019, and $0.6 million for the three months ended June 30, 2018. ADS pipe sales to the South American Joint Venture were $0.3 million and $0.2 million for the three months ended June 30, 2019 and 2018, respectively. Tigre USA - Tigre USA was a joint venture that ADS no longer has an ownership interest in, but the owner is the partner for the South American Joint Venture. ADS purchased $0.5 million of Tigre USA manufactured products for use in the production of ADS products during the three months ended June 30, 2019 and 2018. |
Debt
Debt | 3 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | 10 . Long-term debt as of the periods presented consisted of the following: June 30, 2019 March 31, 2019 (In thousands) Revolving Credit Facility $ 156,200 $ 134,400 Senior Notes payable 100,000 100,000 Equipment financing 2,195 2,427 Total 258,395 236,827 Unamortized debt issuance costs (2,119 ) (2,293 ) Current maturities (25,939 ) (25,932 ) Long-term debt obligation $ 230,337 $ 208,602 Letters of credit outstanding at June 30, 2019 and March 31, 2019 amounted to $8.4 million and $8.5 million, respectively, and reduce the availability of the existing revolving credit facilities under the Company’s Second Amended and Restated Credit Agreement (the “PNC Credit Agreement”) with PNC Bank, National Association, as administrative agent and various financial institutions thereto. In July 2019, the Company entered into a credit agreement (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) by and among the Company, as borrower, Barclays Bank PLC, as administrative agent, the several lenders from time to time party thereto, and Barclays Bank PLC and Morgan Stanley Senior Funding, Inc., as joint lead arrangers, joint bookrunners, syndication agents and documentation agents. On the Closing Date, the Company borrowed under the Credit Agreement to repay the outstanding indebtedness under the PNC Credit Agreement. See “Note 15. Subsequent Events” for additional details on the Credit Agreement and the debt repayment. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 1 . COMMITMENTS AND CONTINGENCIES Purchase Commitments - The Company secures supplies of resin raw material by agreeing to purchase quantities during a future given period at a fixed price. These purchase contracts typically range from 1 to 12 months and occur in the ordinary course of business. Under such non-cancelable purchase contracts in place at June 30, 2019, the Company has agreed to purchase resin over the period July 2019 through December 2019 at a committed purchase cost of $11.8 million. Litigation and Other Proceedings - 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 (the “District Court”), naming the Company, along with Joseph A. Chlapaty, the Company’s former 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 alleged 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. On March 10, 2017, the District Court dismissed plaintiff’s claims against all defendants in their entirety and with prejudice. Plaintiff appealed to the United States Court of Appeals for the Second Circuit, and on October 13, 2017 the District Court’s judgment was affirmed by the Second Circuit. On October 27, 2017, plaintiff filed a petition for rehearing with the Second Circuit. The Second Circuit denied the petition for rehearing on November 28, 2017. On November 27, 2018, the plaintiff filed with the District Court a motion for relief from final judgment and for leave to file an amended complaint, which, the defendants opposed. On July 3, 2019, the District Court denied the plaintiff’s motion. 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 it could be material. The Company is involved from time to time in various legal proceedings that arise in the ordinary course of 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. The Company does not believe that such litigation, claims, and administrative proceedings will have a material adverse impact on the Company’s financial position or results of operations. The Company records a liability when a loss is considered probable, and the amount can be reasonably estimated. Other Commitments and Contingencies In March 2019, the Company initiated an internal investigation process, under the guidelines of the Company’s Code of Business Conduct and Ethics, into its consolidated joint venture affiliate ADS Mexicana’s senior management’s ethical and business conduct, as well as compliance of certain products with, along with considerations into, Mexican laws and regulations over the previous 12 months. The Company has recorded an accrual for the current estimate of probable losses resulting from the investigation which is not material to our Condensed Consolidated Financial Statements. However due to the inherent uncertainties in determining the use, installation application and location of our ADS Mexicana products sold, along with the consideration of Mexican laws and regulations related to warranty and product liability obligations, the Company is unable to determine the maximum potential future losses that may occur, which could be material to the Condensed Consolidated Financial Statements. |
Income Taxes
Income Taxes | 3 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 2 . INCOME TAXES The Company’s effective tax rate will vary based on a variety of factors, including overall profitability, the geographical mix of income before taxes and related tax rates in jurisdictions where it operates and other one-time charges, as well as discrete events. For the three months ended June 30, 2019 and 2018, the Company utilized an effective tax rate of (10.9%) and 29.7%, respectively, to calculate its provision for income taxes. Consistent with the three months ended June 30, 2018, state and local income taxes and the Company’s ESOP increased the rate for the three months ended June 30, 2019. Additionally, the effective tax rate for the three months ended June 30, 2019 differed from the federal statutory rate primarily due to a $60.7 million discrete income tax expense. This discrete event related to the 11.6 million shares allocated from the ESOP as a result of the special dividend made on June 14, 2019 and the Company recognizing approximately $246.8 million in additional stock-based compensation expense. Of the total stock-based compensation expense, approximately $237.6 million related to non-deductible stock appreciation. This discrete event reduced the effective tax rate by (29.6%). |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 1 3 . ADS has several programs for stock-based payments to employees and non-employee members of its Board of Directors, including stock options and restricted stock. Equity-classified restricted stock awards are measured based on the grant-date estimated fair value of each award. The Company accounts for all restricted stock granted to Directors as equity-classified awards. The Company recognized stock-based compensation expense in the following line items of the Condensed Consolidated Statements of Operations for the three months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 2018 (In thousands) Component of income before income taxes: Cost of goods sold $ 112 $ 62 Selling expenses 56 36 General and administrative expenses 1,673 1,461 Total stock-based compensation expense $ 1,841 $ 1,559 The following table summarizes stock-based compensation expense by award type for the three months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 2018 (In thousands) Stock-based compensation expense: Equity-classified Stock Options $ 551 $ 773 Restricted Stock 642 543 Performance Units 372 — Non-Employee Directors 276 243 Total stock-based compensation expense $ 1,841 $ 1,559 2017 Omnibus Plan On May 24, 2017, the Board of Directors approved the 2017 Omnibus Incentive Plan (the “2017 Incentive Plan”) which was approved by the Company’s stockholders on July 17, 2017. The 2017 Incentive Plan provides for the issuance of a maximum of 3.5 million shares of the Company’s common stock for awards made thereunder, which awards may consist of stock options, restricted stock, restricted stock units, stock appreciation rights, phantom stock, cash-based awards, performance awards (which may take the form of performance cash, performance units or performance shares) or other stock-based awards. Restricted Stock - During the three months ended June 30, 2019, the Company granted 0.1 million shares of restricted stock with a grant date fair value of $3.3 million. In addition, during the three months ended June 30, 2019, the Company granted 0.1 million performance units, subject to performance and services conditions. The grant date fair value of the performance units was $3.4 million, based on the market price of the Company’s common stock at the date of the grant. For the performance units, 50% of the award is based upon the achievement of certain levels of Return on Invested Capital for the performance period and 50% is based upon the achievement of certain levels of Free Cash Flow for the performance period. The performance units have a 3-year performance period from April 1, 2019 through March 31, 2022. The performance units, and any accrued dividend equivalents, will be settled in shares of the Company’s common stock, if the applicable performance and service conditions are satisfied. Options - During the three months ended June 30, 2019 , the Company granted 0.3 million nonqualified stock options under the 2017 Incentive Plan. The grant date fair value of the nonqualified stock options was $ 2.7 million. The Company estimates the fair value of stock options using a Black-Scholes option-pricing model. The following table summarizes the assumptions used in estimate the fair value of stock-options during the three months ended June 30, 2019 : Three Months Ended June 30, Common stock price $27.44 Expected stock price volatility 30.9% Risk-free interest rate 2.3% Weighted-average expected option life (years) 6.0 Dividend yield 1.3% |
Business Segments Information
Business Segments Information | 3 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Business Segments Information | 1 4 . The Company operates its business in two distinct operating and reportable segments based on the markets it serves: “Domestic” and “International.” The Chief Operating Decision Maker evaluates segment reporting based on Net sales and Segment Adjusted EBITDA. The Company calculates 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. The following table sets forth reportable segment information with respect to the amount of Net sales contributed by each class of similar products for the periods presented: Three Months Ended June 30, 2019 2018 (In thousands) Domestic Pipe $ 262,121 $ 242,026 Allied Products 112,254 100,472 Total domestic 374,375 342,498 International Pipe 29,284 34,448 Allied Products 10,049 10,901 Total international 39,333 45,349 Total Net sales $ 413,708 $ 387,847 The following sets forth certain additional financial information attributable to the reportable segments for the periods presented: Domestic International Total (In thousands) For the three months ended June 30, 2019 Net sales $ 374,375 $ 39,333 $ 413,708 Segment Adjusted EBITDA 74,328 5,968 80,296 Interest expense 5,188 76 5,264 Income tax expense 17,430 4,940 22,370 Depreciation and amortization 14,803 1,891 16,694 Equity in net income of unconsolidated affiliates — (434 ) (434 ) Capital expenditures 8,469 1,254 9,723 For the three months ended June 30, 2018 Net sales $ 342,498 $ 45,349 $ 387,847 Segment Adjusted EBITDA 68,832 6,311 75,143 Interest expense 3,757 45 3,802 Income tax expense 13,257 1,027 14,284 Depreciation and amortization 15,953 1,874 17,827 Equity in net loss of unconsolidated affiliates — 133 133 Capital expenditures 5,881 993 6,874 The following sets forth certain additional financial information attributable to the reportable segments as of the periods presented: June 30, 2019 March 31, 2019 (In thousands) Investments in unconsolidated affiliates International $ 10,891 $ 10,467 Total $ 10,891 $ 10,467 Total identifiable assets Domestic $ 945,000 $ 918,806 International 130,300 128,085 Eliminations (6,885 ) (4,732 ) Total $ 1,068,415 $ 1,042,159 The following reconciles net (loss) income to segment adjusted EBITDA for the periods presented: For the Three Months Ended June 30, 2019 2018 Domestic International Domestic International (In thousands) Reconciliation of Segment Adjusted EBITDA: Net (loss) income $ (225,291 ) $ (2,160 ) $ 30,589 $ 3,062 Depreciation and amortization 14,803 1,891 15,953 1,874 Interest expense 5,188 76 3,757 45 Income tax expense 17,430 4,940 13,257 1,027 Segment EBITDA (187,870 ) 4,747 63,556 6,008 Loss on disposal of assets and costs from exit and disposal activities 435 272 1,009 95 ESOP and stock-based compensation expense 7,425 — 5,580 — ESOP special dividend compensation (a) 246,752 — — — Transaction costs (b) 4,207 38 256 — Strategic growth and operational improvement initiatives (c) 2,195 — — — Other adjustments (d) 1,184 911 (1,569 ) 208 Segment Adjusted EBITDA $ 74,328 $ 5,968 $ 68,832 $ 6,311 (a) In the first quarter of fiscal 2020, the Company paid a special cash dividend of $1.00 per share and a quarterly cash dividend of $0.09 per share. The dividends were used to pay back a portion of the ESOP loan resulting in $246.8 million in additional stock-based compensation. See “Note 8. Net Income Per Share and Stockholders’ Equity” for additional information. ( b ) Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with the debt refinancing and potential business or asset acquisitions and dispositions. ( c ) Represents professional fees incurred in connection with the Company’s strategic growth and operational improvement initiatives, which include various market feasibility assessments and acquisition strategies, along with operational improvement initiatives, which include evaluation of the Company’s manufacturing network and improvement initiatives. (d) Includes derivative fair value adjustments, foreign currency transaction (gains) losses, the proportional share of interest, income taxes, depreciation and amortization related to the South American Joint Venture, which are accounted for under the equity method of accounting, contingent consideration remeasurement, executive retirement expense (benefit) and restatement related costs. The other adjustments in fiscal 2020 also includes expenses related to the ADS Mexicana’s investigation as described in “Note 11. Commitments and Contingencies”. The other adjustments for fiscal 2019 also includes insurance proceeds received in connection with the Company’s restatement of prior period financial statements as reflected in the Company’s Form 10-K for the fiscal year ended March 31, 2015 and the Form 10-K for the fiscal year ended March 31, 2016, as amended. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 1 5 . Acquisition of Infiltrator - On July 31, 2019 (the “Closing Date”), the Company completed its Acquisition of IWT pursuant to an Agreement and Plan of Merger (the “Merger Agreement”) dated July 31, 2019. IWT manufactures and sells wastewater systems for homes and provides drainage chambers for septic and storm water management. The Acquisition will combine the Company's industry leading position in stormwater management with IWT's leading platform in onsite septic waste management. The Merger Agreement was funded through the new Senior Secured Credit Facilities as further described below. The following table summarizes the preliminary consideration paid, net of cash acquired. The amounts below are preliminary and are subject to closing adjustments as outlined in the Merger Agreement. (Amounts in thousands) Amount Total fair value of consideration transferred $ 1,128,489 Less: cash acquired 48,489 Total net cash consideration paid $ 1,080,000 The following table summarizes the consideration paid and the preliminary purchase price allocation of the assets acquired and liabilities assumed. Due to the recent closing of the Acquisition, on July 31, 2019, the purchase price allocation for assets acquired and liabilities assumed is preliminary and will be finalized when valuations are complete and final assessments of the fair value of acquired assets and assumed liabilities are completed. Such finalizations may result in material changes from the preliminary purchase price allocations. The Company’s estimates and assumptions are subject to change during the measurement period (up to one year from the Closing Date), as the Company finalizes the valuations of assets acquired and liabilities assumed. (Amounts in thousands) Amount Cash $ 48,489 Total current assets, excluding cash 68,675 Property, plant and equipment, net 82,424 Goodwill 578,709 Intangible assets, net 475,000 Other assets 14,410 Total current liabilities (26,495 ) Deferred tax liabilities (109,846 ) Other liabilities (2,877 ) Total fair value of consideration transferred $ 1,128,489 The preliminary goodwill of $578.7 million represents the excess of consideration transferred over the preliminary fair value of assets acquired and liabilities assumed and is attributable to expected revenue synergies, as well as operating efficiencies and cost savings. The Company does not expect any of this goodwill to be deductible for income tax purposes and is assessing the impact of the Acquisition on the Company’s reportable segments. The preliminary purchase price excludes transaction costs. During the three months ended June 30, 2019, the Company incurred $4.2 million of transaction costs related to the Acquisition such as legal, accounting, valuation and other professional services. These costs are included in general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. The identifiable intangible assets recorded in connection with the closing of the Acquisition are based on preliminary valuations include customer relationships, patents and developed technology, and tradename and trademarks totaling $475.0 million. Customer relationships are expected to be amortized using an accelerated method over an estimated useful life of 15 years. Patents and developed technology and tradename and trademarks are expected to be amortized on a straight-line basis over the respective useful lives of 10 and 20 years. The unaudited pro forma information for the three months ended June 30, 2019 and 2018 presented below includes the effects of the Acquisition as if it had been consummated as of April 1, 2018, with adjustments to give effect to pro forma events that are directly attributable to the Acquisition. Adjustments include those related to the amortization of acquired intangible assets, increases in interest expense due to additional borrowings incurred to finance the Acquisition, transaction costs, the elimination of transactions between the Company and IWT and the estimated tax impacts thereof. The three months ended June 30, 2019 supplemental pro forma earnings were adjusted to exclude transaction cost of $4.5 million incurred in the three months ended June 30, 2019. The June 30, 2018 supplemental pro forma earnings were adjusted to include these charges and an additional $12.5 million of transaction costs. The unaudited pro forma information does not reflect any operating efficiency or potential cost savings that could result from the consolidation of IWT. Accordingly, the unaudited pro forma information is presented for informational purposes only and is not necessarily indicative of the actual results of the combined company if the Acquisition had occurred at the beginning of the period presented, nor is it indicative of the future results of operations. Three Months Ended June 30, (Amounts in thousands) 2019 2018 Net sales $ 483,944 $ 450,655 Net loss attributable to ADS (222,156 ) (14,778 ) New Senior Secured Credit Facilities - On July 31, 2019, the Company entered into the Credit Agreement by and among the Company, as borrower, Barclays Bank PLC, as administrative agent, the several lenders from time to time party thereto, and Barclays Bank PLC and Morgan Stanley Senior Funding, Inc., as joint lead arrangers, joint bookrunners, syndication agents and documentation agents. The Credit Agreement provides for a term loan facility in an initial aggregate principal amount of up to $1.3 billion (the “Term Loan Facility”), a revolving credit facility in an initial aggregate principal amount of up to $350 million (the “Revolving Credit Facility”), a letter of credit sub-facility in the initial aggregate available amount of up to $50 million, as a sublimit of such Revolving Credit Facility (the “L/C Facility”) and a swing line sub-facility in the aggregate available amount of up to $50 million, as a sublimit of the Revolving Credit Facility (together with the Term Loan Facility, the Revolving Credit Facility and the L/C Facility, the “Senior Secured Credit Facility”). On the Closing Date, the Company borrowed under the Credit Agreement which was used to (i) finance the Merger Consideration paid in connection with the closing of the Acquisition, (ii) repay the total outstanding amount as of the Closing Date under the Company’s PNC Credit Agreement, (iii) repay outstanding amounts of existing indebtedness incurred by IWT under its outstanding credit facility in effect prior to the Acquisition, and (iv) pay certain transaction fees and expenses associated with the Acquisition and the Credit Agreement. The Term Loan Facility must be repaid in equal quarterly installments commencing on January 1, 2020 and continuing on the first day of each consecutive April, July, October and January thereafter. To the extent not previously paid, all then-outstanding amounts under the Term Loan Facility are due and payable on the maturity date of the Term Loan Facility, which is seven years from the Closing Date. Borrowings under the Revolving Credit Facility are available beginning on the Closing Date and, to the extent not previously paid, all then-outstanding amounts under the Revolving Credit Facility are due and payable on the maturity date of the Revolving Credit Facility, which is five years from the Closing Date. At the option of the Company, borrowings under the Term Loan Facility and under the Revolving Credit Facility (subject to certain limitations) bear interest at either a base rate (as determined pursuant to the Credit Agreement) or at a Eurocurrency Rate (as defined in the Credit Agreement), plus the applicable margin as set forth therein from time to time. In the case of the Revolving Credit Facility, the applicable margin is based on the Company’s consolidated senior secured net leverage ratio (as defined in the Credit Agreement). All borrowings under the Term Loan Facility used to finance the Merger Consideration as described above initially bear interest at a Eurocurrency Rate applicable to Eurocurrency Loans (as defined in the Credit Agreement) denominated in U.S. Dollars. Beginning 53 days after the Closing Date, the applicable margin for the Term Loan Facility will be increased by 25 basis points every thirty days following the Closing Date until the earlier of (i) the Marketing Commencement Date (as defined in the Credit Agreement) or (ii) 113 days after the Closing Date. The Company has agreed to secure all of its obligations under the Credit Agreement by granting a first priority lien on substantially all of its assets (subject to certain exceptions and limitations), and each of Stormtech, LLC, Advanced Drainage of Ohio, Inc. and Infiltrator Water Technologies, LLC (collectively the “Guarantors”) has agreed to guarantee the obligations of the Company under the Credit Agreement and to secure the obligations thereunder by granting a first priority lien in substantially all of such Guarantor’s assets (subject to certain exceptions and limitations). Repayment of Prudential Senior Notes - On July 29, 2019, the Company repaid in full all of its and its subsidiaries indebtedness and other obligations totaling $104.4 million under that certain Second Amended and Restated Private Shelf Agreement, dated as of June 22, 2017 (as amended the “Shelf Note Agreement”) of the Company’s Senior Notes (“Senior Notes”), by and among the Company, as issuer, the guarantors from time to time a party thereto, PGIM, Inc., as a purchaser and the other purchasers from time to time a party thereto (the “Shelf Noteholders”). The Company repaid the outstanding indebtedness under the Shelf Note Agreement using borrowings from the PNC Credit Agreement as in effect as of July 29, 2019. Concurrently with the repayment, the Shelf Noteholders authorized and directed PNC Bank, National Association, in its capacity as Collateral Agent (as defined in the Shelf Note Agreement) to release the security interests and liens securing the Shelf Note Agreement and the Shelf Note Agreement was terminated. Repayment of PNC Credit Agreement - On the Closing Date, using borrowings of the new Term Loan Facility the Company repaid in full all of its and its subsidiaries indebtedness and other obligations totaling $239.2 million under the PNC Credit Agreement. Concurrently with the repayment, all security interests and liens held by the Collateral Agent (as defined in the PNC Credit Agreement) securing the PNC Credit Agreement were terminated and released and the PNC Credit Agreement was terminated. |
Background and Summary of Sig_2
Background and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 30, 2019 | |
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, 2019 was derived from audited financial statements included in the Annual Report on Form 10-K for the year ended March 31, 2019 (“Fiscal 2019 Form 10-K”). The accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments, of a normal recurring nature, necessary to present fairly its financial position as of June 30, 2019 and the results of operations and cash flows for the three months ended June 30, 2019. The interim Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements, including the notes thereto, filed in the Company’s Fiscal 2019 Form 10-K. |
Principles of Consolidation | Principles of Consolidation - The Condensed Consolidated Financial Statements include the Company, its wholly-owned subsidiaries, its majority-owned subsidiaries and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. The Company uses the equity method of accounting for equity investments where it exercises significant influence but does not hold a controlling financial interest. Such investments are recorded in Other assets in the Condensed Consolidated Balance Sheets and the related equity earnings from these investments are included in Equity in net loss of unconsolidated affiliates in the Condensed Consolidated Statements of Operations. All intercompany balances and transactions have been eliminated in consolidation. |
Acquisition of Infiltrator Water Technologies | Acquisition of Infiltrator Water Technologies - On July 31, 2019, the Company completed its acquisition (the “Acquisition”) of Infiltrator Water Technologies Ultimate Holdings, Inc. (“IWT” or “Infiltrator”). IWT manufactures and sells wastewater systems for homes and provides drainage chambers for septic and storm water management. The Acquisition will combine the Company's industry leading position in stormwater management with IWT's leading platform in onsite septic waste management. See “Note 15. Subsequent Events” for additional information on the Acquisition. |
Recent Accounting Guidance | Recent Accounting Guidance Recently Adopted Accounting Guidance Leases - In February 2016, the Financial Accounting Standards Board (the “FASB”) issued an accounting standard update (“ASU”) which amends the guidance for leases (“ASC 842”). This standard contains principles that will require an entity to recognize most leases on the balance sheet by recording a right-of-use asset and a lease liability, unless the lease is a short-term lease that has an accounting lease term of twelve months or less. The standard also contains other changes to the current lease guidance that may result in changes to how entities determine which contractual arrangements qualify as a lease, the accounting for executory costs, such as property taxes and insurance, as well as which lease origination costs will be capitalizable. In July 2018, the FASB amended A SC 842 to provide another transition method, allowing a cumulative effect adjustment to the opening balance of retained earnings during the period of adoption. The Company adopted these standards effective April 1, 2019 using the transition method in the July 2018 ASU which does not require adjustments to comparative periods or require modified disclosures for those periods and includes transition relief practical expedients. “Note 4. Leases” for further information on the adoption of the new lease ASUs. Hedge Accounting - In August 2017, the FASB issued an ASU which expanded an entity’s ability to apply hedge accounting for non-financial and financial risk components and provided a simplified approach for fair value hedging of interest rate risk. The standard also refined how entities assess hedge effectiveness. The Company adopted this standard effective April 1, 2019. The new standard did not have an impact on the Condensed Consolidated Financial Statements. Recent Accounting Guidance Not Yet Adopted Measurement of Credit Losses - In June 2016, the FASB issued an ASU which provides amended guidance on the measurement of credit losses on financial instruments, including trade receivables. This standard requires the use of an impairment model referred to as the current expected credit loss model. This standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those years, and early adoption is permitted for fiscal years beginning after December 15, 2018. The Company expects to adopt this standard effective April 1, 2020. The Company is currently evaluating the impact of this standard on the Condensed Consolidated Financial Statements. Except for the pronouncements described above, there have been no new accounting pronouncements issued or adopted since the filing of the Fiscal 2019 Form 10-K that have significance, or potential significance, to the Condensed Consolidated Financial Statements. |
Leases | ASC 842 Adoption - The Company adopted the provisions of ASC 842 beginning on April 1, 2019 using the transition methodology in ASC 842 which does not require adjustments to comparative periods or require modified disclosures. The Company elected the transition relief practical expedients. ASC 842 provides lessees with the option of electing an accounting policy, by class of underlying asset, in which the lessee may choose not to separate nonlease components from lease components. The Company elected this practical expedient for leases of certain classes of equipment. The Company also elected the accounting policy to not recognize the right-of-use asset and lease liability for leases with an initial expected term of 12 months or less (“Short-term leases”). The adoption of ASC 842 resulted in the recording of $13.3 million of additional lease liabilities and corresponding right-of-use assets to the beginning balance of the Company’s Condensed Consolidated Balance Sheet. The adoption did not have an impact on the Company’s Condensed Consolidated Statement of Operations and Condensed Consolidated Statement of Cash Flows. Nature of the Company’s Leases - The Company has operating and finance leases for plants, yards, corporate offices, tractors, trailers and other equipment. The Company’s leases have a remaining term of less than one year to 30 years, some of which include options to extend the leases for up to 5 years. The Company’s lease payments are generally fixed. Certain equipment leases contain residual value guarantees that create a contingent obligation on the part of the Company to compensate the lessor if the leased asset cannot be sold for an amount in excess of a specified minimum value at the conclusion of the lease term. The calculation is based on the original cost of the transportation equipment, less lease payments made, compared to a percentage of the transportation equipment’s fair market value at the time of sale. All leased units covered by this guarantee have been classified as finance leases and a corresponding finance lease obligation was recorded. Therefore, no contingent obligation is needed. For all leases with an initial expected term of more than 12 months, the Company recorded, at the adoption date of ASC 842 or lease commencement date for leases entered into after the adoption date, a lease liability, which is the lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. The Company will utilize its collateralized incremental borrowing rate commensurate to the lease term as the discount rate for its leases, unless the Company can specifically determine the lessor’s implicit rate. The incremental borrowing rate for each is lease is determined based on its term and adjusted for the impacts of collateral. |
Loss on Disposal of Assets an_2
Loss on Disposal of Assets and Costs from Exit and Disposal Activities (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Summary of Loss on Disposal of Assets and Costs from Exit and Disposal Activities | The following table summarizes the activity included in Loss on disposal of assets and costs from exit and disposal activities recorded during the three months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 2018 (In thousands) Plant severance $ — $ (35 ) Other restructuring activities — 31 Total 2018 Restructuring Plan activities $ — $ (4 ) Loss on other disposals and partial disposals of property, plant and equipment 707 1,108 Total loss on disposal of assets and costs from exit and disposal activities $ 707 $ 1,104 |
Schedule of Reconciliation of Restructuring Liability | A reconciliation of the beginning and ending amounts of restructuring liability related to the 2018 Restructuring Plan at June 30, 2019 and 2018 is as follows: Three Months Ended June 30, 2019 2018 (In thousands) Balance at the beginning of the period $ 1,696 $ 3,901 Expenses — 55 Non-cash expenses — (59 ) Payments (598 ) (1,074 ) Balance at the end of the period $ 1,098 $ 2,823 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Contract Asset and Liability | The following table presents the balance of the Company’s contract asset and liability as of June 30, 2019 and March 31, 2019: June 30, 2019 March 31, 2019 (In thousands) Contract asset - product returns $ 787 $ 646 Refund liability 1,698 1,372 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | Lease Expense - The components of lease expense for the three months ended June 30, 2019 was as follows: (Amounts in thousands) Income Statement Classification 2019 Operating lease cost Operating lease expense Cost of goods sold $ 948 Operating lease expense General and administrative 90 Short-term lease expense Cost of goods sold 736 Total operating lease cost $ 1,774 Finance lease cost Amortization of right-of-use assets Cost of goods sold 4,554 Amortization of right-of-use assets General and administrative 356 Interest on lease liabilities Interest expense 1,159 Total finance lease cost $ 6,069 |
Schedule of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases for the three months ended June 30, 2019 was as follows: (Amounts in thousands) 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 1,038 Operating cash flows from finance leases 1,174 Financing cash flows from finance leases 6,047 Right-of-use assets obtained in exchange for lease obligations: Operating leases 1,219 Finance leases 296 |
Schedule of Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases as of June 30, 2019 was as follows: (Amounts in thousands) Balance Sheet Classification 2019 Operating leases Right-of-use assets Other assets $ 13,203 Current lease liabilities Other accrued liabilities 3,809 Non-current lease liabilities Other liabilities 9,407 Total operating lease liabilities $ 13,216 Finance leases Right-of-use assets Property, plant and equipment 106,018 Current lease liabilities Current maturities of finance lease obligations 22,695 Non-current lease liabilities Long-term finance lease obligations 56,368 Total finance lease liabilities $ 79,063 Weighted average lease term Operating leases 8.36 Finance leases 11.15 Weighted average discount rate Operating leases 3.54 % Finance leases 4.98 % |
Schedule of Future Minimum Lease Payments on Rolling Twelve-month Basis under Operating and Finance Leases | The following is a schedule by year of future minimum lease payments on a rolling twelve-month basis under operating and finance leases and the present value of the net minimum lease payments as of June 30, 2019: (Amounts in thousands) Operating Leases Finance Leases Year 1 $ 4,154 $ 26,010 Year 2 3,607 21,732 Year 3 2,362 17,117 Year 4 1,261 10,780 Year 5 842 6,553 Thereafter 4,296 7,528 Total minimum lease payments $ 16,522 $ 89,720 Less: amount representing interest 3,306 10,657 Present value of net minimum lease payments $ 13,216 $ 79,063 |
Schedule of Contractual Obligations for Capital and Operating Leases | As of March 31, 2019, total contractual obligations for capital and operating leases were as follows: (Amounts in thousands) Operating Leases Capital Leases 2020 $ 4,159 $ 26,604 2021 2,924 22,507 2022 1,814 18,064 2023 690 11,721 2024 325 7,143 Thereafter 2,236 8,198 Total minimum lease payments $ 12,148 $ 94,237 Less: amount representing interest — 9,565 Present value of net minimum lease payments $ 12,148 $ 84,672 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories as of the periods presented consisted of the following: June 30, 2019 March 31, 2019 (In thousands) Raw materials $ 44,607 $ 47,910 Finished goods 185,677 216,630 Total inventories $ 230,284 $ 264,540 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Carried at Fair Value | The assets and liabilities carried at fair value as of the periods presented were as follows: June 30, 2019 Total Level 1 Level 2 Level 3 (In thousands) Assets: Derivative assets – diesel fuel contracts $ 151 $ — $ 151 $ — Total assets at fair value on a recurring basis $ 151 $ — $ 151 $ — Liabilities: Derivative liabilities – diesel fuel contracts $ 314 $ — $ 314 $ — Interest rate swaps 638 — 638 — Contingent consideration for acquisitions 57 — — 57 Foreign exchange forward contracts 53 — 53 — Total liabilities at fair value on a recurring basis $ 1,062 $ — $ 1,005 $ 57 March 31, 2019 Total Level 1 Level 2 Level 3 (In thousands) Assets: Derivative assets – diesel fuel contracts $ 189 $ — $ 189 $ — Interest rate swaps 1,088 — 1,088 — Total assets at fair value on a recurring basis $ 1,277 $ — $ 1,277 $ — Liabilities: Derivative liability - diesel fuel contracts $ 283 $ — $ 283 $ — Foreign exchange contracts 60 — 60 — Contingent consideration for acquisitions 203 — — 203 Total liabilities at fair value on a recurring basis $ 546 $ — $ 343 $ 203 |
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 periods presented were as follows: Three Months Ended June 30, 2019 2018 (In thousands) Balance at the beginning of the period $ 203 $ 578 Change in fair value — 2 Payments of contingent consideration liability (146 ) (120 ) Balance at the end of the period $ 57 $ 460 |
Derivative Transactions (Tables
Derivative Transactions (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Cash Settlements and Net Losses and Net (Gains) on Mark-to-Market Adjustments for Changes in Fair Value of Derivative Contracts | The Company recorded net losses and net (gains) on mark-to-market adjustments for changes in the fair value of derivatives contracts as well as net losses and net (gains) on the settlement of derivative contracts as follows: Three Months Ended June 30, 2019 2018 (In thousands) Diesel fuel option collars $ 69 $ (12 ) Interest rate swaps 1,726 (613 ) Foreign exchange forward contracts (7 ) — Total net unrealized mark-to-market loss (gains) $ 1,788 $ (625 ) Diesel fuel option collars 7 (308 ) Foreign exchange forward contracts — (51 ) Interest rate swaps (166 ) (25 ) Total net realized gains $ (159 ) $ (384 ) |
Net Income Per Share and Stoc_2
Net Income Per Share and Stockholders' Equity (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Net Income Per Share And Stockholders Equity [Abstract] | |
Summary of Net Income Per Share | The following table presents information necessary to calculate net income per share for the periods presented, as well as potentially dilutive securities excluded from the weighted average number of diluted common shares outstanding because their inclusion would have been anti-dilutive: Three Months Ended June 30, (In thousands, except per share data) 2019 2018 NET INCOME PER SHARE—BASIC: Net (loss) income attributable to ADS $ (226,356 ) $ 32,280 Adjustments for: Dividends to redeemable convertible preferred stockholders (6,841 ) (497 ) Dividends paid to unvested restricted stockholders (328 ) (15 ) Net (loss) income available to common stockholders and participating securities (233,525 ) 31,768 Undistributed income allocated to participating securities — (2,712 ) Net (loss) income available to common stockholders – Basic $ (233,525 ) $ 29,056 Weighted average number of common shares outstanding – Basic 57,576 56,594 Net (loss) income per common share – Basic $ (4.06 ) $ 0.51 NET INCOME PER SHARE—DILUTED: Net (loss) income available to common stockholders – Diluted $ (233,525 ) $ 29,056 Weighted average number of common shares outstanding – Basic 57,576 56,594 Assumed exercise of stock options — 564 Weighted average number of common shares outstanding – Diluted 57,576 57,158 Net (loss) income per common share – Diluted $ (4.06 ) $ 0.51 Potentially dilutive securities excluded as anti-dilutive 10,806 6,166 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt as of the periods presented consisted of the following: June 30, 2019 March 31, 2019 (In thousands) Revolving Credit Facility $ 156,200 $ 134,400 Senior Notes payable 100,000 100,000 Equipment financing 2,195 2,427 Total 258,395 236,827 Unamortized debt issuance costs (2,119 ) (2,293 ) Current maturities (25,939 ) (25,932 ) Long-term debt obligation $ 230,337 $ 208,602 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock-based Compensation Expense | The Company recognized stock-based compensation expense in the following line items of the Condensed Consolidated Statements of Operations for the three months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 2018 (In thousands) Component of income before income taxes: Cost of goods sold $ 112 $ 62 Selling expenses 56 36 General and administrative expenses 1,673 1,461 Total stock-based compensation expense $ 1,841 $ 1,559 The following table summarizes stock-based compensation expense by award type for the three months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 2018 (In thousands) Stock-based compensation expense: Equity-classified Stock Options $ 551 $ 773 Restricted Stock 642 543 Performance Units 372 — Non-Employee Directors 276 243 Total stock-based compensation expense $ 1,841 $ 1,559 |
Summary of Assumption Used in Estimate Fair Value of Stock Options | The following table summarizes the assumptions used in estimate the fair value of stock-options during the three months ended June 30, 2019 : Three Months Ended June 30, Common stock price $27.44 Expected stock price volatility 30.9% Risk-free interest rate 2.3% Weighted-average expected option life (years) 6.0 Dividend yield 1.3% |
Business Segments Information (
Business Segments Information (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
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 for the periods presented: Three Months Ended June 30, 2019 2018 (In thousands) Domestic Pipe $ 262,121 $ 242,026 Allied Products 112,254 100,472 Total domestic 374,375 342,498 International Pipe 29,284 34,448 Allied Products 10,049 10,901 Total international 39,333 45,349 Total Net sales $ 413,708 $ 387,847 |
Schedule of Additional Financial Information Attributable to Reportable Segments | The following sets forth certain additional financial information attributable to the reportable segments for the periods presented: Domestic International Total (In thousands) For the three months ended June 30, 2019 Net sales $ 374,375 $ 39,333 $ 413,708 Segment Adjusted EBITDA 74,328 5,968 80,296 Interest expense 5,188 76 5,264 Income tax expense 17,430 4,940 22,370 Depreciation and amortization 14,803 1,891 16,694 Equity in net income of unconsolidated affiliates — (434 ) (434 ) Capital expenditures 8,469 1,254 9,723 For the three months ended June 30, 2018 Net sales $ 342,498 $ 45,349 $ 387,847 Segment Adjusted EBITDA 68,832 6,311 75,143 Interest expense 3,757 45 3,802 Income tax expense 13,257 1,027 14,284 Depreciation and amortization 15,953 1,874 17,827 Equity in net loss of unconsolidated affiliates — 133 133 Capital expenditures 5,881 993 6,874 The following sets forth certain additional financial information attributable to the reportable segments as of the periods presented: June 30, 2019 March 31, 2019 (In thousands) Investments in unconsolidated affiliates International $ 10,891 $ 10,467 Total $ 10,891 $ 10,467 Total identifiable assets Domestic $ 945,000 $ 918,806 International 130,300 128,085 Eliminations (6,885 ) (4,732 ) Total $ 1,068,415 $ 1,042,159 |
Schedule of Reconciliation of Segment Adjusted EBITDA to Net Income | The following reconciles net (loss) income to segment adjusted EBITDA for the periods presented: For the Three Months Ended June 30, 2019 2018 Domestic International Domestic International (In thousands) Reconciliation of Segment Adjusted EBITDA: Net (loss) income $ (225,291 ) $ (2,160 ) $ 30,589 $ 3,062 Depreciation and amortization 14,803 1,891 15,953 1,874 Interest expense 5,188 76 3,757 45 Income tax expense 17,430 4,940 13,257 1,027 Segment EBITDA (187,870 ) 4,747 63,556 6,008 Loss on disposal of assets and costs from exit and disposal activities 435 272 1,009 95 ESOP and stock-based compensation expense 7,425 — 5,580 — ESOP special dividend compensation (a) 246,752 — — — Transaction costs (b) 4,207 38 256 — Strategic growth and operational improvement initiatives (c) 2,195 — — — Other adjustments (d) 1,184 911 (1,569 ) 208 Segment Adjusted EBITDA $ 74,328 $ 5,968 $ 68,832 $ 6,311 (a) In the first quarter of fiscal 2020, the Company paid a special cash dividend of $1.00 per share and a quarterly cash dividend of $0.09 per share. The dividends were used to pay back a portion of the ESOP loan resulting in $246.8 million in additional stock-based compensation. See “Note 8. Net Income Per Share and Stockholders’ Equity” for additional information. ( b ) Represents expenses recorded related to legal, accounting and other professional fees incurred in connection with the debt refinancing and potential business or asset acquisitions and dispositions. ( c ) Represents professional fees incurred in connection with the Company’s strategic growth and operational improvement initiatives, which include various market feasibility assessments and acquisition strategies, along with operational improvement initiatives, which include evaluation of the Company’s manufacturing network and improvement initiatives. (d) Includes derivative fair value adjustments, foreign currency transaction (gains) losses, the proportional share of interest, income taxes, depreciation and amortization related to the South American Joint Venture, which are accounted for under the equity method of accounting, contingent consideration remeasurement, executive retirement expense (benefit) and restatement related costs. The other adjustments in fiscal 2020 also includes expenses related to the ADS Mexicana’s investigation as described in “Note 11. Commitments and Contingencies”. The other adjustments for fiscal 2019 also includes insurance proceeds received in connection with the Company’s restatement of prior period financial statements as reflected in the Company’s Form 10-K for the fiscal year ended March 31, 2015 and the Form 10-K for the fiscal year ended March 31, 2016, as amended. |
Subsequent Events (Tables)
Subsequent Events (Tables) - IWT [Member] | 3 Months Ended |
Jun. 30, 2019 | |
Summary of Preliminary Consideration Paid, Net of Cash Acquired | The following table summarizes the preliminary consideration paid, net of cash acquired. The amounts below are preliminary and are subject to closing adjustments as outlined in the Merger Agreement. (Amounts in thousands) Amount Total fair value of consideration transferred $ 1,128,489 Less: cash acquired 48,489 Total net cash consideration paid $ 1,080,000 |
Summary of Consideration Paid and Preliminary Purchase Price Allocation of Assets Acquired and Liabilities Assumed | The following table summarizes the consideration paid and the preliminary purchase price allocation of the assets acquired and liabilities assumed. (Amounts in thousands) Amount Cash $ 48,489 Total current assets, excluding cash 68,675 Property, plant and equipment, net 82,424 Goodwill 578,709 Intangible assets, net 475,000 Other assets 14,410 Total current liabilities (26,495 ) Deferred tax liabilities (109,846 ) Other liabilities (2,877 ) Total fair value of consideration transferred $ 1,128,489 |
Summary of Unaudited Pro Forma Information | The unaudited pro forma information for the three months ended June 30, 2019 and 2018 presented below includes the effects of the Acquisition as if it had been consummated as of April 1, 2018, with adjustments to give effect to pro forma events that are directly attributable to the Acquisition. Three Months Ended June 30, (Amounts in thousands) 2019 2018 Net sales $ 483,944 $ 450,655 Net loss attributable to ADS (222,156 ) (14,778 ) |
Background and Summary of Sig_3
Background and Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended |
Jun. 30, 2019Segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 2 |
Loss on Disposal of Assets an_3
Loss on Disposal of Assets and Costs from Exit and Disposal Activities - Summary of Loss on Disposal of Assets and Costs from Exit and Disposal Activities (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | ||
Plant severance | $ (35) | |
Other restructuring activities | 31 | |
Total 2018 Restructuring Plan activities | (4) | |
Loss on other disposals and partial disposals of property, plant and equipment | $ 707 | 1,108 |
Total loss on disposal of assets and costs from exit and disposal activities | $ 707 | $ 1,104 |
Loss on Disposal of Assets an_4
Loss on Disposal of Assets and Costs from Exit and Disposal Activities - Schedule of Reconciliation of Restructuring Liability (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Expenses | $ (4) | |
2018 Restructuring Plan [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Balance at the beginning of the period | $ 1,696 | 3,901 |
Expenses | 55 | |
Non-cash expenses | (59) | |
Payments | (598) | (1,074) |
Balance at the end of the period | $ 1,098 | $ 2,823 |
Loss on Disposal of Assets an_5
Loss on Disposal of Assets and Costs from Exit and Disposal Activities - Additional Information (Detail) $ in Millions | Jun. 30, 2019USD ($) |
Other Accrued Liabilities and Other Liabilities [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Severance liability related to restructuring plan | $ 0.2 |
Schedule of Contract Asset and
Schedule of Contract Asset and Liability (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 |
Contract With Customer Asset And Liability [Abstract] | ||
Contract asset - product returns | $ 787 | $ 646 |
Refund liability | $ 1,698 | $ 1,372 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Jun. 30, 2019 | Apr. 01, 2019 | |
Minimum [Member] | ||
Lessee Lease Description [Line Items] | ||
Leases remaining term | 1 year | |
Maximum [Member] | ||
Lessee Lease Description [Line Items] | ||
Leases remaining term | 30 years | |
Leases options to extend | 5 years | |
ASC 842 Adoption [Member] | ||
Lessee Lease Description [Line Items] | ||
Additional lease liabilities | $ 13.3 | |
Right-of-use assets | $ 13.3 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Detail) $ in Thousands | 3 Months Ended |
Jun. 30, 2019USD ($) | |
Operating lease cost | |
Short-term lease expense | $ 736 |
Total operating lease cost | 1,774 |
Finance lease cost | |
Total finance lease cost | 6,069 |
Cost of Goods Sold [Member] | |
Operating lease cost | |
Operating lease expense | 948 |
Finance lease cost | |
Amortization of right-of-use assets | 4,554 |
General and Administrative [Member] | |
Operating lease cost | |
Operating lease expense | 90 |
Finance lease cost | |
Amortization of right-of-use assets | 356 |
Interest Expense [Member] | |
Finance lease cost | |
Interest on lease liabilities | $ 1,159 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 1,038 | |
Operating cash flows from finance leases | 1,174 | |
Financing cash flows from finance leases | 6,047 | $ 5,885 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 1,219 | |
Finance leases | $ 296 |
Leases - Schedule of Suppleme_2
Leases - Schedule of Supplemental Balance Sheet Information Related to Leases (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 |
Operating leases | ||
Right-of-use assets | $ 13,203 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | |
Current lease liabilities | $ 3,809 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherAccruedLiabilitiesCurrent | |
Non-current lease liabilities | $ 9,407 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | |
Total operating lease liabilities | $ 13,216 | |
Finance leases | ||
Right-of-use assets | $ 106,018 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet | |
Current lease liabilities | $ 22,695 | $ 23,117 |
Non-current lease liabilities | 56,368 | $ 61,555 |
Total finance lease liabilities | $ 79,063 | |
Weighted average lease term | ||
Operating leases | 8 years 4 months 9 days | |
Finance leases | 11 years 1 month 24 days | |
Weighted average discount rate | ||
Operating leases | 3.54% | |
Finance leases | 4.98% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments on Rolling Twelve-month Basis under Operating and Finance Leases (Detail) $ in Thousands | Jun. 30, 2019USD ($) |
Operating Leases | |
Year 1 | $ 4,154 |
Year 2 | 3,607 |
Year 3 | 2,362 |
Year 4 | 1,261 |
Year 5 | 842 |
Thereafter | 4,296 |
Total minimum lease payments | 16,522 |
Less: amount representing interest | 3,306 |
Present value of net minimum lease payments | 13,216 |
Finance Leases | |
Year 1 | 26,010 |
Year 2 | 21,732 |
Year 3 | 17,117 |
Year 4 | 10,780 |
Year 5 | 6,553 |
Thereafter | 7,528 |
Total minimum lease payments | 89,720 |
Less: amount representing interest | 10,657 |
Present value of net minimum lease payments | $ 79,063 |
Leases - Schedule of Contractua
Leases - Schedule of Contractual Obligations for Capital and Operating Leases (Detail) $ in Thousands | Mar. 31, 2019USD ($) |
Operating Leases | |
2020 | $ 4,159 |
2021 | 2,924 |
2022 | 1,814 |
2023 | 690 |
2024 | 325 |
Thereafter | 2,236 |
Total minimum lease payments | 12,148 |
Present value of net minimum lease payments | 12,148 |
Capital Leases | |
2020 | 26,604 |
2021 | 22,507 |
2022 | 18,064 |
2023 | 11,721 |
2024 | 7,143 |
Thereafter | 8,198 |
Total minimum lease payments | 94,237 |
Less: amount representing interest | 9,565 |
Present value of net minimum lease payments | $ 84,672 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 44,607 | $ 47,910 |
Finished goods | 185,677 | 216,630 |
Total inventories | $ 230,284 | $ 264,540 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) | Jun. 30, 2019 | Mar. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Work-in-process inventories | $ 0 | $ 0 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Assets and Liabilities Carried at Fair Value (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | $ 151 | $ 1,277 |
Contingent consideration for acquisitions | 57 | 203 |
Total liabilities at fair value on a recurring basis | 1,062 | 546 |
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 | 151 | 1,277 |
Total liabilities at fair value on a recurring basis | 1,005 | 343 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration for acquisitions | 57 | 203 |
Total liabilities at fair value on a recurring basis | 57 | 203 |
Diesel Fuel Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 151 | 189 |
Derivative liability | 314 | 283 |
Diesel Fuel Contracts [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 151 | 189 |
Derivative liability | 314 | 283 |
Interest Rate Swaps [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,088 | |
Derivative liability | 638 | |
Interest Rate Swaps [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 1,088 | |
Derivative liability | 638 | |
Foreign Exchange Forward Contracts [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 60 | |
Derivative liability | 53 | |
Foreign Exchange Forward Contracts [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 60 | |
Derivative liability | $ 53 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of assets and liabilities, additional transfers | $ 0 | $ 0 | |
Senior Notes Payable [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Senior notes | 100,000,000 | $ 100,000,000 | |
Senior notes, fair value | $ 100,500,000 | $ 98,900,000 |
Fair Value Measurement - Summ_2
Fair Value Measurement - Summary of Changes in Fair Value of Recurring Fair Value Measurements Using Unobservable Inputs (Detail) - Contingent Consideration [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Balance beginning | $ 203 | $ 578 |
Change in fair value | 2 | |
Payments of contingent consideration liability | (146) | (120) |
Balance ending | $ 57 | $ 460 |
Derivative Transactions - Sched
Derivative Transactions - Schedule of Cash Settlements and Net Losses and Net (Gains) on Mark-to-Market Adjustments for Changes in Fair Value of Derivative Contracts (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Derivatives, Fair Value [Line Items] | ||
Total net unrealized mark-to-market loss (gains) | $ 1,788 | $ (625) |
Total net realized gains | (159) | (384) |
Diesel Fuel Option Collars [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total net unrealized mark-to-market loss (gains) | 69 | (12) |
Total net realized gains | 7 | (308) |
Interest Rate Swaps [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total net unrealized mark-to-market loss (gains) | 1,726 | (613) |
Total net realized gains | (166) | (25) |
Foreign Exchange Forward Contracts [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total net unrealized mark-to-market loss (gains) | $ (7) | |
Total net realized gains | $ (51) |
Net Income Per Share and Stoc_3
Net Income Per Share and Stockholders' Equity - Summary of Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
NET INCOME PER SHARE—BASIC: | ||
Net (loss) income attributable to ADS | $ (226,356) | $ 32,280 |
Dividends to redeemable convertible preferred stockholders | (6,841) | (497) |
Dividends paid to unvested restricted stockholders | (328) | (15) |
Net (loss) income available to common stockholders and participating securities | (233,525) | 31,768 |
Undistributed income allocated to participating securities | (2,712) | |
Net (loss) income available to common stockholders – Basic | $ (233,525) | $ 29,056 |
Weighted average number of common shares outstanding – Basic | 57,576 | 56,594 |
Net (loss) income per common share – Basic | $ (4.06) | $ 0.51 |
NET INCOME PER SHARE—DILUTED: | ||
Net (loss) income available to common stockholders – Diluted | $ (233,525) | $ 29,056 |
Weighted average number of common shares outstanding – Basic | 57,576 | 56,594 |
Weighted average number of common shares outstanding – Diluted | 57,576 | 57,158 |
Net (loss) income per common share – Diluted | $ (4.06) | $ 0.51 |
Potentially dilutive securities excluded as anti-dilutive | 10,806 | 6,166 |
Exercise of Stock Options [Member] | ||
NET INCOME PER SHARE—DILUTED: | ||
Assumed exercise of stock options | 564 |
Net Income Per Share and Stoc_4
Net Income Per Share and Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Feb. 28, 2017 | |
Equity Class Of Treasury Stock [Line Items] | |||
Stock repurchase program amount authorized | $ 50,000 | ||
Cash dividend declared | $ 0.09 | ||
Dividend payment | $ 81,600 | ||
Additional stock-based compensation expense | 1,841 | $ 1,559 | |
Cost of Goods Sold - ESOP special dividend compensation and Selling, General and Administrative Expenses [Member] | |||
Equity Class Of Treasury Stock [Line Items] | |||
Additional stock-based compensation expense | $ 246,800 | ||
ESOP [Member] | |||
Equity Class Of Treasury Stock [Line Items] | |||
Number of redeemable convertible preferred stock allocated to ESOP participants | 11,600 | ||
Amount of dividend from unallocated redeemable convertible preferred stock held in the ESOP trust to repay ESOP loan | $ 12,000 | ||
Special Dividend [Member] | |||
Equity Class Of Treasury Stock [Line Items] | |||
Cash dividend declared | $ 1 | ||
Dividend payable date | Jun. 14, 2019 | ||
Dividend payable, date of record | Jun. 3, 2019 | ||
Special Dividend [Member] | ESOP [Member] | |||
Equity Class Of Treasury Stock [Line Items] | |||
Dividend payable date | Jun. 14, 2019 | ||
Additional stock-based compensation expense | $ 246,800 | ||
Common Stock [Member] | |||
Equity Class Of Treasury Stock [Line Items] | |||
Common stock repurchases, Shares | 0 | 0 | |
Stock repurchase program amount authorized | $ 42,100 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | |
South American Joint Venture [Member] | |||
Related Party Transaction [Line Items] | |||
Maximum borrowings permitted under credit facility | $ 22,000,000 | ||
Debt, expiration date | Dec. 31, 2020 | ||
Percentage of debt guarantee | 50.00% | ||
Company's ownership percentage | 50.00% | ||
Maximum potential payment under guarantee | $ 11,000,000 | ||
Outstanding principal balance including letters of credit | 12,200,000 | $ 12,300,000 | |
Sales with related parties | 400,000 | $ 600,000 | |
Sale with joint ventures | 300,000 | 200,000 | |
South American Joint Venture [Member] | US Dollar Denominated Loans [Member] | |||
Related Party Transaction [Line Items] | |||
Outstanding principal balance including letters of credit | $ 0 | ||
South American Joint Venture [Member] | Chilean Peso Denominated Loans [Member] | |||
Related Party Transaction [Line Items] | |||
Weighted average interest rate | 5.60% | ||
Tigre-ADS USA [Member] | |||
Related Party Transaction [Line Items] | |||
Purchases from related party | $ 500,000 | $ 500,000 | |
Consolidated Entity Excluding Variable Interest Entities (VIE) [Member] | |||
Related Party Transaction [Line Items] | |||
Maximum borrowings permitted under credit facility | $ 12,000,000 | ||
Revolving credit facility maturity date | Jun. 22, 2018 | ||
Debt, expiration date | Jun. 22, 2022 | ||
Outstanding principal balance including letters of credit | $ 0 | ||
ADS Mexicana [Member] | Consolidated Entity Excluding Variable Interest Entities (VIE) [Member] | |||
Related Party Transaction [Line Items] | |||
Percentage of ownership in joint venture | 49.00% | ||
Consolidated Entity Excluding Variable Interest Entities (VIE) [Member] | ADS Mexicana [Member] | |||
Related Party Transaction [Line Items] | |||
Company's ownership percentage | 51.00% |
Debt - Long-Term Debt (Detail)
Debt - Long-Term Debt (Detail) - USD ($) | Jun. 30, 2019 | Mar. 31, 2019 |
Debt Instrument [Line Items] | ||
Total | $ 258,395,000 | $ 236,827,000 |
Unamortized debt issuance costs | (2,119,000) | (2,293,000) |
Current maturities | (25,939,000) | (25,932,000) |
Long-term debt obligation | 230,337,000 | 208,602,000 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Revolving Credit Facility | 156,200,000 | 134,400,000 |
Equipment Financing [Member] | ||
Debt Instrument [Line Items] | ||
Revolving Credit Facility | 2,195,000 | 2,427,000 |
Senior Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Senior notes | $ 100,000,000 | $ 100,000,000 |
Debt (Secured Bank Term Loans)
Debt (Secured Bank Term Loans) - Additional Information (Detail) - USD ($) $ in Millions | Jun. 30, 2019 | Mar. 31, 2019 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding letters of credit | $ 8.4 | $ 8.5 |
Commitments and Contingencies (
Commitments and Contingencies (Purchase Commitments) - Additional Information (Detail) - Inventory [Member] $ in Millions | 3 Months Ended |
Jun. 30, 2019USD ($) | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |
Purchase contracts period range, start | 1 month |
Purchase contracts period range, end | 12 months |
Total purchase commitment | $ 11.8 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Income Taxes [Line Items] | ||
Effective income tax rate | (10.90%) | 29.70% |
Discrete income tax expense | $ 60,700 | |
Additional stock-based compensation expense | $ 1,841 | $ 1,559 |
Special Dividend [Member] | ||
Income Taxes [Line Items] | ||
Dividend payable date | Jun. 14, 2019 | |
Employee Stock Ownership Plan (ESOP) [Member] | ||
Income Taxes [Line Items] | ||
Non-deductible stock appreciation of total stock-based compensation expense | $ 237,600 | |
Effective tax rate reduced by discrete event | (29.60%) | |
Employee Stock Ownership Plan (ESOP) [Member] | Special Dividend [Member] | ||
Income Taxes [Line Items] | ||
Shares allocated from the ESOP from discrete event | 11.6 | |
Dividend payable date | Jun. 14, 2019 | |
Additional stock-based compensation expense | $ 246,800 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 1,841 | $ 1,559 |
Non-Employee Director [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 276 | 243 |
Equity-Classified Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 551 | 773 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 642 | 543 |
Performance Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 372 | |
Cost of Goods Sold [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 112 | 62 |
Selling Expenses [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | 56 | 36 |
General and Administrative Expenses [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Total stock-based compensation expense | $ 1,673 | $ 1,461 |
Stock-Based Compensation (2017
Stock-Based Compensation (2017 Omnibus Plan) - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | May 24, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock awards | $ (92) | $ 735 | |
2017 Omnibus Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock awards, Shares | 100,000 | ||
Restricted stock awards | $ 3,300 | ||
Share-based compensation award description | the performance units, 50% of the award is based upon the achievement of certain levels of Return on Invested Capital for the performance period and 50% is based upon the achievement of certain levels of Free Cash Flow for the performance period. | ||
Performance awards performance period | 3 years | ||
Number of nonqualified stock options granted | 300,000 | ||
Number of stock options granted, Value | $ 2,700 | ||
2017 Omnibus Plan [Member] | Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of performance units granted | 100,000 | ||
Number of performance units granted, Value | $ 3,400 | ||
2017 Omnibus Plan [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock approved for issuance | 3,500,000 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Assumption Used in Estimate Fair Value of Stock Options (Detail) | 3 Months Ended |
Jun. 30, 2019$ / shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Common stock price | $ 27.44 |
Expected stock price volatility | 30.90% |
Risk-free interest rate | 2.30% |
Weighted-average expected option life (years) | 6 years |
Dividend yield | 1.30% |
Business Segments Information -
Business Segments Information - Additional Information (Detail) | 3 Months Ended |
Jun. 30, 2019Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Number of operating segments | 2 |
Business Segments Information_2
Business Segments Information - Schedule of Revenue from Reportable Segments by Product Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 413,708 | $ 387,847 |
Domestic [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 374,375 | 342,498 |
Domestic [Member] | Pipe [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 262,121 | 242,026 |
Domestic [Member] | Allied Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 112,254 | 100,472 |
International Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 39,333 | 45,349 |
International Segment [Member] | Pipe [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 29,284 | 34,448 |
International Segment [Member] | Allied Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ 10,049 | $ 10,901 |
Business Segments Information_3
Business Segments Information - Schedule of Additional Financial Information Attributable to Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 413,708 | $ 387,847 | |
Segment Adjusted EBITDA | 80,296 | 75,143 | |
Interest expense | 5,264 | 3,802 | |
Income tax expense | 22,370 | 14,284 | |
Depreciation and amortization | 16,694 | 17,827 | |
Equity in net (income) loss of unconsolidated affiliates | (434) | 133 | |
Capital expenditures | 9,723 | 6,874 | |
Investments in unconsolidated affiliates | 10,891 | $ 10,467 | |
Total identifiable assets | 1,068,415 | 1,042,159 | |
Intersegment Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Total identifiable assets | (6,885) | (4,732) | |
Domestic [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 374,375 | 342,498 | |
Segment Adjusted EBITDA | 74,328 | 68,832 | |
Interest expense | 5,188 | 3,757 | |
Income tax expense | 17,430 | 13,257 | |
Depreciation and amortization | 14,803 | 15,953 | |
Capital expenditures | 8,469 | 5,881 | |
Total identifiable assets | 945,000 | 918,806 | |
International Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 39,333 | 45,349 | |
Segment Adjusted EBITDA | 5,968 | 6,311 | |
Interest expense | 76 | 45 | |
Income tax expense | 4,940 | 1,027 | |
Depreciation and amortization | 1,891 | 1,874 | |
Equity in net (income) loss of unconsolidated affiliates | (434) | 133 | |
Capital expenditures | 1,254 | $ 993 | |
Investments in unconsolidated affiliates | 10,891 | 10,467 | |
Total identifiable assets | $ 130,300 | $ 128,085 |
Business Segments Information_4
Business Segments Information - Schedule of Reconciliation of Segment Adjusted EBITDA to Net Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Net (loss) income attributable to ADS | $ (226,356) | $ 32,280 |
Interest expense | 5,264 | 3,802 |
Income tax expense | 22,370 | 14,284 |
Loss on disposal of assets and costs from exit and disposal activities | (707) | (1,104) |
Domestic [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Net (loss) income attributable to ADS | (225,291) | 30,589 |
Depreciation and amortization | 14,803 | 15,953 |
Interest expense | 5,188 | 3,757 |
Income tax expense | 17,430 | 13,257 |
Segment EBITDA | (187,870) | 63,556 |
Loss on disposal of assets and costs from exit and disposal activities | 435 | 1,009 |
ESOP and stock-based compensation expense | 7,425 | 5,580 |
ESOP special dividend compensation | 246,752 | |
Transaction costs | 4,207 | 256 |
Strategic growth and operational improvement initiatives | 2,195 | |
Other adjustments | 1,184 | (1,569) |
Segment Adjusted EBITDA | 74,328 | 68,832 |
International Segment [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Net (loss) income attributable to ADS | (2,160) | 3,062 |
Depreciation and amortization | 1,891 | 1,874 |
Interest expense | 76 | 45 |
Income tax expense | 4,940 | 1,027 |
Segment EBITDA | 4,747 | 6,008 |
Loss on disposal of assets and costs from exit and disposal activities | 272 | 95 |
Transaction costs | 38 | |
Other adjustments | 911 | 208 |
Segment Adjusted EBITDA | $ 5,968 | $ 6,311 |
Business Segments Information_5
Business Segments Information - Schedule of Reconciliation of Segment Adjusted EBITDA to Net Income (Parenthetical) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Common stock dividend per share | $ 1.09 | $ 0.08 |
Additional stock-based compensation expense | $ 1,841 | $ 1,559 |
Cost of Goods Sold - ESOP special dividend compensation and Selling, General and Administrative Expenses [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Additional stock-based compensation expense | $ 246,800 | |
Special Dividend [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Common stock dividend per share | $ 1 | |
Quarterly Dividend [Member] | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Common stock dividend per share | $ 0.09 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Jul. 31, 2019 | Jul. 29, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Mar. 31, 2019 |
Subsequent Event [Line Items] | |||||
Goodwill | $ 102,844,000 | $ 102,638,000 | |||
Term Loan Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Debt instrument, description of payment terms | The Term Loan Facility must be repaid in equal quarterly installments commencing on January 1, 2020 and continuing on the first day of each consecutive April, July, October and January thereafter. | ||||
Debt instrument, frequency of periodic payment | quarterly | ||||
Debt instrument, date of first required payment | Jan. 1, 2020 | ||||
IWT [Member] | |||||
Subsequent Event [Line Items] | |||||
Pro forma earnings | $ 4,500,000 | ||||
Pro forma earnings adjusted to include transaction cost | $ 12,500,000 | ||||
IWT [Member] | Maximum [Member] | |||||
Subsequent Event [Line Items] | |||||
Business combination measurement period | 1 year | ||||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Increase in basis points of term loan facility margin rate | 0.25% | ||||
Subsequent Event [Member] | Prudential Senior Notes | |||||
Subsequent Event [Line Items] | |||||
Repayments of debt | $ 104,400,000 | ||||
Subsequent Event [Member] | Revolving Credit Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowings permitted under credit facility | $ 350,000,000 | ||||
Debt instrument term | 5 years | ||||
Subsequent Event [Member] | Letter of Credit Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowings permitted under credit facility | $ 50,000,000 | ||||
Subsequent Event [Member] | Sublimit of Revolving Credit Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Maximum borrowings permitted under credit facility | 50,000,000 | ||||
Subsequent Event [Member] | PNC Credit Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Repayments of debt | 239,200,000 | ||||
Subsequent Event [Member] | Term Loan Facility [Member] | |||||
Subsequent Event [Line Items] | |||||
Aggregate principal amount | $ 1,300,000,000 | ||||
Debt instrument term | 7 years | ||||
Subsequent Event [Member] | IWT [Member] | |||||
Subsequent Event [Line Items] | |||||
Agreement and Plan of Merger date | Jul. 31, 2019 | ||||
Goodwill | $ 578,709,000 | ||||
Transaction costs related to Acquisition | 4,200,000 | ||||
Intangible assets | $ 475,000,000 | ||||
Subsequent Event [Member] | IWT [Member] | Customer Relationships [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible asset, useful life | 15 years | ||||
Subsequent Event [Member] | IWT [Member] | Patents and Developed Technology [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible asset, useful life | 10 years | ||||
Subsequent Event [Member] | IWT [Member] | Tradename and Trademarks [Member] | |||||
Subsequent Event [Line Items] | |||||
Intangible asset, useful life | 20 years |
Subsequent Events - Summary of
Subsequent Events - Summary of Preliminary Consideration Paid, Net of Cash Acquired (Detail) - IWT [Member] - Subsequent Event [Member] $ in Thousands | Jul. 31, 2019USD ($) |
Business Acquisition [Line Items] | |
Total fair value of consideration transferred | $ 1,128,489 |
Less: cash acquired | 48,489 |
Total net cash consideration paid | $ 1,080,000 |
Subsequent Events - Summary o_2
Subsequent Events - Summary of Consideration Paid and Preliminary Purchase Price Allocation of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jul. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 102,844 | $ 102,638 | |
IWT [Member] | Subsequent Event [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 48,489 | ||
Total current assets, excluding cash | 68,675 | ||
Property, plant and equipment, net | 82,424 | ||
Goodwill | 578,709 | ||
Intangible assets, net | 475,000 | ||
Other assets | 14,410 | ||
Total current liabilities | (26,495) | ||
Deferred tax liabilities | (109,846) | ||
Other liabilities | (2,877) | ||
Total fair value of consideration transferred | $ 1,128,489 |
Subsequent Events - Summary o_3
Subsequent Events - Summary of unaudited pro forma information (Detail) - IWT [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition Pro Forma Information Nonrecurring Adjustment [Line Items] | ||
Net sales | $ 483,944 | $ 450,655 |
Net loss attributable to ADS | $ (222,156) | $ (14,778) |