Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 05, 2016 | Mar. 31, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | Nexeo Solutions, Inc. | ||
Entity Central Index Key | 1,604,416 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 89,286,936 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 501,750,750 | ||
Membership Interest Description |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 |
Non-Current Assets | ||
Property, plant and equipment, net | $ 322.6 | $ 231.2 |
Goodwill | 665.7 | 0 |
Successor | ||
Current Assets | ||
Cash and cash equivalents | 47.5 | |
Accounts and notes receivable (net of allowance for doubtful accounts of $1.4 million and $3.8 million, respectively) | 474.8 | |
Inventories | 315.8 | |
Deferred income taxes | 0 | |
Other current assets | 25.7 | |
Total current assets | 863.8 | |
Non-Current Assets | ||
Property, plant and equipment, net | 322.6 | |
Goodwill | 665.7 | |
Other intangible assets, net of amortization | 215 | |
Deferred income taxes | 1.1 | |
Other non-current assets | 10.7 | |
Total non-current assets | 1,215.1 | |
Total Assets | 2,078.9 | |
Current Liabilities | ||
Short-term borrowings, current portion of long-term debt and capital lease obligations | 47.7 | |
Accounts payable | 325.8 | |
Accrued expenses and other liabilities | 45.7 | |
Deferred income taxes | 0 | |
Income taxes payable | 2 | |
Total current liabilities | 421.2 | |
Non-Current Liabilities | ||
Long-term debt and capital lease obligations, less current portion, net | 765.6 | |
Deferred income taxes | 23.1 | |
Due to related party pursuant to contingent consideration obligations | 118.4 | |
Other non-current liabilities | 5.8 | |
Total non-current liabilities | 912.9 | |
Total Liabilities | 1,334.1 | |
Commitments and Contingencies | ||
Equity | ||
Preferred stock, $0.0001 par value (1,000,000 shares authorized, none issued and outstanding as of September 30, 2016) | 0 | |
Common stock, $0.0001 par value (300,000,000 shares authorized, 89,286,936 shares issued and outstanding as of September 30, 2016) | 0 | |
Additional paid-in capital | 758.9 | |
Accumulated deficit | (9.6) | |
Accumulated other comprehensive loss | (4.5) | |
Total equity | 744.8 | 5 |
Total Liabilities and Equity | 2,078.9 | |
Successor | Series A membership interest | ||
Equity | ||
Membership interest | 0 | |
Successor | Series B membership interest | ||
Equity | ||
Membership interest | $ 0 | |
Predecessor | ||
Current Assets | ||
Cash and cash equivalents | 127.7 | |
Accounts and notes receivable (net of allowance for doubtful accounts of $1.4 million and $3.8 million, respectively) | 508.7 | |
Inventories | 325.1 | |
Deferred income taxes | 1 | |
Other current assets | 21 | |
Total current assets | 983.5 | |
Non-Current Assets | ||
Property, plant and equipment, net | 231.2 | |
Goodwill | 373.7 | |
Other intangible assets, net of amortization | 111.4 | |
Deferred income taxes | 0.3 | |
Other non-current assets | 8.8 | |
Total non-current assets | 725.4 | |
Total Assets | 1,708.9 | |
Current Liabilities | ||
Short-term borrowings, current portion of long-term debt and capital lease obligations | 72.4 | |
Accounts payable | 326.6 | |
Accrued expenses and other liabilities | 63.8 | |
Deferred income taxes | 0.1 | |
Income taxes payable | 2.5 | |
Total current liabilities | 465.4 | |
Non-Current Liabilities | ||
Long-term debt and capital lease obligations, less current portion, net | 854.4 | |
Deferred income taxes | 91.5 | |
Due to related party pursuant to contingent consideration obligations | 0 | |
Other non-current liabilities | 12.6 | |
Total non-current liabilities | 958.5 | |
Total Liabilities | 1,423.9 | |
Commitments and Contingencies | ||
Equity | ||
Preferred stock, $0.0001 par value (1,000,000 shares authorized, none issued and outstanding as of September 30, 2016) | 0 | |
Common stock, $0.0001 par value (300,000,000 shares authorized, 89,286,936 shares issued and outstanding as of September 30, 2016) | 0 | |
Additional paid-in capital | 0 | |
Accumulated deficit | (162.9) | |
Accumulated other comprehensive loss | (47.6) | |
Total equity | 285 | |
Total Liabilities and Equity | 1,708.9 | |
Predecessor | Series A membership interest | ||
Equity | ||
Membership interest | 490.4 | |
Predecessor | Series B membership interest | ||
Equity | ||
Membership interest | $ 5.1 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 |
Preferred stock, shares authorized (in shares) | 1,000,000 | |
Preferred stock, shares issued (in shares) | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | |
Common stock, shares authorized (in shares) | 300,000,000 | |
Common stock, shares issued (in shares) | 89,286,936 | |
Common stock, shares outstanding (in shares) | 89,286,936 | |
Successor | ||
Allowance for doubtful accounts | $ 1.4 | |
Preferred stock, par value (in USD per share) | $ 0.0001 | |
Preferred stock, shares authorized (in shares) | 1,000,000 | |
Preferred stock, shares issued (in shares) | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | |
Common stock, par value (in USD per share) | $ 0.0001 | |
Common stock, shares authorized (in shares) | 300,000,000 | |
Common stock, shares issued (in shares) | 89,286,936 | |
Common stock, shares outstanding (in shares) | 89,286,936 | |
Predecessor | ||
Allowance for doubtful accounts | $ 3.8 | |
Preferred stock, par value (in USD per share) | $ 0.0001 | |
Preferred stock, shares authorized (in shares) | 1,000,000 | |
Preferred stock, shares issued (in shares) | 0 | |
Preferred stock, shares outstanding (in shares) | 0 | |
Common stock, par value (in USD per share) | $ 0.0001 | |
Common stock, shares authorized (in shares) | 300,000,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 8 Months Ended | 12 Months Ended | ||
Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Successor | ||||
Sales and operating revenues | $ 1,065.7 | |||
Cost of sales and operating expenses | 957.3 | |||
Gross profit | 108.4 | |||
Selling, general and administrative expenses | 91.7 | |||
Transaction related costs | 21.3 | |||
Change in fair value of contingent consideration obligations | (11.2) | |||
Operating income | 6.6 | |||
Other income | 0.5 | |||
Interest income (expense) | ||||
Interest income | 0.8 | |||
Interest expense | (15.1) | |||
Income (loss) from continuing operations before income taxes | (7.2) | |||
Income tax expense | 1.2 | |||
Net income (loss) from continuing operations | (8.4) | |||
Net income (loss) from discontinued operations, net of tax | 0 | |||
Net income (loss) | (8.4) | |||
Net income attributable to noncontrolling interest | 0 | |||
Net income (loss) attributable to Nexeo Solutions Holdings, LLC and subsidiaries | $ (8.4) | |||
Net loss per share available to common stockholders, basic and diluted (in USD per share) | $ (0.24) | |||
Weighted average number of common shares outstanding, basic and diluted (in shares) | 35,193,789 | |||
Predecessor | ||||
Sales and operating revenues | $ 2,340.1 | $ 3,949.1 | $ 4,514.5 | |
Cost of sales and operating expenses | 2,068.2 | 3,541.1 | 4,112.8 | |
Gross profit | 271.9 | 408 | 401.7 | |
Selling, general and administrative expenses | 208.9 | 329.5 | 335.8 | |
Transaction related costs | 33.4 | 0.1 | 12.6 | |
Change in fair value of contingent consideration obligations | 0 | 0 | 0 | |
Operating income | 29.6 | 78.4 | 53.3 | |
Other income | 2.9 | 11.4 | 5.4 | |
Interest income (expense) | ||||
Interest income | 0.1 | 0.1 | 0.4 | |
Interest expense | (42.3) | (64.8) | (64) | |
Income (loss) from continuing operations before income taxes | (9.7) | 25.1 | (4.9) | |
Income tax expense | 4.2 | 3.9 | 7.3 | |
Net income (loss) from continuing operations | (13.9) | 21.2 | (12.2) | |
Net income (loss) from discontinued operations, net of tax | 0.1 | (0.8) | 18.4 | |
Net income (loss) | (13.8) | 20.4 | 6.2 | |
Net income attributable to noncontrolling interest | 0 | 0 | (1.3) | |
Net income (loss) attributable to Nexeo Solutions Holdings, LLC and subsidiaries | $ (13.8) | $ 20.4 | $ 4.9 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 8 Months Ended | 12 Months Ended | |||
Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Successor | |||||
Net income (loss) | $ (8.4) | ||||
Unrealized foreign currency translation loss, net of tax | (4.5) | ||||
Unrealized gain on interest rate hedges, net of tax | 0 | ||||
Other comprehensive loss, net of tax | (4.5) | ||||
Total comprehensive loss, net of tax | (12.9) | ||||
Comprehensive (income) loss attributable to noncontrolling interest, net of tax | 0 | ||||
Total comprehensive loss, net of tax | [1] | $ (12.9) | |||
Predecessor | |||||
Net income (loss) | $ (13.8) | $ 20.4 | $ 6.2 | ||
Unrealized foreign currency translation loss, net of tax | (4) | (27.2) | (11.1) | ||
Unrealized gain on interest rate hedges, net of tax | 0.3 | 0.2 | 0.4 | ||
Other comprehensive loss, net of tax | (3.7) | (27) | (10.7) | ||
Total comprehensive loss, net of tax | (17.5) | (6.6) | (4.5) | ||
Comprehensive (income) loss attributable to noncontrolling interest, net of tax | 0 | 0.1 | (1) | ||
Total comprehensive loss, net of tax | [1] | $ (17.5) | $ (6.5) | $ (5.5) | |
[1] | The tax effects for each component presented are not material. |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Series A Membership Interest | Series B Membership Interest |
Beginning balance (Predecessor) at Sep. 30, 2013 | $ 361 | $ (122.5) | $ (10.3) | $ 490.8 | $ 3 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Member tax distributions | Predecessor | (0.1) | (0.1) | |||||
Repurchases of membership units | Predecessor | (0.3) | (0.2) | (0.1) | ||||
Adjustment to contingently redeemable noncontrolling interest | Predecessor | (34.6) | (34.6) | |||||
Equity-based compensation | Predecessor | 1 | 1 | |||||
Comprehensive income (loss): | |||||||
Net income (loss) | Predecessor | 6.2 | 6.2 | |||||
Other comprehensive income (loss) | Predecessor | (10.7) | (10.7) | |||||
Comprehensive loss attributable to noncontrolling interest | Predecessor | (1) | (1.3) | 0.3 | ||||
Ending balance (Predecessor) at Sep. 30, 2014 | 321.5 | (152.2) | (20.7) | 490.5 | 3.9 | ||
Stockholders' equity, ending balance (Successor) at Sep. 30, 2015 | 5 | $ 0 | $ 6.2 | (1.2) | 0 | ||
Stockholders' equity, ending balance (Predecessor) at Sep. 30, 2015 | 285 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Member tax distributions | Predecessor | (0.1) | (0.1) | |||||
Adjustment to contingently redeemable noncontrolling interest | Predecessor | (31.1) | (31.1) | |||||
Equity-based compensation | Predecessor | 1.2 | 1.2 | |||||
Comprehensive income (loss): | |||||||
Net income (loss) | Predecessor | 20.4 | 20.4 | |||||
Other comprehensive income (loss) | Predecessor | (27) | (27) | |||||
Comprehensive loss attributable to noncontrolling interest | Predecessor | 0.1 | 0.1 | |||||
Ending balance (Predecessor) at Sep. 30, 2015 | 285 | (162.9) | (47.6) | 490.4 | 5.1 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stockholders' equity, beginning balance, shares outstanding (in shares) | Successor | 14,853,927 | ||||||
Repurchases of membership units | Predecessor | (0.1) | 0 | (0.1) | ||||
Equity-based compensation | Predecessor | 2.7 | 2.7 | |||||
Comprehensive income (loss): | |||||||
Net income (loss) | Predecessor | (13.8) | (13.8) | |||||
Other comprehensive income (loss) | Predecessor | (3.7) | (3.7) | |||||
Comprehensive loss attributable to noncontrolling interest | Predecessor | 0 | ||||||
Ending balance (Predecessor) at Jun. 08, 2016 | 270.1 | (176.7) | (51.3) | 490.4 | 7.7 | ||
Stockholders' equity, beginning balance (Successor) at Sep. 30, 2015 | 5 | $ 0 | 6.2 | (1.2) | 0 | ||
Stockholders' equity, beginning balance (Predecessor) at Sep. 30, 2015 | 285 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Reclassification of shares previously subject to redemption (in shares) | Successor | 47,677,323 | ||||||
Reclassification of shares previously subject to redemption | Successor | 476.8 | 476.8 | |||||
Redeemed shares (in shares) | Successor | (29,793,320) | ||||||
Redeemed shares | Successor | (298.5) | (298.5) | |||||
Warrant conversion (in shares) | Successor | 2,240,000 | ||||||
Private placement shares issued May 23, 2016 (in shares) | Successor | 23,492,306 | ||||||
Private placement shares issued May 23, 2016 | Successor | 234.9 | 234.9 | |||||
Shares issued to Selling Equityholders (in shares) | Successor | 27,673,604 | ||||||
Shares issued to Selling Equityholders | Successor | 276.7 | 276.7 | |||||
Fair value equity contribution from Sponsor in the form of Founder Shares transferred to Selling Equityholders | Successor | $ 30.2 | 30.2 | |||||
Shares issued for advisory services and deferred underwriting fees (in shares) | Successor | 3,078,578 | ||||||
Shares issued for advisory services and deferred underwriting fees (in shares) | 30,000 | ||||||
Shares issued for advisory services and deferred underwriting fees | Successor | $ 30.8 | 30.8 | |||||
Fair value equity contribution from Sponsor in the form of Founder Shares transferred to directors for services rendered | Successor | $ 0.3 | 0.3 | |||||
Restricted stock awards (in shares) | 64,518 | ||||||
Restricted stock awards | $ 0.1 | ||||||
Stockholders' equity, ending balance (Successor) at Sep. 30, 2016 | 744.8 | $ 0 | 758.9 | (9.6) | (4.5) | ||
Beginning balance (Predecessor) at Sep. 30, 2015 | 285 | (162.9) | (47.6) | $ 490.4 | $ 5.1 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity-based compensation | Successor | 1.4 | $ 1.4 | |||||
Comprehensive income (loss): | |||||||
Net income (loss) | Successor | (8.4) | $ (8.4) | |||||
Other comprehensive income (loss) | Successor | (4.5) | $ (4.5) | |||||
Comprehensive loss attributable to noncontrolling interest | Successor | $ 0 | ||||||
Stockholders' equity, beginning balance, shares outstanding (in shares) | Successor | 89,286,936 | 89,286,936 | |||||
Stockholders' equity, beginning balance, shares outstanding (in shares) | 89,286,936 |
Consolidated Statements of Equ7
Consolidated Statements of Equity - Parenthetical - Successor - $ / shares | Jun. 05, 2014 | Sep. 30, 2014 | Mar. 24, 2014 |
Issuance price (in USD per share) | $ 0.002 | ||
Private Placement Warrants (in shares) | 22,400,000 | ||
Common stock subject to possible redemption (in shares) | 47,800,124 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 8 Months Ended | 12 Months Ended | ||
Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Adjustments to reconcile to cash flows from operations: | ||||
(Gain) loss from sales of property and equipment | $ (0.8) | |||
Successor | ||||
Cash flows from operations | ||||
Net income (loss) from continuing operations | (8.4) | |||
Adjustments to reconcile to cash flows from operations: | ||||
Depreciation and amortization | 20.6 | |||
Debt issuance costs amortization, debt issuance costs write-offs and original issue discount amortization | 0.7 | |||
Non-cash transaction costs | 12.8 | |||
Provision for bad debt | 0.3 | |||
Inventory impairment | 0 | |||
Deferred income taxes | (1.1) | |||
Equity-based compensation charges | 1.5 | |||
Change in fair value of contingent consideration obligations | (11.2) | |||
(Gain) loss from sales of property and equipment | 0.2 | |||
Reimbursement for certain capital expenditures incurred in connection with eminent domain proceeding | 0.8 | |||
Gain from proceeds of insurance claim | 0 | |||
Gain from debt extinguishment, net | 0 | |||
Foreign currency gain on purchase of additional equity interest in Nexeo Plaschem | 0 | |||
Changes in assets and liabilities: | ||||
Accounts and notes receivable | (5) | |||
Inventories | 12.5 | |||
Other current assets | 0.1 | |||
Accounts payable | (14.5) | |||
Related party payable | (0.1) | |||
Accrued expenses and other liabilities | (4.9) | |||
Changes in other operating assets and liabilities, net | 0.5 | |||
Net cash provided by operating activities from continuing operations | 3.2 | |||
Net cash provided by (used in) operating activities from discontinued operations | 0 | |||
Net cash provided by operating activities | 3.2 | |||
Cash flows from investing activities | ||||
Additions to property and equipment | (12.7) | |||
Proceeds from the disposal of property and equipment | 4.7 | |||
Proceeds from reimbursement for certain capital expenditures incurred in connection with eminent domain proceeding | 0.5 | |||
Insurance proceeds related to property and equipment | 0 | |||
Predecessor acquisitions | (360.6) | |||
Proceeds withdrawn from trust account | 501.1 | |||
Net cash provided by (used in) investing activities from continuing operations | 133 | |||
Net cash provided by investing activities from discontinued operations | 0 | |||
Net cash provided by (used in) investing activities | 133 | |||
Cash flows from financing activities | ||||
Proceeds from issuance of common stock | 234.9 | |||
Redemption of common stock | (298.5) | |||
Proceeds from Sponsor convertible note and Sponsor promissory note | 0.7 | |||
Repayment of Sponsor convertible note and Sponsor promissory note | (1) | |||
Repurchases of membership units | 0 | |||
Tax distributions associated with membership interests | 0 | |||
Purchase of additional noncontrolling equity interest in Nexeo Plaschem | 0 | |||
Proceeds from short-term debt | 13.3 | |||
Repayments of short-term debt | (12.8) | |||
Proceeds from issuance of long-term debt | 972.5 | |||
Repayments of long-term debt and capital lease obligations | (205.4) | |||
Repayment of Predecessor long-term debt | (767.3) | |||
Payments of debt issuance costs | (25.3) | |||
Net cash provided by (used in) financing activities | (88.9) | |||
Effect of exchange rate changes on cash and cash equivalents | 0 | |||
Increase (decrease) in cash and cash equivalents | 47.3 | |||
Cash and cash equivalents at the end of the period | $ 0.2 | 47.5 | ||
Supplemental disclosure of cash flow information: | ||||
Cash paid during the period for interest | 16.9 | |||
Cash paid during the period for taxes | 2.9 | |||
Supplemental disclosure of non-cash operating activities: | ||||
Non-cash payment of deferred underwriting fees | 18.3 | |||
Supplemental disclosure of non-cash investing and financing activities: | ||||
Non-cash capital expenditures | 3.2 | |||
Non-cash capital lease obligations | 0.2 | |||
Predecessor | ||||
Cash flows from operations | ||||
Net income (loss) from continuing operations | (13.9) | $ 21.2 | $ (12.2) | |
Adjustments to reconcile to cash flows from operations: | ||||
Depreciation and amortization | 37.7 | 52.6 | 53.4 | |
Debt issuance costs amortization, debt issuance costs write-offs and original issue discount amortization | 6.1 | 8.7 | 8.2 | |
Non-cash transaction costs | 0 | 0 | 0 | |
Provision for bad debt | 1.2 | 0.6 | 4.2 | |
Inventory impairment | 0 | 1.6 | 0 | |
Deferred income taxes | 1.1 | 2.8 | (1.7) | |
Equity-based compensation charges | 2.7 | 1.2 | 1 | |
Change in fair value of contingent consideration obligations | 0 | 0 | 0 | |
(Gain) loss from sales of property and equipment | (2) | (2.5) | (0.4) | |
Reimbursement for certain capital expenditures incurred in connection with eminent domain proceeding | 0 | 0 | 0 | |
Gain from proceeds of insurance claim | 0 | 0 | (4) | |
Gain from debt extinguishment, net | (0.6) | (0.6) | 0 | |
Foreign currency gain on purchase of additional equity interest in Nexeo Plaschem | 0 | 0 | (0.5) | |
Changes in assets and liabilities: | ||||
Accounts and notes receivable | 34.4 | 109.7 | (31.2) | |
Inventories | 8.4 | 50.5 | (9.9) | |
Other current assets | (4.1) | 8.2 | 1.3 | |
Accounts payable | 13.4 | (104.8) | 32.6 | |
Related party payable | (0.3) | (1.6) | (1.4) | |
Accrued expenses and other liabilities | (9.7) | 5.9 | 12.1 | |
Changes in other operating assets and liabilities, net | (4.9) | 1.2 | (0.7) | |
Net cash provided by operating activities from continuing operations | 69.5 | 154.7 | 50.8 | |
Net cash provided by (used in) operating activities from discontinued operations | 0.1 | (0.6) | 6.7 | |
Net cash provided by operating activities | 69.6 | 154.1 | 57.5 | |
Cash flows from investing activities | ||||
Additions to property and equipment | (14.2) | (35.6) | (49.9) | |
Proceeds from the disposal of property and equipment | 2.4 | 4.1 | 1 | |
Insurance proceeds related to property and equipment | 0 | 0 | 4 | |
Predecessor acquisitions | 0 | 0 | (225.1) | |
Proceeds withdrawn from trust account | 0 | 0 | 0 | |
Net cash provided by (used in) investing activities from continuing operations | (11.8) | (31.5) | (270) | |
Net cash provided by investing activities from discontinued operations | 0 | 0 | 60.1 | |
Net cash provided by (used in) investing activities | (11.8) | (31.5) | (209.9) | |
Cash flows from financing activities | ||||
Proceeds from issuance of common stock | 0 | 0 | 0 | |
Redemption of common stock | 0 | 0 | 0 | |
Proceeds from Sponsor convertible note and Sponsor promissory note | 0 | 0 | 0 | |
Repayment of Sponsor convertible note and Sponsor promissory note | 0 | 0 | 0 | |
Repurchases of membership units | (0.1) | 0 | (0.3) | |
Tax distributions associated with membership interests | 0 | (0.1) | (0.1) | |
Purchase of additional noncontrolling equity interest in Nexeo Plaschem | 0 | (34.3) | (92.2) | |
Proceeds from short-term debt | 20.9 | 39.6 | 98.1 | |
Repayments of short-term debt | (17.1) | (51.7) | (102.1) | |
Proceeds from issuance of long-term debt | 292.1 | 495.8 | 1,317.3 | |
Repayments of long-term debt and capital lease obligations | (417.3) | (531.1) | (1,052.4) | |
Repayment of Predecessor long-term debt | 0 | 0 | 0 | |
Payments of debt issuance costs | 0 | 0 | (1.8) | |
Net cash provided by (used in) financing activities | (121.5) | (81.8) | 166.5 | |
Effect of exchange rate changes on cash and cash equivalents | 0.3 | (1.3) | (0.5) | |
Increase (decrease) in cash and cash equivalents | (63.4) | 39.5 | 13.6 | |
Cash and cash equivalents at the beginning of the period | 127.7 | $ 127.7 | 88.2 | 74.6 |
Cash and cash equivalents at the end of the period | 64.3 | 127.7 | 88.2 | |
Supplemental disclosure of cash flow information: | ||||
Cash paid during the period for interest | 32.9 | 56.3 | 54 | |
Cash paid during the period for taxes | 3.4 | 4.4 | 7.8 | |
Supplemental disclosure of non-cash operating activities: | ||||
Non-cash payment of deferred underwriting fees | 0 | 0 | 0 | |
Supplemental disclosure of non-cash investing and financing activities: | ||||
Non-cash capital expenditures | 16.5 | 15.3 | 3.6 | |
Non-cash capital lease obligations | $ 14.3 | $ 12.7 | $ 0.2 |
Basis of Presentation and Natur
Basis of Presentation and Nature of Operations | 12 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Nature of Operations | Basis of Presentation and Nature of Operations Basis of Presentation Nexeo Solutions, Inc. (together with its subsidiaries, the "Company") is the result of the business combination between WLRH and Holdings. WLRH was incorporated in Delaware on March 24, 2014 and was a special purpose acquisition company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. WLRH completed its IPO in June 2014, raising approximately $500.0 million in cash proceeds. WLRH neither engaged in any operations nor generated any revenue prior to the Business Combination. On the Closing Date, WLRH and Holdings and certain other parties consummated the Business Combination, pursuant to the Merger Agreement. In connection with the closing of the Business Combination, WLRH changed its name from "WL Ross Holding Corp." to "Nexeo Solutions, Inc." and changed the ticker symbol for its common stock on NASDAQ from "WLRH" to "NXEO." WLRH was identified as the acquirer for accounting purposes and Holdings was identified as the acquiree and accounting predecessor. The Company’s financial statement presentation distinguishes a "Predecessor" for the periods prior to the Closing Date. WLRH, which includes Holdings for periods subsequent to the Business Combination, was subsequently renamed "Nexeo Solutions, Inc." and is the "Successor" for periods after the Closing Date. The acquisition was accounted for as a business combination using the acquisition method of accounting and the Successor financial statements reflect a new basis of accounting for the assets and liabilities of Holdings that is based on the fair value of net assets acquired and liabilities assumed. See Note 3 for further discussion of the Business Combination. As a result of the application of the acquisition method of accounting as of the Closing Date, the consolidated financial statements for the Predecessor period and for the Successor period are presented on a different basis and are, therefore, not comparable. On the Closing Date, the Company’s Board of Directors approved a change in WLRH’s fiscal year end from December 31st to September 30th. The Successor period in the consolidated financial statements as of September 30, 2016 and for the fiscal year ended September 30, 2016 includes 114 days (June 9, 2016 through September 30, 2016) of the combined operating results, as well as the fiscal year ended September 30, 2016 of WLRH’s operating results, which reflect its financial activity including transaction costs and equity structure changes in preparation of the consummation of the Business Combination. Operating results during the fiscal years ended September 30, 2015 and 2014 for WLRH were not significant or meaningful and therefore are not presented in the consolidated statements of operations. Operating results for the Predecessor for the fiscal years ended September 30, 2015 and 2014 are presented as they are reflective of the ongoing operations of the acquired business. The Predecessor periods in the consolidated financial statements represent the operating results of Holdings and its subsidiaries prior to the Business Combination. Nature of Operations The Company is a global distributor of chemicals products in North America and Asia and plastics products in North America, EMEA and Asia. In connection with the distribution of chemicals products, the Company provides value-added services such as custom blending, packaging and re-packaging, private-label manufacturing and product testing in the form of chemical analysis, product performance analysis and product development. The Company also provides environmental services, including waste collection, recovery and arrangement for disposal services and recycling in North America, primarily in the U.S., through its Environmental Services line of business. The Predecessor was a distributor of composites products in North America until July 1, 2014, when these operations were sold and as a result, activity associated with these operations is reflected as discontinued operations for all periods presented. The Company connects a network of approximately 1,300 suppliers with a diverse base of approximately 26,700 customers. The Company offers its customers products used in a broad cross-section of end markets including household, industrial and institutional, lubricants, performance coatings (including architectural coatings, adhesives, sealants and elastomers), automotive, healthcare, personal care, oil and gas and construction. The Company distributes approximately 22,000 products into over 80 countries through a supply chain consisting of approximately 170 owned, leased or third party warehouses, rail terminals and tank terminals globally. The Company has a private fleet of approximately 1,000 units, including tractors and trailers, primarily located in North America. The Company currently employs approximately 2,520 employees globally. |
Significant Accounting Policies
Significant Accounting Policies and Recent Accounting Pronouncements | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies and Recent Accounting Pronouncements | Significant Accounting Policies and Recent Accounting Pronouncements Significant Accounting Policies The Predecessor’s significant accounting policies are substantially the same as those of the Company presented below. Principles of Consolidation The accompanying consolidated financial statements include all the accounts of the Company and all wholly-owned subsidiaries in which it maintains control. Significant intercompany transactions and balances have been eliminated in consolidation. Use of Estimates, Risks, and Uncertainties The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and the disclosures of contingent assets and liabilities. Significant items that are subject to such estimates and assumptions include: • the fair value of assets acquired and liabilities assumed in a business combination; • the assessment of recoverability of long lived assets, including property and equipment, goodwill and intangible assets, income taxes, reserves and environmental remediation; • the estimated useful lives of intangible and depreciable assets; • the grant date fair value of equity-based awards; • the recognition, measurement and valuation of current and deferred income taxes; • the recognition and measurement of contingent consideration related to the TRA liability; and • the recognition and measurement of contingent consideration related to the Deferred Cash Consideration. Although management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ significantly from the estimates under different assumptions or conditions. The Company's financial instruments exposed to concentration of credit risk consist primarily of cash and cash equivalents. Although the Company deposits cash with multiple banks, these deposits, including those held in foreign branches of global banks, may exceed the amount of insurance provided on such deposits. These deposits may generally be redeemed upon demand and bear minimal risks. No single customer accounted for more than 10% of revenues for any line of business, or on a consolidated basis, for each of the periods reported. The Company had two suppliers that each accounted for approximately 11.9% and 10.4% of consolidated purchases during the fiscal year ended September 30, 2016 for the Successor, and 12.0% and 9.8% for the period from October 1, 2015 through June 8, 2016 for the Predecessor. During the fiscal years ended September 30, 2015 and 2014 for the Predecessor, one of these suppliers accounted for 11.9% and 10.8% , respectively, of the Predecessor's consolidated purchases. Cash and Cash Equivalents All highly liquid temporary investments with original maturities of three months or less are considered to be cash equivalents. Accounts and Notes Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded net of discounts and allowance for doubtful accounts. The Company performs ongoing credit evaluations of its customers and generally does not require collateral from its customers. The Company’s accounts receivable in the U.S. and Canada are collateral under the Credit Facilities. The Company records an allowance for doubtful accounts as a best estimate of the amount of probable credit losses for accounts receivable. On a recurring basis, the Company reviews this allowance and considers factors such as customer credit, past transaction history with the customer and changes in customer payment terms when determining whether the collection of a receivable is reasonably assured. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Receivables are charged off against the allowance for doubtful accounts when it is probable a receivable will not be recovered. The allowance for doubtful accounts was $1.4 million at September 30, 2016 for the Successor and $3.8 million at September 30, 2015 for the Predecessor. Bad debt expense, a component of Selling, general and administrative expenses in the consolidated statements of operations, totaled $0.3 million for the fiscal year ended September 30, 2016 for the Successor. Bad debt expense for the Predecessor was $1.2 million for the period from October 1, 2015 through June 8, 2016 and $0.6 million and $4.2 million for the fiscal years ended September 30, 2015 and 2014, respectively. Certain customers of Nexeo Plaschem, a wholly-owned subsidiary of the Company, are allowed to remit payment during a period of time ranging from 30 days up to nine months. These notes receivables, which are supported by banknotes issued by large banks in China on behalf of these customers, are included in Accounts and Notes Receivable on the Company's consolidated balance sheets and totaled $6.4 million at September 30, 2016 for the Successor and $4.5 million at September 30, 2015 for the Predecessor. Inventories Inventories are carried at the lower of cost or market using the weighted average cost method. The Company’s inventories in the U.S. and Canada are collateral under the Credit Facilities. Goodwill and Intangibles The Company had goodwill of $665.7 million for the Successor at September 30, 2016 associated with the Business Combination. The Predecessor had goodwill of $373.7 million at September 30, 2015 resulting from previous acquisitions. The purchase consideration of an acquisition is allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition. The estimated fair values are determined after review and consideration of relevant information including discounted cash flows, quoted market prices and estimates made by management. To the extent that the purchase consideration exceeds the fair value of the net identifiable tangible and intangible assets acquired, such excess is allocated to goodwill. The Successor had other intangible assets, net of amortization, of $215.0 million at September 30, 2016 . These intangible assets, which are amortized on a straight-line basis over their estimated lives, consisted of customer relationships, below-market leases and a trade name. Customer relationships are amortized over 12 years, below-market leases are amortized over the remaining life of the lease, which ranges from one to seven years, and the trade name is amortized over four years. The Predecessor had other intangible assets, net of amortization, of $111.4 million at September 30, 2015 consisting of leasehold interest intangibles, customer-related intangibles, supplier-related intangibles, non-compete agreements and trademarks and trade names. Property, Plant and Equipment Property, plant and equipment includes plants and buildings, machinery and equipment, and software and computer equipment. Property, plant and equipment acquired or constructed in the normal course of business are initially recorded at cost. Property and equipment acquired in business combinations are initially recorded at their estimated fair value. Property, plant and equipment are depreciated by the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of their economic useful life or their lease term. The range of useful lives used to depreciate property, plant and equipment is as follows: Successor Predecessor Estimated Useful Lives (years) Estimated Useful Lives (years) Plants and buildings 5-35 5-35 Machinery and equipment 2-30 2-30 Software and computer equipment 3-10 3-10 Repairs and maintenance expenditures that do not extend the useful life of the asset are charged to expense as incurred. Major expenditures for replacements and significant improvements that increase asset values or extend useful lives are capitalized. The carrying amounts of assets that are sold or retired and the related accumulated depreciation are removed from the accounts in the year of disposal and any resulting gain or loss is reflected in the consolidated statements of operations. Leases The Company leases certain property, plant and equipment in the ordinary course of business. The leases are classified as either capital leases or operating leases. Assets under capital leases are included in Property, plant and equipment, net in the consolidated balance sheets and are depreciated over the lesser of the lease term or the useful life of the assets. Capital lease obligations are included in Short-term borrowings, current portion of long-term debt and capital lease obligations and Long-term debt and capital lease obligations, less current portion, net in the consolidated balance sheets. Generally, lease payments under capital leases are recognized as interest expense and a reduction of the capital lease obligations. Lease payments under operating leases are recognized as an expense in the consolidated statements of operations on a straight-line basis over the lease term. Impairment of Long-lived Assets Goodwill . Goodwill is tested for impairment annually as of March 31st and whenever events or circumstances make it more likely than not that an impairment may have occurred. Goodwill is reviewed for impairment at the reporting unit level, which is defined as operating segments or groupings of businesses one level below the operating segment level. The Company’s operating segments are the same as the reporting units used in its goodwill impairment test. Goodwill is tested for impairment by comparing the estimated fair value of a reporting unit, determined using a market approach, if market prices are available, or alternatively, a discounted cash flow model, with its carrying value. The annual evaluation of goodwill requires the use of estimates about future operating results, valuation multiples and discount rates of each reporting unit to determine their estimated fair value. Changes in these assumptions can materially affect these estimates. Once an impairment of goodwill has been recorded, it cannot be reversed. No goodwill impairment was recognized during any of the periods presented. Other Long-Lived Assets . Property, plant and equipment and other intangible assets with definite lives are tested for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable. When an impairment test is performed and the undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of the asset. The factors considered by management in performing this assessment include current operating results, trends and prospects, as well as the effect of obsolescence, demand, competition and other economic factors. Debt Issuance Costs Costs associated with the Credit Facilities are recorded as debt issuance costs, which are included in Other non-current assets in the consolidated balance sheets and are being amortized as interest expense over the contractual lives of the related agreements. Costs associated with non-revolving debt facilities are recorded as a reduction of the long-term debt, and are amortized as interest expense over the contractual lives of the related agreements. See Notes 4 and 7. Commitments, Contingencies and Environmental Costs Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Gain contingencies are not recorded until management determines it is certain that the future event will become or is realized. Liabilities for environmental remediation costs are recognized when environmental assessments or remediation are probable and the associated costs can be reasonably estimated. Generally, the timing of these provisions coincides with the commitment to a formal plan of action or, if earlier, the divestment or closure of the relevant sites. The amount recognized reflects management’s best estimate of the expenditures expected to be required. Actual environmental expenditures that relate to current or future revenues are expensed or capitalized as appropriate. Actual expenditures that relate to an existing condition caused by past operations and that do not impact future earnings are expensed. Ashland agreed to retain known environmental remediation liabilities and other environmental remediation liabilities for releases of hazardous materials occurring prior to March 31, 2011, which Ashland received notice prior to March 31, 2016. See Note 13. Earnings or Loss per Share of Successor Basic EPS, which excludes dilution, is computed by dividing income or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common shares and the proceeds from such activities, if any, were used to acquire shares of common stock at the average market price during the reporting period. During a net loss period, the assumed exercise of in-the-money stock options and unvested stock has an anti-dilutive effect, and therefore such potential shares are excluded from the diluted EPS computation. Per share information is based on the weighted average number of common shares outstanding during each period for the basic computation and, if dilutive, the weighted average number of potential common shares resulting from the assumed conversion of outstanding stock options, unvested stock and unvested stock units for the diluted computation. For the fiscal year ended September 30, 2016 , there were 12,476,250 Founder Shares that were not included in the computation because market conditions were not yet satisfied and 1,542,500 PSU awards that were not included in the computation of diluted shares outstanding because performance targets and/or market conditions were not yet met for these awards. Diluted shares outstanding also did not include 25,012,500 shares based on the exercise of 50,025,000 outstanding out-of-the-money warrants and 64,518 shares of unvested restricted stock issued to the Company's directors, as their impact on the Company’s net loss is anti-dilutive for the fiscal year ended September 30, 2016 . The Predecessor was organized as a limited liability company, therefore EPS for the predecessor periods was not applicable. Concentrations of Credit Risk All of the Company’s financial instruments involve elements of credit and market risk. The most significant portion of this credit risk relates to non-performance by counterparties. To manage counterparty risk associated with financial instruments, the Company selects and monitors counterparties based on its assessment of their financial strength and on credit ratings, if available. Foreign Currency The reporting currency of the Company is the U.S. dollar. With few exceptions, the local currency is the functional currency for the Company's foreign subsidiaries. In consolidating the results of operations, income and expense accounts are translated into U.S. dollars at average exchange rates in effect during the period and asset and liability accounts are translated at period-end exchange rates. Translation gains or losses are recorded in the foreign currency translation component in Accumulated other comprehensive income (loss) in stockholders’ equity and are included in net earnings only upon sale or liquidation of the underlying foreign subsidiary or affiliated company. Transactions undertaken in currencies other than the functional currency of the subsidiary are translated using the exchange rate in effect as of the transaction date and give rise to foreign currency transaction gains and losses. Foreign currency transaction gains and losses are recorded as a component of Selling, general and administrative expenses in the consolidated statements of operations. Net foreign currency transaction losses from various currencies were $1.1 million for the fiscal year ended September 30, 2016 for the Successor. Net foreign currency transaction losses were $1.6 million for the period from October 1, 2015 through June 8, 2016 , and $2.2 million and $1.2 million for the fiscal years ended September 30, 2015 and 2014 for the Predecessor, respectively. Revenue Recognition Revenues are recognized when persuasive evidence of an arrangement exists, products are shipped and title is transferred or services are provided to customers, the sales price is fixed or determinable and collectability is reasonably assured. Revenue for product sales is recognized at the time title and risk of loss transfer to the customer, based on the terms of the sale. For products delivered under the Company’s standard shipping terms, title and risk of loss transfer when the product is delivered to the customer’s delivery site. For sales transactions designated Freight on Board shipping point, the customer assumes risk of loss and title transfers at the time of shipment. Deferred revenues may result from (i) delivery delays for products delivered under the Company’s standard shipping terms or (ii) from other arrangements with its customers. Sales are reported net of tax assessed by qualifying governmental authorities. The Company is generally the primary obligor in sales transactions with its customers, retains inventory risk during transit and assumes credit risk for amounts billed to its customers. Accordingly, the Company recognizes revenue primarily based on the gross amount billed to its customers. In sales transactions where the Company is not the primary obligor and does not retain inventory risk, the Company recognizes revenue on a net basis by recognizing only the commission the Company retains from such sales and including that commission in sales and operating revenues in the consolidated statements of operations. Consistent with industry standards, the Company may offer volume-based rebates to large customers if the customer purchases a specified volume with the Company over a specified time period. The determination of these rebates at an interim date involves management judgment. As a result, the Company’s revenues may be affected if a customer earns a rebate toward the end of a year that the Company had not expected or if its estimate of customer purchases are less than expected. The Company has the experience and access to relevant information that the Company believes are necessary to reasonably estimate the amounts of such deductions from gross revenues. The Company regularly reviews the information related to these estimates and adjusts its reserves accordingly if and when actual experience differs from previous estimates. The Company recognizes the rebate obligation as a reduction of revenue based on its estimate of the total volume of purchases from a given customer over the specified period of time. Customer rebates totaled $2.1 million for the fiscal year ended September 30, 2016 for the Successor. Customer rebates totaled $4.0 million for the period from October 1, 2015 through June 8, 2016 , and $5.8 million and $8.0 million for the fiscal years ended September 30, 2015 and 2014, respectively, for the Predecessor. Rebates due to customers were $4.2 million at September 30, 2016 for the Successor and $4.3 million at September 30, 2015 for the Predecessor. These payables are included in Accrued expenses and other liabilities in the consolidated balance sheets. Supplier Rebates Certain of the Company's vendor arrangements provide for purchase incentives based on the Company achieving a specified volume of purchases. The Company records the volume-based purchase incentives as a reduction of inventory costs (and related cost of sales) based on its purchases to date and its estimates of purchases for the remainder of the calendar year. The Company receives these incentives in the form of rebates that are payable only when the Company's purchases equal or exceed the relevant calendar year target. Supplier rebates are recorded as a reduction of inventory costs and accrued as part of cost of sales for products sold based on progress towards earning the supplier rebates, taking into consideration cumulative purchases of inventory to date and projected purchases through the end of the applicable calendar year. Supplier rebates totaled $3.1 million for the fiscal year ended September 30, 2016 for the Successor. Supplier rebates totaled $6.5 million for the period from October 1, 2015 through June 8, 2016 , and $13.9 million and $11.1 million for the fiscal years ended September 30, 2015 and 2014, respectively for the Predecessor. Supplier rebates due to the Company were $4.3 million at September 30, 2016 for the Successor and $3.4 million at September 30, 2015 for the Predecessor. These receivables are included in Accounts and notes receivable in the consolidated balance sheets. Shipping and Handling All shipping and handling amounts billed to customers are included in revenues. Costs incurred related to the shipping and handling of products are included in cost of sales. Expense Recognition Cost of sales include material and production costs, as well as the costs of inbound and outbound freight, purchasing and receiving, inspection, warehousing, internal transfers and all other distribution network costs. Selling, general and administrative expenses include sales and marketing costs, advertising, research and development, customer support, environmental remediation and administrative costs. Because products and services are generally sold without any extended warranties, liabilities for product warranties are not significant. Advertising costs and research and development costs are expensed as incurred, and are reported as a component of Selling, general and administrative expenses in the consolidated statements of operations. Advertising expenses totaled $0.3 million and $1.3 million for the fiscal year ended September 30, 2016 for the Successor and from October 1, 2015 through June 8, 2016 for the Predecessor, respectively, and $2.2 million and $2.4 million for the fiscal years ended September 30, 2015 and 2014 for the Predecessor, respectively. There were no material research and development expenses incurred during any of the periods presented. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The provision for income taxes includes income taxes paid, currently payable or receivable and those deferred. The Company recognizes deferred tax assets to the extent that it believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of the net recorded amount, it would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Predecessor was organized as a limited liability company and was taxed as a partnership for U.S. income tax purposes. As such, with the exception of a limited number of state and local jurisdictions, the Predecessor was not subject to U.S. income taxes. Accordingly, the members of the Predecessor reported their share of the Predecessor’s taxable income on their respective U.S. federal tax returns. The Predecessor’s sole active U.S. corporate subsidiary, Sub Holding, was subject to tax at the entity level in the U.S. The net earnings for financial statement purposes differed from taxable income reportable by the Predecessor to the members as a result of differences between the tax basis and financial reporting basis of certain assets and liabilities and other factors. The Predecessor was required to make quarterly distributions to its members to fund their tax obligations, if any, attributable to the Predecessor’s taxable income. In some jurisdictions, the Predecessor made such distributions in the form of tax payments paid directly to the taxing authority on behalf of its members. Controlled foreign corporations are subject to tax at the entity level in their respective jurisdictions. Due to related party pursuant to Contingent Consideration Obligations As described in Note 3, as part of the consideration for the Business Combination, the Company entered into the TRA and agreed to pay the Deferred Cash Consideration pursuant to the Merger Agreement. The Company’s obligation for these contingent consideration amounts was initially measured at fair value as of the Closing Date. The Company’s contingent consideration liabilities are required to be recorded at fair value as of the end of each reporting period with any changes in fair value recorded in operating income. Changes in the estimates and inputs used in determining the fair value of the contingent consideration could have a material impact on the amounts recognized. Share-Based Compensation The Company accounts for share-based compensation expense for equity instruments granted in exchange for employee and director services. Share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as expense over the vesting period of the equity award grant. The Company’s PSU awards contain both market and performance-based conditions. At the grant date, market conditions are incorporated into the fair value measurement using a Monte Carlo simulation model under the assumptions that performance-based conditions are met and not met. The Company then determines the probability that performance-based conditions will be met and incorporates this into the grant date fair value of the award. The compensation cost for the PSU awards is amortized over the vesting period on a straight-line basis, net of estimated forfeitures. Forfeiture rates are estimated based on consideration of historical forfeitures of the Predecessor’s actual forfeitures of its share-based compensation awards and a peer group of companies. Recent Accounting Pronouncements Adopted In June 2014, the FASB issued ASU 2014-12, Compensation-Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition and an entity should apply existing guidance in Topic 718, Compensation-Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The Company adopted these amendments on January 1, 2016, which did not have a material impact on the Company’s financial position or results of operations. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. ASU 2015-16 eliminates the requirement for an acquirer to retrospectively adjust provisional amounts recorded in a business combination to reflect new information about the facts and circumstances that existed as of the acquisition date and that, if known, would have affected measurement or recognition of amounts initially recognized. The amendment requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The Company adopted this standard during the three months ended June 30, 2016. Any future adjustments to the amounts initially recognized for assets and liabilities acquired as a result of the Business Combination will be recognized in the period in which they are identified. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. This ASU requires an entity to classify all deferred tax assets and liabilities as non-current. These amendments are effective for fiscal years beginning after December 15, 2016 and interim periods within those years and early adoption is permitted. The Company adopted this standard during the three months ended June 30, 2016 on a prospective basis and its adoption did not have a material impact on the Company’s financial position or results of operations, or on the Predecessor’s financial position or results of operations for the periods presented. In April and August 2015, the FASB issued ASU No. 2015-03 and ASU No. 2015-15, Interest-Imputation of Interest, respectively, to simplify the presentation of debt issuance costs. These amendments require debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the debt liability. The FASB clarified that debt issuance costs related to line-of-credit arrangements can be presented as an asset and amortized over the term of the arrangement. The Company adopted these amendments on January 1, 2016 on a retrospective basis. As a result, the Predecessor financial statements have been adjusted to reclassify $9.1 million of debt issuance costs from Other non-current assets and into Long-term debt and capital lease obligations, less current portion, net on the consolidated balance sheet as of September 30, 2015. New Accounting Pronouncements Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The amendments in this ASU will supersede the revenue recognition requirements in Topic 605, Revenue Recognition and require that revenue be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14, which deferred the effective date of ASU 2014-09 for all entities by one year. These amendments will be effective in annual reporting periods beginning after December 15, 2017 including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016 including interim reporting periods within that reporting period. The Company is in the process of evaluating the provisions of this ASU and assessing the potential effect on the Company’s financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. The amendments in this ASU provide guidance in GAAP about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern within one year after the date the financial statements are issued and to provide related footnote disclosures. The ASU is effective for annual periods ending after December 15, 2016, and interim periods within those years and early adoption is permitted. The adoption of this standard is not expected to have a material |
Business Combination
Business Combination | 12 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combination | Business Combination On June 9, 2016, the Company consummated the Business Combination pursuant to the Merger Agreement, whereby WLRH acquired Holdings (including the portion of Holdings held by Blocker) through a series of two mergers. As a result of the transactions contemplated by the Merger Agreement, Holdings and Blocker became wholly-owned subsidiaries of WLRH. The purchase consideration for the Business Combination was as follows: Cash $ 424.9 Less: cash acquired (64.3 ) Equity (1) 276.7 Founder Shares transferred to Selling Equityholders (1) 30.2 Contingent consideration - Fair value of Deferred Cash Consideration 45.4 Contingent consideration - Fair value of TRA 84.2 Total purchase consideration (2) $ 797.1 (1) See Note 11. (2) In addition to the total purchase consideration above, the Company assumed the outstanding indebtedness of the Predecessor, including related accrued interest through the Closing Date, totaling $774.3 million . The proceeds of the Credit Facilities were used to repay such indebtedness and accrued interest immediately following the consummation of the Business Combination. During the three months ended September 30, 2016, the Company recorded adjustments to the purchase consideration to reflect the impact of the final working capital adjustment which reduced the fair value of the Deferred Cash Consideration by $4.2 million and an adjustment to reduce the preliminary fair value of the TRA by $10.7 million to reflect revisions in the assessment of the future tax payments expected to be made to the Selling Equityholders. Contingent Consideration - Deferred Cash Consideration The contingent consideration associated with the Deferred Cash Consideration will be an amount in cash equal to the prevailing price of the Company’s common stock at the time that the Company pays such deferred cash payment multiplied by the number of Excess Shares ( 5,178,642 Excess Shares as of September 30, 2016). Based on the terms of the Excess Shares, certain circumstances require the Company to pay all or a portion of the Deferred Cash Consideration to the Selling Equityholders, where such cash amount is calculated as set forth in the Merger Agreement, including (i) where the volume weighted average trading price of the Company’s common stock for any period of 20 trading days in any 30 trading day period exceeds $15.00 per share, and (ii) if any Excess Shares remain on June 30, 2021. If any Excess Shares remain on June 30, 2021, the Company must elect to either (i) within five business days of such date, pay to Selling Equityholders an amount in cash equal to the product of the number of remaining Excess Shares multiplied by the volume weighted-average trading price for the 20 trading day period immediately preceding such date or (ii) use reasonable best efforts to sell to a third party in a primary offering such shares and pay the gross proceeds thereof (less any underwriting discounts and commissions) to the Selling Equityholders. However, to the extent the number of shares issued in such offerings does not equal the full amount of Excess Shares remaining at the time of the offering, the Company’s obligations with respect to any remaining Excess Shares, including the obligation to continue to complete any necessary additional offerings, shall continue. In order to estimate the fair value of the Deferred Cash Consideration, the Company estimates the value of the Excess Shares using a Monte Carlo simulation model. The estimated fair value of the Deferred Cash Consideration liability as of the Closing Date was $45.4 million . Contingent Consideration - TRA Concurrent with the completion of the Business Combination, the Company incurred the liability for the contingent consideration related to the TRA, which reflects amounts owed to the Selling Equityholders. This liability generally provides for the payment by the Company to the Selling Equityholders of 85% of the net cash savings, if any, in U.S. federal, state and local income taxes that the Company actually realizes (or is deemed to realize in certain circumstances) in periods after the Closing Date as a result of (i) certain increases in tax basis resulting from the Company Merger, (ii) certain tax attributes of Holdings existing prior to the Mergers, (iii) net operating losses and certain other tax attributes of Blocker available to the Company as a result of the Blocker Merger and (iv) imputed interest deemed to be paid by the Company as a result of, and additional tax basis arising from, payments the Company makes under the TRA. The Company will retain the benefit of the remaining 15% of the net cash savings, if any. The Company estimated the fair value of the TRA liability based on a discounted cash flow model which incorporates assumptions of projected taxable income, projected income tax liabilities and an estimate of tax benefits expected to be realized as a result of the Business Combination. The estimated fair value of the TRA liability as of the Closing Date was $84.2 million . The undiscounted cash flows associated with the TRA liability were estimated to be between $180.0 million and $220.0 million over the time period during which the tax benefits are expected to be realized, currently estimated at over 20 years . The amount and timing of any payments due under the TRA will vary depending upon a number of factors, including the amount and timing of the taxable income the Company generates in the future and the U.S. federal, state and local income tax rates then applicable. In addition, payments made under the TRA will give rise to additional tax benefits for the Company and therefore to additional potential payments due under the TRA. The term of the TRA commenced upon the consummation of the Mergers and will continue until all tax benefits that are subject to the TRA have been utilized or expired, unless the Company exercises its right to terminate the TRA early. If the Company elects to terminate the TRA early, its obligations under the TRA would accelerate and it generally would be required to make an immediate payment equal to the present value of the anticipated future payments to be made by it under the TRA, calculated in accordance with certain valuation assumptions set forth in the TRA. The liabilities related to the Deferred Cash Consideration and the TRA are included in Due to related party pursuant to contingent consideration obligations on the Company’s consolidated balance sheets. Preliminary Purchase Consideration Allocation The Business Combination is accounted for under the acquisition method, with WLRH determined to be the accounting acquirer of Holdings, which requires the Company to perform an allocation of the purchase consideration to the assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The excess of the purchase consideration over the estimated fair values is recorded as goodwill. As mentioned above, during the three months ended September 30, 2016, the Company recorded adjustments to the purchase consideration totaling $14.9 million to reflect the impact of the final working capital adjustment which reduced the fair value of the Deferred Cash Consideration by $4.2 million and an adjustment to reduce the preliminary fair value of the TRA by $10.7 million to reflect revisions in the assessment of the future tax payments expected to be made to the Selling Equityholders. The following table summarizes the Company’s preliminary allocation of the purchase consideration to assets acquired and liabilities assumed at the acquisition date: Preliminary Purchase Price Allocation Accounts receivable $ 470.0 Inventory 328.5 Other current assets 25.8 Property, plant and equipment 328.3 Customer-related intangible 201.0 Trade name 21.0 Below-market leases 0.7 Other non-current assets 3.2 Deferred tax assets 1.2 Goodwill 669.0 Total assets acquired 2,048.7 Short-term borrowings and current portion of capital leases 40.6 Accounts payable 338.0 Other current liabilities 52.8 Long-term portion of capital leases 23.0 Long-term debt 767.3 Deferred tax liability 24.4 Other non-current liabilities 5.5 Total liabilities assumed 1,251.6 Net assets acquired $ 797.1 During the three months ended September 30, 2016 , the Company recorded adjustments to the fair value of certain of the assets acquired and liabilities assumed, including an adjustment to reduce the fair value of property, plant and equipment by $11.2 million and an adjustment to reduce the fair value of identified intangible assets by $5.2 million . As a result of these changes, during the three months ended September 30, 2016, the Company recorded a decrease to depreciation expense of $0.3 million in Cost of sales and operating expenses and a decrease to amortization expense of intangible assets and depreciation expense of $0.1 million in Selling, general and administrative expenses that would have otherwise been recorded during the three months ended June 30, 2016. The Company also recorded adjustments to the fair value of other current assets related to tax receivables of $1.3 million and deferred tax liabilities of $16.9 million during the three months ended September 30, 2016 . The purchase price allocation will be completed within twelve months of the Closing Date, and changes could have a material impact on the amount ultimately allocated to goodwill. Transaction costs incurred by the Company associated with the Business Combination were $21.3 million during the fiscal year ended September 30, 2016 for the Successor. The Company also incurred a total of $25.3 million of debt issuance costs related to the Credit Facilities in connection with the consummation of the Business Combination. Transaction costs incurred by the Predecessor associated with the Business Combination were $33.4 million for the period from October 1, 2015 through June 8, 2016 . A summary and description of the acquired assets and assumed liabilities fair valued in conjunction with applying the acquisition method of accounting follows: Accounts Receivable Accounts receivable consists of receivables related to the customers of the acquired business, as well as various other miscellaneous receivables. The accounts receivable and other miscellaneous receivables were recorded at their approximate fair value based on expected collections of the Predecessor. Accordingly, accounts receivable included an adjustment of $4.1 million to reduce gross receivables to their net fair value based on the reserve for uncollectable amounts at the Closing Date. Inventory Inventory consists primarily of finished products to be distributed to the acquired business’s customers. The fair value of inventory was established through application of the income approach, using estimates of selling prices and costs such as selling and marketing expenses to be incurred in order to dispose of the finished products and arriving at the future profitability that is expected to be generated once the inventory is sold (net realizable value). The inventory fair value step up of $13.8 million was recognized in income during the fiscal year ended September 30, 2016 , which is included in Cost of sales and operating expenses in the consolidated statement of operations. Other Current Assets Other current assets consist primarily of prepaid expenses which did not have a fair value adjustment as part of acquisition accounting since their carrying value approximated fair value. Additionally, as a result of the Business Combination, the Company recognized $1.3 million for certain tax receivables. Property, Plant and Equipment Property, plant and equipment consists primarily of: 42 owned distribution locations in the U.S., Puerto Rico and Canada; 11 leased locations in the U.S., Canada, Puerto Rico, Mexico, Europe and China (excluding third party operated warehouses); office equipment and other similar assets used in the Predecessor's operations. The allocation of the purchase consideration for property, plant and equipment was based on the fair market value of such assets determined using the cost approach. The cost approach consisted of estimating the fixed assets’ replacement cost less all forms of depreciation. The fair value of land was determined using the comparable sales approach. The fair value adjustment to property, plant and equipment was $96.1 million . The Company's assessment of replacement cost of certain property and equipment is preliminary, and will be completed within twelve months of the Closing Date. Customer-Related Intangible Customer relationships were valued through the application of the income approach. Under this approach, revenue, operating expenses and other costs associated with existing customers were estimated in order to derive cash flows attributable to the existing customer relationships. The resulting estimated cash flows were then discounted to present value to arrive at the fair value of existing customer relationships as of the valuation date. The value associated with customer relationships will be amortized on a straight-line basis over a 12 -year period, which represents the approximate point in the projection period in which a majority of the asset’s cash flows are expected to be realized based on assumed attrition rates. The Company recognized $201.0 million for these intangible assets as part of the preliminary allocation of the purchase consideration. The Company's assessment of the expected future cash flows related to the customer intangibles is preliminary, and will be completed within twelve months of the Closing Date. Trade Name The "Nexeo" trade name was valued through application of the income approach, involving the estimation of likely future sales and an estimated royalty rate reflective of the rate that a market participant would pay to use the Nexeo name. The fair value of this asset will be amortized on a straight-line basis over a period of four years, estimated based on the period in which the Company expects a market participant would use the name prior to rebranding and the length of time the name would be expected to maintain recognition and value in the marketplace. The Company recognized $21.0 million for this intangible asset as part of the preliminary allocation of the purchase consideration. The Company's assessment of these future cash flows is preliminary and will be completed within twelve months of the Closing Date. Below-Market Leases The Company recognized an intangible asset related to favorable lease terms of certain properties under operating leases where rental payments were determined to be less than current market rates. The intangible asset will be amortized over the remaining life of the operating leases, which ranges from one to seven years. The Company recognized $0.7 million for this intangible asset as part of the preliminary allocation of the purchase consideration. Other non-current assets Other non-current assets acquired represents certain long-term deposits, which did not have a fair value adjustment as part of acquisition accounting since their carrying value approximated fair value. Goodwill Goodwill represents the excess of the total purchase consideration over the fair value of the underlying net assets acquired, largely arising from the workforce and extensive efficient distribution network that has been established by the acquired business. Of the total amount of goodwill recognized as part of the preliminary allocation of the purchase consideration above, the Company expects approximately $198.7 million to be deductible for tax purposes. As the fair value assessments of the acquired assets and liabilities are finalized within the next twelve months, the amount of goodwill recognized as of the acquisition date is subject to change. Short-term borrowings and current portion of capital leases. Short-term borrowings and current portion of capital leases includes short term borrowings of Nexeo Plaschem and the current portion of capital leases, which did not have a fair value adjustment as part of acquisition accounting since their carrying value approximated fair value. Accounts Payable Accounts payable represent short-term obligations owed to the vendors of the acquired business, which were assumed in the Business Combination. These obligations did not have a fair value adjustment as part of acquisition accounting since their carrying value approximated fair value. Other Current Liabilities Other current liabilities represent primarily accrued expenses, including accrued payroll, accrued interest on long-term debt, certain accrued taxes and various other liabilities arising out of the normal operations of the acquired business. The majority of these liabilities did not have a fair value adjustment because their carrying value approximated fair value. However, no fair value was recognized for certain recorded liabilities that did not meet the definition of a liability under the acquisition method of accounting. Long-term Portion of Capital Leases The long-term portion of capital leases includes the non-current portion of capital leases for machinery and equipment, which did not have a fair value adjustment as part of acquisition accounting since their carrying value approximated fair value. Long-term Debt Long-term debt represents the outstanding principal balance at the Closing Date of the Predecessor Term Loan Facility and the Notes which did not have a fair value adjustment as part of acquisition accounting since the carrying value approximated fair value. Deferred Taxes Deferred tax assets and liabilities are attributable to the difference between the estimated fair values allocated to inventory, property, plant and equipment and identified intangibles acquired for financial reporting purposes and the amounts determined for tax reporting purposes and give rise to temporary differences. The deferred tax assets and liabilities will reverse in future periods or have reversed as the related tangible and intangible assets are amortized, acquired inventory is sold, or if goodwill is impaired. The estimates of the deferred taxes are preliminary as they are dependent on the final fair values allocated to inventory, property, plant and equipment and identified intangibles. Additionally, the Company’s entity structure includes several partnerships. The estimates of deferred taxes are preliminary as the evaluation of the tax basis of each individual partner's interest in the partnership has not been fully completed. Impact of the Business Combination on the Company’s Consolidated Financial Information For the fiscal year ended September 30, 2016 , the Company’s consolidated sales and operating revenues and net income (loss) include $1,065.7 million and $7.3 million , respectively, related to the operations of the acquired business since the closing date of the Business Combination. Unaudited Consolidated Pro Forma Financial Information The unaudited consolidated pro forma results presented below include the effects of the Business Combination as if they had occurred as of the beginning of the previous fiscal year, or October 1, 2014. The unaudited consolidated pro forma results reflect certain adjustments related to this acquisition, primarily the amortization expense associated with estimates for the acquired intangible assets, inventory adjustments to fair value, depreciation expense based on the new fair value of property, plant and equipment, transaction costs, interest expense and income taxes. The unaudited consolidated pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the Business Combination been completed on October 1, 2014. Fiscal Year Ended September 30, 2016 2015 Sales and operating revenues $ 3,405.8 $ 3,949.1 Operating income $ 95.8 $ 6.2 Net income (loss) from continuing operations $ 34.3 $ (19.5 ) Net income (loss) $ 34.4 $ (20.2 ) Basic and diluted net income (loss) per share $ 0.45 $ (0.25 ) The unaudited consolidated pro forma information for the fiscal year ended September 30, 2015 above reflects the effect of recognizing the non-recurring inventory fair value step up of $13.8 million in income during that period, and the effect of recognizing transaction related costs of $54.7 million during that period. For all periods presented above, the basic net income (loss) per share amounts were computed using weighted average shares outstanding of 76,746,168 , which assumes all shares issued as a result of the Business Combination would have been issued on October 1, 2014. Diluted shares outstanding for the pro forma fiscal year ended September 30, 2016 were 76,799,052 , which includes the effect of 64,518 shares of restricted stock issued to directors as outstanding as of their grant date. There were 12,476,250 Founder Shares not included in the basic or diluted computations because market conditions are assumed to be not satisfied. Additionally, 1,542,500 PSU awards were not included in the computation of diluted shares outstanding because performance targets and/or market conditions are assumed not to have been met for these awards, 25,012,500 shares based on the exercise of 50,025,000 warrants were excluded because the warrants were out-of-the-money. For the pro forma fiscal year ended September 30, 2015 , the diluted net loss per share was computed using weighted average shares outstanding of 76,746,168 , which excludes the Founder Shares, PSU awards and shares issuable upon exercise of the warrants as described above. The 64,518 shares of unvested restricted stock issued to directors were also excluded as their impact on the pro forma net loss would have been anti-dilutive. |
Certain Balance Sheet Informati
Certain Balance Sheet Information | 12 Months Ended |
Sep. 30, 2016 | |
Certain Balance Sheet Information [Abstract] | |
Certain Balance Sheet Information | Certain Balance Sheet Information Cash and Cash Equivalents Cash and cash equivalents were $47.5 million as of September 30, 2016 for the Successor and $127.7 million as of September 30, 2015 for the Predecessor. These amounts included the following: Successor Predecessor September 30, 2016 September 30, 2015 Cash held by foreign subsidiaries $ 41.9 $ 54.1 Non-U.S. dollar denominated currency held by foreign subsidiaries $ 36.9 $ 45.0 Currency denominated in RMB $ 6.5 $ 4.7 Non-U.S. dollar denominated currency held by foreign subsidiaries was primarily in euros and RMB. While the RMB is convertible into U.S. dollars, foreign exchange transactions are subject to approvals from SAFE. The Company does not anticipate any significant adverse impact to overall liquidity from restrictions on cash and cash equivalents. Inventories Inventories at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor Predecessor September 30, 2016 September 30, 2015 Finished products $ 311.7 $ 320.9 Supplies 4.1 4.2 Total $ 315.8 $ 325.1 During the fiscal year ended September 30, 2015, the Predecessor recorded a $1.6 million non-cash impairment charge related to inventory on hand for certain chemical products in Asia. The decline in the value of these products was associated with the decline of oil prices as the prices for these products are closely correlated to this feedstock price. The Company’s inventories in the U.S. and Canada are collateral under the Credit Facilities. Other Non-Current Assets Other non-current assets at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor Predecessor September 30, 2016 September 30, 2015 Debt issuance costs of revolving credit facilities $ 6.4 $ 5.4 Other 4.3 3.4 Total $ 10.7 $ 8.8 In connection with the Credit Facilities, the Company incurred debt issuance costs of $ 25.3 million during the fiscal year ended September 30, 2016 . Of these, $6.8 million related to the ABL Facility and were recorded in Other non-current assets on the consolidated balance sheet. The remaining $18.5 million of debt issuance costs related to the Term Loan Facility and were recorded as a reduction of the debt. See Note 7. Amortization of debt issuance costs related to the ABL Facility recorded in Interest expense in the consolidated statement of operations was $0.4 million for the fiscal year ended September 30, 2016 for the Successor. In connection with the Business Combination, debt issuance costs totaling $9.3 million , associated with the Predecessor were derecognized as part of the purchase consideration allocation. Amortization of debt issuance costs related to the Predecessor ABL Facility recorded in interest expense was $2.1 million for the period from October 1, 2015 through June 8, 2016 and $3.0 million and $3.1 million for the fiscal years ended September 30, 2015 and 2014, respectively, for the Predecessor. Investments and Cash Previously Held in Trust Prior to the Business Combination, the Company held in a trust account securities which the Company had the ability and intent to hold until maturity. Held-to-maturity treasury securities were recorded at amortized cost and adjusted for the amortization of the original discount. During the fiscal year ended September 30, 2016 , the Company recognized $0.5 million of amortization related to the original discount, which was recorded in Interest income in the consolidated statement of operations. As part of the Business Combination, the Company withdrew all $501.1 million of proceeds from the trust account. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor Predecessor September 30, 2016 September 30, 2015 Land $ 50.4 $ 41.2 Plants and buildings 89.8 78.3 Machinery and equipment (1) 130.5 167.8 Software and computer equipment 49.0 68.8 Construction in progress 16.5 12.9 Total 336.2 369.0 Less accumulated depreciation (2) (13.6 ) (137.8 ) Property, plant and equipment, net $ 322.6 $ 231.2 (1) Includes $25.2 million and $13.1 million , respectively, related to equipment acquired under capital leases. (2) Includes $1.1 million and $0.1 million , respectively, related to equipment acquired under capital leases. In connection with the Business Combination, property, plant and equipment of the Predecessor was adjusted to fair value. See Note 3. Depreciation expense recognized on the property, plant and equipment described above was as follows: Successor Predecessor Fiscal Year Ended October 1, 2015 Through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Depreciation expense (1) $ 13.6 $ 27.1 $ 36.8 $ 40.1 (1) Includes for the fiscal year ended September 30, 2014 an impairment loss of $1.8 million related to the closure of two facilities in the U.S. One of these facilities was sold in February 2015 for net proceeds of $1.3 million resulting in a $0.2 million gain on sale. Included in the carrying value of property, plant and equipment in the Company's consolidated balance sheets are certain closed facilities located in the U.S., which collectively have a carrying value of $1.2 million as of September 30, 2016. The facilities do not currently meet the criteria for held-for-sale classification; accordingly, they remain classified as held and used. Equipment Lease In May 2015, the Predecessor entered into the Ryder Lease for transportation equipment. The Ryder Lease covered the rental of approximately 202 tractors, which replaced a significant portion of the Company’s current private fleet of tractors, and has a term of seven years. The Ryder Lease is accounted for as a capital lease, and requires minimum annual payments of approximately $5.5 million per year. The Company is permitted to terminate the lease of an individual tractor on the anniversary of its delivery date, provided that certain conditions are met. In the event the Company terminates the lease of an individual tractor in accordance with the terms of the Ryder Lease, the Company may elect to purchase the individual tractor at a predetermined residual value or return the tractor to Ryder, subject to an adjustment based on the then-current market value of the individual tractor. Facility Lease The Company sold its Franklin Park facility to the Illinois Tollway Authority under an eminent domain proceeding numbered Illinois State Tollway Authority v. Nexeo Solutions, LLC Case No. 15 L 50521, Parcel No. WA-12-012. The sale was completed in September 2016 for $4.6 million , net of costs incurred. The Company also recognized a gain of $0.8 million , included in Other Income on the consolidated statement of operations for the fiscal year ended September 30, 2016, related to the reimbursement of capital expenditures incurred for certain equipment in connection with this proceeding. In March 2016, in connection with the relocation of the operations currently managed at the facility described above, the Predecessor entered into a lease agreement for a new facility in Montgomery, Illinois. The lease has a term of 15 years, with annual payments beginning at $1.1 million per year and annual escalations of 2.5% per year. The lease agreement includes three renewal options of five years each. This lease agreement will be accounted for as a capital lease, with the lease term beginning in the first quarter of fiscal 2017. |
Goodwill and Other Intangibles
Goodwill and Other Intangibles | 12 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles | Goodwill and Other Intangibles Goodwill The following is a progression of Successor goodwill by reportable segment: Successor Chemicals Plastics Other Total Balance at September 30, 2015 $ — $ — $ — $ — Business Combination 331.9 274.1 63.0 669.0 Foreign currency translation (0.3 ) (3.0 ) — (3.3 ) Balance at September 30, 2016 $ 331.6 $ 271.1 $ 63.0 $ 665.7 Goodwill by reportable segment as of September 30, 2015 for the Predecessor was $269.7 million for Chemicals, $91.5 million for Plastics and $12.5 million for Other. Goodwill amounts by reportable segment at September 30, 2016 are based on the preliminary allocation of the purchase consideration of the Business Combination as of the Closing Date. Accordingly, the amounts allocated to goodwill are subject to adjustments to reflect the completion of the purchase price allocation, which will be completed within twelve months of the Closing Date and could have a material impact on total goodwill and goodwill by reportable segment. See Note 3. Goodwill Impairment Test Goodwill is tested for impairment annually as of March 31st and whenever events or circumstances make it more likely than not that an impairment may have occurred. Goodwill is reviewed for impairment at the reporting unit level, or operating segment for the Company. Significant management judgment is required in the estimates and assumptions made for purposes of the Company's goodwill impairment testing. If actual results differ from these estimates and assumptions or market conditions materially change, the analysis could be negatively impacted and could result in an impairment charge in future periods. Other Intangible Assets Definite-lived intangible assets at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor September 30, 2016 Estimated Useful Life (years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer-related 12 $ 200.3 $ (5.2 ) $ 195.1 Trade name 4 21.0 (1.7 ) 19.3 Below-market leases 1-7 0.7 (0.1 ) 0.6 Total $ 222.0 $ (7.0 ) $ 215.0 Predecessor September 30, 2015 Estimated Useful Life (years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer-related 5-14 $ 121.3 $ (33.6 ) $ 87.7 Supplier-related 10 17.0 (2.6 ) 14.4 Leasehold interest 1-20 2.1 (1.3 ) 0.8 Non-compete agreements 3-5 10.0 (4.5 ) 5.5 Trademarks and trade names 2-6 6.2 (3.2 ) 3.0 Total $ 156.6 $ (45.2 ) $ 111.4 Amortization expense recognized on the intangible assets described above was as follows: Successor Predecessor Fiscal Year Ended October 1, 2015 Through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Amortization expense $ 7.0 $ 10.6 $ 15.8 $ 13.3 Expected amortization expense for the years ending September 30, 2017 through 2021 is $22.3 million , $22.2 million , $22.1 million , $20.4 million , and $16.8 million , respectively. |
Debt
Debt | 12 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Short-term borrowings outstanding and the current portion of long-term debt and capital lease obligations at September 30, 2016 and 2015 are summarized below: Successor Predecessor September 30, 2016 September 30, 2015 Short-term borrowings $ 38.4 $ 34.9 Current portion of long-term debt and capital lease obligations 9.3 37.5 Total short-term borrowings and current portion of long term debt and capital lease obligations, net $ 47.7 $ 72.4 Long-term debt outstanding at September 30, 2016 and 2015 is summarized below: Successor Predecessor September 30, 2016 September 30, 2015 ABL Facility $ 117.7 $ — Term Loan Facility 653.4 — Predecessor ABL Facility — 85.5 Predecessor Term Loan Facility — 647.2 Notes — 159.2 Capital lease obligations (1) 24.8 12.7 Total long-term debt 795.9 904.6 Less: unamortized debt discount (2) (3.2 ) (3.6 ) Less: debt issuance costs (3) (17.8 ) (9.1 ) Less: current portion of long-term debt and capital lease obligations (9.3 ) (37.5 ) Long-term debt and capital lease obligations, less current portion, net $ 765.6 $ 854.4 (1) Capital lease obligations exclude executory costs and interest payments associated with the underlying leases. See "Capital Lease Obligations" below. (2) At September 30, 2016, included $3.2 million of unamortized debt discount related to the Term Loan Facility for the Successor. At September 30, 2015 , included $1.9 million of unamortized debt discount related to the Predecessor Term Loan Facility, with the remainder related to the Notes. Debt discount is amortized to interest expense over the life of the respective instruments using the effective interest rate method. (3) See discussion below under Term Loan Facility and Debt Issuance Cost Amortization and Note 2 related to the adoption of ASU 2015-03 and ASU 2015-15. Short-term Borrowings The Company's short-term borrowings are associated with the Company's operations in China and are summarized below: Facility Limit Outstanding Borrowings Balance Weighted Average Interest Rate on Borrowings Outstanding LOC and Bankers' Acceptance Bills Remaining Availability September 30, 2016 - Successor Bank of America - China (1) $ 28.4 $ 27.3 4.0 % $ — $ 1.1 Bank of Communications - China (2) 22.5 11.1 5.2 % 10.5 0.9 Total $ 50.9 $ 38.4 $ 10.5 $ 2.0 September 30, 2015 - Predecessor Bank of America - China $ 23.8 $ 23.0 3.5 % $ — $ 0.8 Bank of Communications - China 23.6 11.9 6.1 % 7.1 4.6 Total $ 47.4 $ 34.9 $ 7.1 $ 5.4 (1) The borrowing limit of this facility is denominated in U.S. dollars. This line of credit is secured by a standby letter of credit drawn on the ABL Facility covering at least 110% of the facility's borrowing limit amount. Borrowings under the line of credit are payable in full within 12 months of the date of the advance. (2) The borrowing limit of this facility is denominated in RMB. This line of credit is secured by a standby letter of credit drawn on the ABL Facility covering at least 100% of the facility's borrowing limit amount. Borrowings under the line of credit are payable in full within 12 months of the date of the advance. In addition to the above lines of credit, Nexeo Plaschem entered into an arrangement through which it made borrowings on a short-term basis, usually six months , by using its line of credit with the bank or by pledging the proceeds of its notes receivable. The borrowings under this arrangement were used to fund Nexeo Plaschem's working capital requirements. The arrangement was terminated and as of September 30, 2015 there were no outstanding borrowings, no notes receivable pledged and no outstanding bankers' acceptance bills issued to suppliers under this arrangement. Nexeo Plaschem had another similar arrangement whereby it was able to pledge proceeds from its notes receivable in exchange for bankers' acceptance bills issued to suppliers. The arrangement was terminated and as of September 30, 2015 no notes receivable were pledged under this arrangement. Long-term Debt ABL Facility On June 9, 2016, the ABL Borrowers entered into the ABL Facility which provides for revolving credit financing including a U.S. Tranche of up to $505.0 million , a Canadian Tranche of up to the U.S. dollar equivalent of $40.0 million , and a FILO Tranche up to $30.0 million . Under the ABL Facility, up to $50.0 million in the case of the U.S. Tranche and $10.0 million in the case of the Canadian Tranche may be short-term borrowings upon same-day notice, referred to as swingline loans. The ABL Facility is unconditionally guaranteed, jointly and severally, by Holdings and its wholly-owned subsidiary, Sub Holding. Additionally, Solutions, Holdings and Sub Holding are also co-borrowers under the U.S. Tranche and the FILO Tranche of the ABL Facility on a joint and several basis, and Nexeo Solutions Canada Corp. is the borrower under the Canadian Tranche. The ABL Facility matures on June 9, 2021 . Provided no default or event of default then exists or would arise therefrom, the ABL Borrowers have the option to request that the ABL Facility be increased by an aggregate amount, when included with any incremental borrowings issued under the Term Loan Facility, not to exceed $175.0 million . The ABL Facility includes a letter of credit sub-facility, which permits up to $200.0 million of letters of credit under the U.S. Tranche (which may be denominated in U.S. dollars, euros or other currencies approved by the administrative agent and the issuing bank) and up to the U.S. dollar equivalent of $10.0 million of letters of credit under the Canadian Tranche (which may be denominated in CAD only). The ABL Facility also contains a FILO Tranche which can be used by any non-Canadian foreign subsidiary for loans or letters of credit up to an aggregate amount not to exceed $30.0 million . The amount of available credit changes every month, depending on the amount of eligible receivables and inventory the ABL Borrowers have available to serve as collateral. In general, the facility is limited to the lesser of (i) the aggregate commitment or (ii) the sum of (a) 90.0% of eligible accounts receivable, as defined therein, and (b) 85.0% of the orderly liquidation value of the eligible inventory and (c) 100.0% of cash and cash equivalents held in blocked accounts, as defined, maintained by the ABL Agent, for each ABL Borrower. Available credit for the U.S. and Canadian Tranches are calculated separately, and the borrowing base components are subject to customary reserves and eligibility criteria. Borrowings under the U.S. Tranche and the Canadian Tranche of the ABL Facility bear interest, at the ABL Borrowers’ option, at either an alternate base rate or Canadian prime rate, as applicable, plus an applicable margin (ranging from 0.25% to 0.75% pursuant to a grid based on average excess availability) or LIBOR or Canadian BA rate (as defined therein), as applicable, plus an applicable margin (ranging from 1.25% to 1.75% pursuant to a grid based on average excess availability). Loans under the FILO Tranche, within the ABL Facility, bear interest at an alternate base rate plus an applicable margin (ranging from 1.00% to 1.50% pursuant to a grid based on average excess availability) or LIBOR plus an applicable margin (ranging from 2.00% to 2.50% pursuant to a grid based on average excess availability). In addition to paying interest on outstanding principal amounts under the ABL Facility, the ABL Borrowers are required to pay a commitment fee in respect of the unutilized commitments, which commitment fee is 0.250% or 0.375% per annum and is determined based on average utilization of the ABL Facility (increasing when utilization is low and decreasing when utilization is high). The ABL Borrowers are required to pay customary letters of credit fees. The ABL Facility requires that if the sum of (i) excess availability, as defined (for the ABL Borrowers) and (ii) the amount by which the then-current borrowing base exceeds the aggregate commitments under the ABL Facility (for the ABL Borrowers) is less than the greater of (a) $40.25 million and (b) 10.0% of the Line Cap (as defined in the ABL Facility), the ABL Borrowers shall comply with a minimum fixed charge coverage ratio of at least 1.0 to 1.0 . In addition, the ABL Facility contains negative covenants that restrict Holdings and its subsidiaries, including the ABL Borrowers from, among other things, incurring additional debt, granting liens, entering into guarantees, entering into certain mergers, making certain loans and investments, disposing of assets, prepaying certain debt, declaring dividends, modifying certain material agreements or changing the business it conducts. The ABL Facility also contains certain customary representations and warranties, affirmative covenants and events of default, including, among other things, payment defaults, breach of representations and warranties, covenant defaults, cross-defaults and cross-acceleration to certain indebtedness, certain events of bankruptcy, certain events under the Employee Retirement Income Security Act of 1974, as amended from time to time, material judgments, actual or asserted failure of any guaranty or security document supporting the ABL Facility to be in full force and effect, and change of control. If such an event of default occurs, the lenders under the ABL Facility are entitled to take various actions, including the acceleration of amounts due under the ABL Facility and all actions permitted to be taken by a secured creditor. The weighted average interest rate on borrowings under the ABL Facility was 2.0% at September 30, 2016 . Solutions had the U.S. dollar equivalent of $72.9 million in outstanding letters of credit under the ABL Facility at September 30, 2016 . The collective credit availability under the U.S. and Canadian Tranches of the ABL Facility was the U.S. equivalent of $273.8 million at September 30, 2016 . There was $0.5 million availability under the FILO Tranche at September 30, 2016 . Obligations under the ABL Facility are secured by a first priority lien on all ABL first lien collateral, including eligible inventory and accounts receivable of the ABL Borrowers, and a second priority lien on all Term Loan first lien collateral (other than a second priority security interest in, and mortgages on, any real property), including outstanding equity interests of the Borrower and certain of the other subsidiaries of Holdings, in each case, subject to certain limitations; provided, that no ABL Facility first lien collateral or Term Loan Facility first lien collateral owned by the Canadian Borrower secure the obligations owing under the U.S. tranche of the ABL Facility. These accounts receivable and inventory totaled $606.9 million in the aggregate as of September 30, 2016 for the Successor. Fees paid to the lenders during the fiscal year ended September 30, 2016 in connection with the ABL Facility totaled $6.8 million and were recorded as debt issuance costs in Other non-current assets on the consolidated balance sheet to be amortized as interest expense over the remaining term of the ABL Facility. See Note 4. As of September 30, 2016 , the ABL Borrowers were in compliance with the covenants of the ABL Facility. Term Loan Facility On June 9, 2016, Neon Finance Company LLC (which was subsequently merged with and into Solutions) entered into the Term Loan Facility that provides secured debt financing in an aggregate principal amount of up to $655.0 million and the right, at Solutions’ option, to request additional tranches of term loans in an aggregate principal amount, when included with any incremental borrowings issued under the ABL Facility, of up to $175.0 million , plus unlimited additional amounts such that the aggregate principal amount of indebtedness outstanding at the time of incurrence does not cause the Secured Net Leverage Ratio, calculated on a pro forma basis, to exceed 4.1 to 1.0 . Availability of such additional tranches of term loans is subject to the absence of any default and, among other things, the receipt of commitments by existing or additional financial institutions. Borrowings under the Term Loan Facility bear interest at the borrower’s option at either (i) the LIBOR rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, which shall be no less than 1.0% , plus an applicable margin of 4.25% or (ii) a base rate determined by reference to the highest of (a) the prime commercial lending rate published by Bank of America, N.A. as its "prime rate," (b) the federal funds effective rate plus 0.50% and (c) a one-month LIBOR rate plus 1.0% , plus an applicable margin of 3.25% . Commencing with the quarter ended September 30, 2016, Solutions is required to make scheduled quarterly payments in an aggregate annual amount equal to 1.0% of the aggregate principal amount of the initial term loans made on the Closing Date of the Mergers, with the balance due at maturity. The Term Loan Facility matures on June 9, 2023. The interest rate for the Term Loan Facility was 5.25% at September 30, 2016 . Proceeds of $651.7 million , net of discount of $3.3 million were received in connection with the Term Loan Facility. The Company amortized $0.1 million of debt discount to interest expense during the fiscal year ended September 30, 2016 . Additionally, the Term Loan Facility requires Solutions to make early principal payments on an annual basis, commencing with the fiscal year ending September 30, 2017, if cash flows for the year, as defined in the Term Loan Facility, exceed certain levels specified in the Term Loan Facility. Solutions generally has the right to prepay loans in whole or in-part, without incurring any penalties for early payment. Solutions is not required to make an early principal payment for the fiscal year ended September 30, 2016 . The Term Loan Facility contains a number of covenants that, among other things and subject to certain exceptions, restrict Holdings’ ability and the ability of its subsidiaries to incur additional indebtedness, pay dividends on its capital stock or redeem, repurchase or retire its capital stock or other indebtedness, make investments, loans and acquisitions, create restrictions on the payment of dividends or other amounts to the Company from its restricted subsidiaries, engage in transactions with its affiliates, sell assets, including capital stock of its subsidiaries, alter the business it conducts, consolidate or merge, incur liens. The Term Loan Facility does not require Solutions to comply with any financial maintenance covenants and contains certain customary representations and warranties, affirmative covenants and provisions relating to events of default. As of September 30, 2016 , Solutions was in compliance with the covenants of the Term Loan Facility. Obligations under the Term Loan Facility are secured by a first priority lien on all Term Loan first lien collateral, including outstanding equity interests of the Borrower and certain of the other subsidiaries of Holdings, and a second priority lien on all ABL first lien collateral, including accounts receivable and inventory of the loan parties under the Term Loan Facility, subject to certain limitations. Fees paid to the lenders during the fiscal year ended September 30, 2016 in connection with the Term Loan Facility totaled $18.5 million and were recorded as a reduction of the debt balance to be amortized as interest expense over the remaining term of the Term Loan Facility. Redemption of Predecessor 8.375% Senior Subordinated Notes due 2018 On June 9, 2016, all of the approximately $149.7 million principal amount of the Notes outstanding were redeemed at a redemption price equal to 100% of the principal amount. The Issuers and the guarantors under the Notes were released from their respective obligations under the Notes and the indenture governing the Notes. During the second quarter of fiscal year 2016, the Predecessor acquired $9.5 million in aggregate principal amount of its Notes for $8.7 million in cash and recorded a gain on early extinguishment of $0.6 million , inclusive of the write-off of related debt issuance costs and original issue discount which was recorded in Other income in the consolidated statement of operations. Predecessor ABL Facility On June 9, 2016, the $540.0 million multicurrency Predecessor ABL Facility was terminated. There was no outstanding balance at the time of termination. Solutions provided notice to the administrative agent and settled all remaining commitments under the facility. Accordingly, the administrative agent released the credit parties from their respective obligations under the facility, effective June 9, 2016. Predecessor debt issuance costs totaling $3.3 million were derecognized as part of the purchase consideration allocation. The weighted average interest rate on borrowings under the Predecessor ABL Facility was 1.8% at September 30, 2015 . At September 30, 2015 , the Predecessor had $67.4 million in outstanding letters of credit under the Predecessor ABL Facility. Collective credit availability under the U.S. and Canadian tranches of the Predecessor ABL Facility was $321.4 million at September 30, 2015 . Predecessor Term Loan Facility On June 9, 2016, the principal outstanding balance of $617.5 million related to all three tranches of the term loans under the Predecessor Term Loan Facility was paid and the facility was terminated. Accordingly, the administrative agent released the credit parties from their respective obligations and all other commitments under the facility, effective June 9, 2016. The interest rate for the Predecessor Term Loan Facility was 5.0% as of September 30, 2015. Related debt issuance costs totaling $4.6 million were derecognized as part of the purchase consideration allocation. Debt Issuance Cost Amortization Amortization expense included in interest expense related to debt issuance costs of the Term Loan Facility was $0.7 million for the fiscal year ended September 30, 2016 for the Successor. Amortization expense included in interest expense related to debt issuance costs for the Predecessor Term Loan Facility was $3.0 million for the period from October 1, 2015 through June 8, 2016 and $3.4 million and $3.0 million for the fiscal years ended September 30, 2015 and 2014, respectively, for the Predecessor. Debt issuance costs on the Notes totaling $1.4 million were derecognized as part of the purchase consideration allocation. Amortization of debt issuance costs related to the Notes recorded in interest expense was $0.6 million for the period from October 1, 2015 through June 8, 2016 and $0.7 million for each of the fiscal years ended September 30, 2015 and 2014 of the Predecessor. Capital Lease Obligations The capital lease obligation balance of $24.8 million as of September 30, 2016 is primarily associated with tractors delivered under the Ryder Lease. See Note 5. This obligation excludes decreasing annual interest payments ranging from $1.2 million to $0.1 million , for aggregate interest payments totaling $4.9 million . Debt obligations The following table sets forth future principal payments on debt and capital lease obligations at September 30, 2016 : 2017 $ 47.7 2018 9.2 2019 9.1 2020 9.2 2021 127.0 Thereafter 632.1 Total $ 834.3 |
Derivatives
Derivatives | 12 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Prior to the Business Combination, the Predecessor was a party to interest rate swap agreements of varying expiration dates through March 2017, to help manage the exposure to interest rate risk related to the variable-rate Predecessor Term Loan Facility. As a result of the Business Combination, the Predecessor Term Loan Facility was extinguished, the related swap agreements were terminated and an early termination payment penalty of $0.3 million was paid in the Successor period and recorded in Transaction related costs in the consolidated statement of operations. No new swaps have been entered into. The interest rate swaps were accounted for as cash flow hedges. Accordingly, gains or losses resulting from changes in the fair value of the swaps were recorded in other comprehensive income to the extent that the swaps are effective as hedges. Gains and losses resulting from changes in the fair value applicable to the ineffective portion, if any, were reflected in income. Gains and losses recorded in other comprehensive income were reclassified into and recognized in income when the interest expense on the Predecessor Term Loan Facility was recognized. Gains and losses net of reclassifications into income related to the Predecessor’s interest rate swaps were as follows: Predecessor Recorded to October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Realized loss Interest expense $ 0.3 $ 0.6 $ 0.7 Unrealized gain Other comprehensive income $ 0.3 $ 0.2 $ 0.4 See Note 9 for additional information on the fair value of the Predecessor’s derivative instruments. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The accounting standard for fair value measurements establishes a framework for measuring fair value that is based on the inputs market participants use to determine the fair value of an asset or liability and establishes a fair value hierarchy to prioritize those inputs. The fair value hierarchy is as follows: • Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. • Level 2—Quoted prices in markets that are not active or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3—Prices or valuation models that require inputs that are both significant to the fair value measurement and less observable for objective sources (i.e., supported by little or no market activity). The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs are obtained from independent sources and can be validated by a third party, whereas unobservable inputs reflect assumptions a third party would use in pricing an asset or liability based on the best information available under the circumstances. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, which may affect the valuation of the assets and liabilities and their placement within the fair value hierarchy levels. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Fair value of financial instruments The carrying values of cash and cash equivalents, accounts and notes receivable, accounts payable and short-term borrowings approximate fair value due to the short-term maturity of those instruments. The carrying values of borrowings outstanding under the Credit Facilities approximate fair value at September 30, 2016 primarily due to their variable interest rate. The estimated fair value of these instruments is classified by the Company as a Level 3 measurement within the fair value hierarchy due to the varying interest rate parameters as outlined in the respective loan agreements. The carrying values of borrowings under the Predecessor Credit Facilities approximated fair value at September 30, 2015 primarily due to their variable interest rate. The estimated fair value of the Notes was $149.2 million at September 30, 2015 including accrued interest of $1.1 million . The estimated fair value of the Notes is classified by the Company as a Level 3 measurement within the fair value hierarchy. The estimated fair values of these instruments are calculated based upon a pricing model using the estimated yield calculated from interpolated treasury and implied yields to quoted price as inputs. The Predecessor’s relative credit standing is one of the inputs to the valuation. Assets and Liabilities Measured at Fair Value on a Non-recurring Basis In addition to the financial instruments that are recorded at fair value on a recurring basis, the Company records assets and liabilities at fair value on a non-recurring basis as required by U.S. GAAP. Generally, assets are recorded at fair value on a non-recurring basis as a result of impairment charges or as part of a business combination. As discussed in Note 3, during the fiscal year ended September 30, 2016, the Company recorded non-recurring fair value measurements related to the Business Combination. During the fiscal year ended September 30, 2014, the Predecessor recorded non-recurring fair value measurements related to the Archway Acquisition and the CSD Acquisition. These fair value measurements were classified as Level 3 within the fair value hierarchy. Assets and Liabilities Measured at Fair Value on a Recurring Basis Contingent Consideration The fair value of the contingent consideration related to the Deferred Cash Consideration as discussed in Note 3 was $45.4 million at the Closing Date. The fair value of the contingent consideration related to the Deferred Cash Consideration was $35.0 million as of September 30, 2016 . The measurement of the contingent consideration related to the Deferred Cash Consideration is classified by the Company as a Level 3 measurement within the fair value hierarchy. In order to estimate the fair value of the Deferred Cash Consideration, the Company estimates the value of the Excess Shares using a Monte Carlo simulation model with the market price of the Company’s common stock at each valuation date being a significant input to this model. Unobservable inputs to the valuation are the expected volatility during the applicable period as well as a marketability discount to reflect the illiquidity of the Excess Shares given their terms. An increase in the market price of the Company’s common stock has the same directional effect on the value of the liability related to the Deferred Cash Consideration. An increase in the volatility and marketability discount will lower the value of the liability related to the Deferred Cash Consideration. The fair value of the liability for the contingent consideration related to the TRA as discussed in Note 3 was $84.2 million at the Closing Date . The fair value of the liability for the contingent consideration related to the TRA was $83.4 million as of September 30, 2016 . The liability for the contingent consideration related to the TRA is classified by the Company as a Level 3 measurement within the fair value hierarchy. The Company estimates the fair value of the liability for the contingent consideration related to the TRA based on a discounted cash flow model which incorporates assumptions of projected taxable income, projected income tax liabilities and an estimate of tax benefits expected to be realized as a result of the Business Combination. Key inputs to the valuation are prevailing tax rates and market interest rates impacting the discount rate. An increase in the discount rate will lower the value of the liability related to the TRA and an increase in prevailing tax rates will increase the value of the liability related to the TRA. Changes in the fair value of the contingent consideration obligations for the fiscal year ended September 30, 2016 are included in Operating income (loss) in the consolidated statement of operations and were as follows: TRA Deferred Cash Consideration Total Fair Value Contingent consideration as of September 30, 2015 $ — $ — $ — Acquisition date contingent consideration fair value 84.2 45.4 129.6 Change in fair value of contingent consideration (0.8 ) (10.4 ) (11.2 ) Contingent consideration as of September 30, 2016 $ 83.4 $ 35.0 $ 118.4 The total purchase consideration is preliminary and subject to finalization of the fair value assessment for the contingent consideration liabilities as of the Closing Date. As discussed in Note 3, changes in the fair value of the contingent consideration from their initial fair value recognition at the Closing Date have been recognized as a component of Operating income (loss) in the consolidated statement of operations. Significant changes in the estimates and inputs used in determining the fair value of the contingent consideration could have a material impact on the amounts recognized as a component of Operating income (loss) in future periods. Predecessor Interest Rate Swaps Prior to the Business Combination, the Predecessor was a party to interest rate swap agreements of varying expiration dates through March 2017 to help manage the Predecessor's exposure to interest rate risk related to its variable-rate Predecessor Term Loan Facility. As a result of the Business Combination, the Predecessor Term Loan Facility was extinguished, the related swap agreements were terminated and an early termination payment of $0.3 million was made and recorded in Transaction related costs in the consolidated statement of operations. No new swaps have been put in place to manage interest rate exposure associated with the Term Loan Facility. At September 30, 2015 , the Predecessor recorded $0.4 million in Accrued expenses and other liabilities and $0.1 million in Other non-current liabilities in the consolidated balance sheet related to these instruments. During the fiscal years ended September 30, 2016 and 2015 , the Company did not have any transfers between Level 1, Level 2 or Level 3 fair value measurements. |
Share-Based Compensation and Em
Share-Based Compensation and Employee Benefit Plans | 12 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation and Employee Benefit Plans | Share-Based Compensation and Employee Benefit Plans Successor On June 8, 2016, the Company’s stockholders approved the 2016 LTIP, with an effective date of March 30, 2016, covering approximately a ten -year period. No awards may be granted under the 2016 LTIP after March 20, 2026. The 2016 LTIP permits the grant of up to 9,000,000 shares of the Company's common stock for various types of awards to employees, directors and consultants of the Company or its subsidiaries, including incentive and non-incentive stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalents, stock awards, conversion awards and performance awards. Vesting conditions of awards under the 2016 LTIP are determined by the Compensation Committee of the Board of Directors of the Company, including treatment upon the occurrence of a change of control of the Company. Upon a change of control, the Compensation Committee has the discretion to remove forfeiture restrictions, accelerate vesting, require recipients of awards to surrender the awards for cash consideration, cancel unvested awards without payment of consideration, cause any surviving entity to assume and continue any outstanding awards, or make other such adjustments as the Compensation Committee deems appropriate to reflect such change of control. If any change is made to the Company’s capitalization, appropriate adjustments will be made by the Compensation Committee as to the number and price of shares awarded under the 2016 LTIP, the securities covered by such awards, the aggregate number of shares of common stock of the Company available for the issuance of awards under the 2016 LTIP and the maximum annual per person compensation limits on share-based awards under the 2016 LTIP. Other than in connection with a change in capitalization or other transaction where an adjustment is permitted or required under the terms of the 2016 LTIP, the Compensation Committee is prohibited from making any adjustment or approving any amendment that reduces or would have the effect of reducing the exercise price of a stock option or stock appreciation right previously granted under the 2016 LTIP unless the Company’s stockholders have approved such adjustment or amendment. In each calendar year during any part of which the 2016 LTIP is in effect, an employee may not receive awards under the plan in excess of 1,000,000 shares of common stock, or a value of greater than $12.0 million if an award is to be paid in cash or if settlement is not based on shares of common stock, in each case, multiplied by the number of full or partial calendar years in any performance period established with respect to an award, if applicable. A non-employee member of the Board may not be granted awards with a cumulative value of greater than $1.0 million during any calendar year for services rendered in their capacity as a director. This limit does not apply to grants made to a non-employee director for other reasons not related to their services as a director. During the fiscal year ended September 30, 2016 , the Company granted 1,542,500 PSUs to certain officers and employees. The performance aspect of the PSUs vest on June 30, 2019, entitling the recipient to receive a certain number of shares of the Company's common stock, based on the Company’s achievement of the performance goals included in the PSUs. Depending on the performance of common stock during the approximate three year performance period, a recipient of the award is entitled to receive a number of shares of common stock equal to a percentage, ranging from 0% to 200% , of the initial award granted, with a 35% total stockholder return entitling the recipient to receive 100% of the award granted. If the Company’s total stockholder return for the performance period is negative, then the number of units ultimately awarded is based on the Company’s achievement of its cumulative Adjusted EBITDA target, as defined by the PSU agreement, during the performance period. If total stockholder return is between negative 15% and 0% , a recipient is entitled to receive a number of shares of common stock between 70% and 50% of the number of PSUs granted. If the cumulative Adjusted EBITDA target is not met, or the total stockholder return is less than negative 15% , no shares of the Company’s common stock will be issued. The Company used the Monte Carlo simulation model to estimate the fair value of the PSU awards at the grant date, considering the probability of satisfying the various performance criteria. The resulting grant date fair value is recognized as expense on a straight-line basis from the grant date through the end of the performance period. The assumptions used in the Monte Carlo simulation model for PSUs included an expected stock price volatility of 35% based on a peer group of similar companies, an expected dividend yield of 0% , an expected term of approximately three years , and a risk-free interest rate of 0.9% . The following table summarizes PSU activity during the fiscal year ended September 30, 2016 : Units Average Grant Date Fair Value Per Unit Unvested PSUs at September 30, 2015 — $ — Grants 1,557,500 9.09 Vested — — Forfeited/Canceled (15,000 ) 9.13 Unvested PSUs at September 30, 2016 1,542,500 $ 9.12 As of September 30, 2016 , the Company may issue up to 3,085,000 shares of common stock related to the outstanding PSU awards described above under the 2016 LTIP. The Company recognized compensation cost of $1.3 million as a component of Selling, general and administrative expenses on the consolidated statement of operations for the fiscal year ended September 30, 2016 for the Successor related to the PSUs. As of September 30, 2016 , the outstanding PSUs had a weighted-average remaining contract life of 2.75 years. As of September 30, 2016 , there was $11.9 million of total unrecognized compensation cost related to non-vested PSUs. The Company also granted 64,518 shares of restricted stock to certain of the Company's non-employee directors under the 2016 LTIP. The restricted stock contains forfeiture provisions that lapse after one year provided the director continues his services as a director of the Company. The fair value of the restricted stock was determined by the closing price of the Company's common stock on the date of grant. The following table summarizes restricted stock activity during the fiscal year ended September 30, 2016 : Units Average Grant Date Fair Value Per Unit Restricted stock at September 30, 2015 — $ — Grants 64,518 9.27 Vested — — Forfeited/Canceled — — Restricted stock at September 30, 2016 64,518 $ 9.27 The Company recognized compensation cost of $0.1 million as a component of Selling, general and administrative expenses on the consolidated statement of operations for the fiscal year ended September 30, 2016 for the Successor related to the restricted stock. As of September 30, 2016 , there was $0.5 million of total unrecognized compensation cost related to restricted stock. During the fiscal year ended September 30, 2016 , TPG entered into agreements with certain of the Company's officers and employees to award a total of 100,000 shares of restricted stock to such officers and employees from shares of the Company's common stock owned by TPG. These awards vest in equal amounts over a three year period provided that such officers and employees continue their employment with the Company. The Company recognized compensation cost of $0.1 million as a component of Selling, general and administrative expenses on the consolidated statement of operations for the fiscal year ended September 30, 2016 for the Successor related to these awards. As of September 30, 2016 , there was $0.8 million of total unrecognized compensation cost related to non-vested restricted stock units. While these awards were not made pursuant to the 2016 LTIP, they constitute equity-based compensation and therefore will count against the 2016 LTIP's share reserve to the extent the awards vest. Defined Contribution Plans Qualifying employees of the Predecessor were eligible to participate in the Solutions 401(k) Plan. The 401(k) Plan was a defined contribution plan designed to allow employees to make tax deferred contributions as well as company contributions, designed to assist employees of the Predecessor and its affiliates in providing for their retirement. The Predecessor matched 100% of employee contributions up to 4.0% . The Company will make an additional contribution to the 401(k) Plan of 1.5% , 3.0% , or 4.5% , based upon years of service of one to ten years, eleven to twenty years, and over twenty-one years of service, respectively. Employees meeting certain age requirements may also receive an additional transition contribution from the Company. A version of the 401(k) Plan is also available for qualifying employees of the Company in its foreign subsidiaries. These plans are unchanged as a result of the Business Combination. The following summarizes contributions to the plans described above: Successor Predecessor Fiscal Year Ended October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Contributions recorded as a component of cost of sales and operating expenses $ 1.3 $ 2.7 $ 3.9 $ 4.2 Contributions recorded as a component of selling, general and administrative expenses 2.2 4.5 6.8 7.9 Total contributions $ 3.5 $ 7.2 $ 10.7 $ 12.1 Predecessor Equity Plan The Predecessor previously issued unregistered Series B units in Holdings to directors and certain officers and employees of the Predecessor. The units issued were initially unvested, and with respect to units issued to certain officers and employees, 50% of the Series B units would vest 20% annually over a five year period ("Time-Based Units") and 50% of the Series B units would vest in accordance with a performance-based schedule that was divided into five separate and equal twelve month periods ("Performance-Based Units"). The Board of Directors of the Predecessor established EBITDA-based performance targets for purposes of determining vesting of the Performance-Based Units. Further, all Performance-Based Units would automatically vest upon a liquidity event of the Predecessor, provided the award holder remained employed with the Predecessor or its subsidiaries through the date of the liquidity event. Immediately prior to and in connection with the closing of the Business Combination, certain Series B units vested, including 368,136 units granted to directors of the Predecessor, and as a result, the Predecessor recognized $2.0 million of expense related to Performance-Based Units during the period from April 1, 2016 through June 8, 2016, which is included in Transaction related costs in the consolidated statement of operations. The Predecessor recognized an additional $0.7 million of compensation expense as a component of Selling, general and administrative expenses in the consolidated statement of operations related to the Time-Based Units during the period from October 1, 2015 through June 8, 2016. The following table summarizes the Predecessor Equity Plan activity, including both vested and non-vested units, during the period from September 30, 2013 through June 8, 2016: Units Average Grant Date Fair Value Per Unit Outstanding at September 30, 2013 35,227,878 $ 0.32 Granted 3,449,890 0.27 Forfeited/Canceled (5,579,000 ) 0.29 Outstanding at September 30, 2014 33,098,768 0.29 Granted 5,747,856 0.23 Forfeited/Canceled (380,000 ) 0.29 Outstanding at September 30, 2015 38,466,624 0.28 Granted 1,028,571 0.16 Forfeited/Canceled (1,597,000 ) 0.25 Outstanding at June 8, 2016 37,898,195 $ 0.22 The following table summarizes the activity for the non-vested Predecessor Equity Plan units during the period from September 30, 2013 through June 8, 2016: Units Average Grant Date Fair Value Per Unit Nonvested at September 30, 2013 26,678,241 $ 0.32 Granted 3,449,890 0.27 Vested (3,406,416 ) 0.32 Forfeited (5,201,000 ) 0.28 Nonvested at September 30, 2014 21,520,715 0.28 Granted 5,747,856 0.23 Vested (3,809,946 ) 0.31 Forfeited (342,000 ) 0.24 Nonvested at September 30, 2015 23,116,625 0.26 Granted 1,028,571 0.16 Vested (19,871,696 ) 0.16 Forfeited (1,345,000 ) 0.23 Nonvested at June 8, 2016 2,928,500 $ 0.26 All outstanding Series B units of the Predecessor in existence as of the closing of the Business Combination were exchanged for equity interests of New Holdco, which received a portion of the consideration paid to the Selling Equityholders in the Company Merger in exchange for such Series B Units. |
Equity
Equity | 12 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Equity | Equity Common Stock The authorized common stock of the Company consists of 300,000,000 shares. Holders of the Company’s common stock are entitled to one vote for each share of common stock. As of September 30, 2016 , there were 89,286,936 shares of common stock issued and outstanding and warrants to purchase 25,012,500 shares of common stock at a strike price of $11.50 per share. Prior to the completion of the Business Combination, the Company had 62,531,250 shares of common stock issued and outstanding, consisting of 50,025,000 shares originally sold as part of units issued in the Company’s IPO, consummated on June 11, 2014, and 12,506,250 shares of Founder Shares that were issued to the Sponsor prior to the IPO. All of the 50,025,000 shares of common stock sold as part of the units in the IPO contained a redemption feature which allowed for the redemption of such shares. These redemption provisions generally required the Company to classify these shares outside of permanent equity, except for certain provisions related to ordinary liquidations involving the redemption and liquidation of all of the Company’s equity instruments that allowed the Company to classify a certain amount related to these shares as permanent equity at each reporting period. At March 31, 2016, 47,512,924 of the 50,025,000 public shares with a value of $475.2 million were classified outside of permanent equity at their redemption value. On June 9, 2016, in connection with the completion of the Business Combination, 47,512,924 shares of common stock were reclassified into equity and 29,793,320 shares were redeemed at $10.02 per share. Additionally, the Company issued (i) 27,673,604 new shares of common stock at $10.00 per share to the Selling Equityholders as consideration, (ii) 23,492,306 new shares of common stock at a price of $10.00 per share in private placements with eligible purchasers, (iii) 3,078,578 new shares of common stock to settle the payment of an aggregate of $30.8 million in fees and disbursements outstanding and due to certain of WLRH’s advisors in connection with services and work performed by the advisors, including shares issued to pay the liability of $18.3 million for deferred underwriting fees due upon the completion of a Business Combination from the IPO and (iv) 2,240,000 new shares of common stock in exchange for 22,400,000 warrants to purchase shares of common stock privately placed to Sponsor at the time of the IPO. In connection with the completion of the Business Combination, the Sponsor (on behalf of the Company) transferred 30,000 original Founder Shares to the Company’s prior independent directors ("Director Founder Shares") in connection with services previously rendered to the Company and 3,554,240 Founder Shares with a fair value of $30.2 million to the Selling Equityholders. The fair value of the Founder Shares transferred to the Company’s prior independent directors was recorded as an equity contribution and a transaction related costs in the third quarter of fiscal year 2016. The fair value of the Founder Shares transferred to the directors and the Selling Equityholders was estimated using a Monte Carlo simulation model. The 3,554,240 of Founder Shares that were transferred to the Selling Equityholders was a component of the Business Combination purchase consideration and was recorded by the Company as an equity contribution and included in the purchase consideration. See Note 3. In connection with the consummation of the Business Combination, the Founder Shares, other than the Director Founder Shares, became subject to forfeiture on the tenth anniversary of the Closing Date unless: • with respect to 50% of such Founder Shares, the last sale price of the Company’s common stock as quoted on NASDAQ equals or exceeds $12.50 per share (as adjusted for stock splits, dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 trading day period; and • with respect to the remaining 50% of such Founder Shares, the last sale price of the Company’s common stock equals or exceeds $15.00 per share (as adjusted for stock splits, dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 trading day period; or • the post-combination company completes a liquidation, merger, stock exchange or other similar transaction that results in all or substantially all of its stockholders having the right to exchange their shares of common stock for consideration in cash, securities or other property or any transaction involving a consolidation, merger, proxy contest, tender offer or similar transaction in which the post-combination company is the surviving entity which results in a change in the majority of the Company’s board of directors or management team or the Company’s post-combination stockholders immediately prior to such transaction ceasing to own a majority of the surviving entity immediately after such transaction. Such Founder Shares other than the Director Founder Shares will not participate in dividends or other distributions with respect to the shares prior to these targets being met, whereupon the Founder Shares shall be entitled to all dividends and distributions paid on the common stock after the Business Combination as if they had been holders of record entitled to receive distributions on the applicable record date. Preferred Stock The authorized preferred stock of the Company consists of 1,000,000 shares. As of September 30, 2016 , there were no shares of preferred stock issued and outstanding. The Company’s second amended and restated certificate of incorporation provides that shares of preferred stock may be issued from time to time in one or more series. The Board is authorized to fix the voting rights, if any, designations, powers, preferences, the relative, participating, optional or other special rights and any qualifications, limitations and restrictions thereof, applicable to the shares of each series. The Board is able, without stockholder approval, to issue preferred stock with voting and other rights that could adversely affect the voting power and other rights of the holders of the Company's common stock and could have anti-takeover effects. The ability of the Board to issue preferred stock without stockholder approval could have the effect of delaying, deferring or preventing a change of control of the Company. Offering Costs Offering costs associated with the IPO, consummated on June 11, 2014, consisting principally of professional and registration fees incurred of $28.5 million (including $27.5 million in underwriters’ fees) were charged to stockholders’ equity upon the completion of the IPO. The Company paid upfront underwriting fees of approximately 1.84% ( $9.2 million ) of the per unit offering price to the underwriters at the close of the IPO with an additional fee of 3.66% ( $18.3 million ) of the gross offering proceeds payable upon the Company’s completion of a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination. These deferred underwriting costs were paid with the issuance of common stock in connection with the Business Combination. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share A reconciliation of the numerators and denominators of the basic and diluted per share computation follows. No such computation is necessary for the Predecessor periods as the Predecessor was organized as a limited liability company and did not have publicly traded common shares. Successor Fiscal Year Ended September 30, 2016 Basic: Net loss $ (8.4 ) Weighted average number of common shares outstanding during the period 35,193,789 Net loss per common share - basic $ (0.24 ) Diluted: Net loss $ (8.4 ) Denominator for diluted earnings per share: Weighted average number of common shares attributable to the period 35,193,789 Incremental common shares attributable to outstanding dilutive options and unvested restricted shares — Denominator for diluted earnings per common share 35,193,789 Net loss per common share - diluted $ (0.24 ) The calculation for weighted average number of common shares reflects shares outstanding over the reporting period based on the actual number of days the shares of common stock were outstanding. A large number of shares were issued in connection with the Business Combination on the Closing Date and the weighted average common shares outstanding only incorporates these shares from that date through September 30, 2016 , or 114 days. For the fiscal year ended September 30, 2016 , there were 12,476,250 Founder Shares excluded from the basic and diluted computations commencing on the Closing Date because such shares were subject to forfeiture, 1,542,500 PSU awards which were not included in the computation of diluted shares outstanding because performance targets and/or market conditions were not yet met for these awards. Diluted shares outstanding also did not include 25,012,500 shares based on the exercise of 50,025,000 warrants because the warrants were out-of-the-money and their impact on the Company’s net loss is anti-dilutive for the fiscal year ended September 30, 2016 . As of September 30, 2016 , the 64,518 shares of unvested restricted stock were not included in the diluted share calculation as their impact on the Company's net loss would have been anti-dilutive. |
Commitments, Contingencies and
Commitments, Contingencies and Litigation | 12 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Litigation | Commitments, Contingencies and Litigation Operating Leases The Company is a lessee of office buildings, retail outlets, transportation equipment, warehouses and storage facilities, other equipment, facilities and properties under operating lease agreements that expire at various dates. Rent expense (including rentals under short-term leases) was $6.9 million for the fiscal year ended September 30, 2016 for the Successor, and $17.1 million , $26.1 million , and $23.6 million for the period from October 1, 2015 through June 8, 2016 and for the fiscal years ended September 30, 2015 and 2014, respectively, for the Predecessor. Future minimum non-cancellable rental payments as of September 30, 2016 are as follows: 2017 $ 15.4 2018 12.9 2019 10.3 2020 5.5 2021 5.0 Thereafter 6.8 Total $ 55.9 Capital Leases The Company leases certain equipment and facilities under capital lease agreements. As of September 30, 2016 future minimum lease payments under capital leases were as follows: 2017 $ 6.0 2018 5.7 2019 5.7 2020 5.5 2021 5.5 Thereafter 13.9 Total minimum capital lease payments 42.3 Less amount representing executory costs (12.6 ) Less amount representing interest (4.9 ) Present value of net minimum capital lease payments $ 24.8 The table above excludes the impact of the lease agreement for a new facility in Montgomery, Illinois, which will be accounted for as a capital lease beginning in the first quarter of fiscal 2017 with annual payments beginning at $1.1 million per year with annual escalations of 2.5% per year over the term of 15 years. See Note 5. Environmental Remediation Due to the nature of its business, the Company is subject to various laws and regulations pertaining to the environment and to the sale, handling, transportation and disposal of chemicals and hazardous materials. These laws pertain to, among other things, air and water, the management of solid and hazardous wastes, transportation and human health and safety. On March 31, 2011, the Predecessor purchased certain assets of the global distribution business (the "Distribution Business") from Ashland (the "Ashland Distribution Acquisition"), evidenced by the ADA Purchase Agreement. In the ADA Purchase Agreement, Ashland agreed to retain all known environmental remediation liabilities ("the Retained Specified Remediation Liabilities") and other environmental remediation liabilities unknown at the closing of the Ashland Distribution Acquisition related to the Distribution Business for which Ashland receives notice prior to the fifth anniversary of the closing (the "Other Retained Remediation Liabilities") (collectively, the "Retained Remediation Liabilities"). Ashland’s liability for the Retained Remediation Liabilities is not subject to any claim thresholds or deductibles other than expenses the Predecessor incurs arising out of the Other Retained Remediation Liabilities. Had the Predecessor incurred expenses arising out of the Other Retained Remediation Liabilities, Ashland’s indemnification obligation would have been subject to an individual claim threshold of $0.2 million and an aggregate claim deductible of $5.0 million . Ashland’s indemnification obligation for the Retained Remediation Liabilities is subject to an aggregate ceiling of $75.0 million Ashland’s indemnification obligations resulting from its breach of any representation, warranty or covenant related to environmental matters (other than for liabilities relating to taxes or the breach of any fundamental representation or warranty) are generally limited by an individual claim threshold of $0.2 million , an aggregate claim deductible of $18.6 million and a ceiling of $93.0 million . Collectively, Ashland’s indemnification obligations resulting from or relating to the Retained Remediation Liabilities, retained litigation liabilities, and the breach of Ashland’s representations, warranties and covenants contained in the ADA Purchase Agreement (other than for liabilities relating to taxes or the breach of any fundamental representation or warranty) is subject to an aggregate ceiling of $139.5 million , and Ashland’s total indemnification obligation under the ADA Purchase Agreement (other than for liabilities relating to taxes or any retained indebtedness) is subject to an aggregate ceiling in the amount of the purchase price for the Distribution Business net assets. Ashland’s indemnification obligations under the ADA Purchase Agreement as described above terminated as of March 31, 2016, other than for Retained Specified Remediation Liabilities and for Other Retained Remediation liabilities reported to Ashland prior to March 31, 2016 for which Ashland retains liability pursuant to the ADA Purchase Agreement. As a result, any environmental remediation liabilities reported to the Company after March 31, 2016 and not arising out of a Retained Remediation Liability will be liabilities of the Company. In July 2014, Ashland filed a lawsuit numbered Ashland Inc. v. Nexeo Solutions, LLC, Case No. N14C-07-243 JTV CCLD, in the Superior Court for the State of Delaware in and for New Castle County. In the suit, Ashland seeks a declaration that, pursuant to the ADA Purchase Agreement, Solutions is obligated to indemnify Ashland for losses Ashland incurs pertaining to the Other Retained Remediation Liabilities, up to the amount of the aggregate $5.0 million deductible applicable expenses incurred by Solutions, whether or not Solutions incurs any expenses or obtains any indemnity from Ashland. Ashland further alleges that Solutions has breached duties related to the ADA Purchase Agreement by not having so indemnified Ashland for amounts Ashland has incurred for Other Retained Remediation Liabilities at sites where Ashland disposed of wastes prior to the Ashland Distribution Acquisition, and on that basis seeks unspecified compensatory damages, costs and attorney’s fees. The Company disagrees with Ashland’s construction of the ADA Purchase Agreement and is vigorously defending the lawsuit. The Company does not currently have any environmental or remediation reserves for matters covered under the ADA Purchase Agreement. The Company’s reserves will be subject to numerous uncertainties that affect its ability to accurately estimate its costs, or its share of costs if multiple parties are responsible. These uncertainties involve the legal, regulatory and enforcement parameters governing environmental assessment and remediation, the nature and extent of contamination, the extent of required remediation efforts, the choice of remediation methodology, availability of insurance coverage and, in the case of sites with multiple responsible parties, the number and financial strength of other potentially responsible parties. Other Legal Proceedings The Company is subject to various claims and legal proceedings covering a wide range of matters that arise in the ordinary course of its business activities, including product liability claims. Management believes that any liability that may ultimately result from the resolution of these matters will not have a material adverse effect on the financial condition or results of operations of the Company. Other Contingencies In June 2014, the Predecessor self-disclosed to the DTSC that an inventory of its Fairfield facility had revealed potential violations of the Resource Conservation and Recovery Act and the California Health and Safety Code. Although no formal proceeding has been initiated, the Company expects the DTSC to seek payment of fines or other penalties for non-compliance. The Company does not expect the amount of any such fine or other penalty to have a material adverse effect on its business, financial position or results of operations. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions FPA Subscription Agreement On May 23, 2016, the Company entered into a Subscription Agreement (the "FPA Subscription Agreement") with Sponsor and First Pacific Advisors, LLC ("FPA"), on behalf of certain clients pursuant to which FPA agreed to purchase 18,260,000 shares of common stock on a private placement basis in connection with the Business Combination. Sponsor Subscription Agreement On June 6, 2016, the Company entered into a Subscription Agreement with Sponsor, pursuant to which Sponsor agreed to purchase 1,000,000 shares of common stock on a private placement basis for $10 per share in connection with the Business Combination. Wilbur L. Ross, Jr. is a manager of Sponsor and the Chairman of the Board of Nexeo Solutions, Inc. PWPI and PWIMF Commitment Agreements On June 6, 2016, the Company entered into a Commitment Agreement with Sponsor and Park West Investors Master Fund, Ltd. ("PWIMF") and a second Commitment Agreement with Sponsor and Park West Partners International, Ltd. ("PWPI") (such agreements collectively, the "PW Commitment Agreements"), pursuant to which PWIMF and PWPI agreed to purchase from redeeming stockholders and withdraw from redemption an aggregate of 3,000,000 public shares of common stock. FPA Commitment Agreement On June 6, 2016, the Company entered into a Commitment Agreement (the "FPA Commitment Agreement") with Sponsor and FPA, pursuant to which FPA agreed not to redeem 2,094,727 public shares of common stock then owned by FPA in connection with the closing of the Business Combination. Sponsor Convertible Notes and Promissory Note On March 31, 2016, the Company issued the March 2016 promissory note to Sponsor pursuant to which the Company could borrow up to $750,000 . The March 2016 promissory note was interest bearing at 5% per annum and was due and payable on the first to occur of (1) the consummation of Business Combination or (2) June 11, 2016 (or such later date as would have been approved by the Company’s stockholders by amendment of the Company’s charter to complete the Business Combination). Sponsor loaned the Company $0.2 million to cover expenses related to daily operations. In connection with the consummation of the Business Combination, the March 2016 promissory note balance of $0.2 million , including unpaid interest, was paid in full. On January 5, 2016, the Company issued a convertible promissory note, referred to as the "January 2016 convertible note" to Sponsor pursuant to which the Company borrowed $0.4 million from Sponsor for operating expenses. The January 2016 convertible note was interest bearing at 5% per annum and was due and payable on June 11, 2016. At the option of Sponsor, any amounts outstanding under the January 2016 convertible note could have been converted into warrants to purchase shares of common stock at a conversion price of $0.50 per warrant. Each warrant would have entitled Sponsor to purchase one-half of one share of common stock at an exercise price of $5.75 per half share ( $11.50 per whole share). Each warrant would have contained other terms identical to the terms contained in the private placement warrants previously issued to Sponsor. Through March 31, 2016, the Company incurred an insignificant amount of interest expense which, under the terms of the January 2016 convertible note, was added to the principal amount. In connection with the consummation of the Business Combination, the January 2016 convertible note balance of $0.4 million , including unpaid interest, was paid in full. On March 26, 2015, the Company issued a convertible promissory note, referred to as the "March 2015 convertible note," to Sponsor pursuant to which, on April 16, 2015, the Company borrowed $0.3 million from Sponsor for operating expenses. The March 2015 convertible note was interest bearing at 5% per annum and was due and payable on June 11, 2016. At the option of Sponsor, any amounts outstanding under the March 2015 convertible note could have been converted into warrants to purchase shares of common stock at a conversion price of $0.60 per warrant. Each warrant would have entitled Sponsor to purchase one-half of one share of common stock at an exercise price of $5.75 per half share ( $11.50 per whole share). Each such warrant would have contained other terms identical to the terms contained in the private placement warrants previously issued to Sponsor. Through March 31, 2016, the Company incurred $14,000 of interest expense which under the terms of the March 2015 convertible note was added to the principal amount. In connection with the consummation of the Business Combination, the March 2015 convertible note balance of $0.3 million , including unpaid interest, was paid in full. Director Founder Shares In connection with the consummation of the Business Combination, certain directors of the Company were paid 10,000 Founder Shares each by Sponsor (on behalf of the Company) for past service on the Company’s board of directors for a total of 30,000 shares. These shares were paid in lieu of cash board fees because the Company was not permitted to pay board fees directly to its directors pursuant to the underwriting agreement the Company entered into with the underwriters at the time of the IPO. The value of these shares is included in Transaction related costs on the Company’s consolidated statement of operations. Administrative Service Agreement The Company had an agreement to pay $10,000 a month for office space, administrative services and secretarial support to WL Ross & Co. LLC, an affiliate of the Sponsor. On March 26, 2015, Sponsor irrevocably and unconditionally waived the $10,000 per month payment obligations of the Company for office space, administrative services and secretarial support for the year beginning on January 1, 2015 to December 31, 2015. On January 13, 2016, Sponsor irrevocably and unconditionally waived the $10,000 per month payment obligations for the period beginning on January 1, 2016 and ending on December 31, 2016. This agreement was terminated prior to the completion of the Business Combination. Contingent Consideration Obligations Pursuant to the TRA and the Merger Agreement Subsequent to the Business Combination, TPG beneficially owns approximately 35% of the Company’s common stock, including Founder Shares, and is considered a related party of the Successor. In connection with the Business Combination, TPG became a party to the TRA and obtained the right to receive the Deferred Cash Consideration pursuant to the Merger Agreement. The fair value of these contingent consideration liabilities was $118.4 million as of September 30, 2016, and is recorded in Due to related party pursuant to contingent consideration obligations on the Company’s consolidated balance sheet. See Note 3 and Note 9. Predecessor - Letter Agreement for Chairman’s Services On January 16, 2012, the Predecessor and Dan F. Smith, a member of the Predecessor Board of Directors, entered into a Letter Agreement for Chairman’s Services (together with subsequent extensions, the "Letter Agreement"). In connection with the closing of the Business Combination, the parties agreed to terminate the Letter Agreement and their rights and obligations thereunder. The termination of the Letter Agreement entitled Mr. Smith to a fee of $0.2 million in cash, which is included in Transaction related costs on the Company’s consolidated statement of operations. Predecessor - Other Agreements with TPG The Predecessor entered into a management services agreement with TPG, the indirect majority owner of the Predecessor, pursuant to which it provided the Predecessor with ongoing management, advisory, specialized operational and consulting services. The fees incurred in connection with this agreement were recorded in Selling, general and administrative expenses in the consolidated statements of operations. Pursuant to the management services agreement, the Predecessor also paid TPG fees in connection with consulting services it provided in relation to certain corporate transactions. TPG received reimbursements for out-of-pocket expenses incurred by TPG in connection with these transactions. These fees were recorded in Selling, general and administrative expenses in the consolidated statements of operations. As a result of the Business Combination on the Closing Date, TPG and the Predecessor terminated the management services agreement and their rights and obligations thereunder. Pursuant to the management services agreement, the Predecessor paid TPG a success fee of $9.9 million relating to the closing of the Business Combination determined in accordance with the terms of the management services agreement. This fee was recorded in Transaction related costs in the consolidated statement of operations. The table below summarizes activity recorded during the respective periods related to the items described above: Successor Predecessor Fiscal Year Ended October 1, 2015 Through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Sales to TPG related entities $ 1.7 $ 3.1 $ 8.8 $ 17.5 Amounts included in Selling, general and administrative expenses Management fees to TPG $ — $ 2.1 $ 3.3 $ 3.3 Consulting fees to TPG $ 0.1 $ 0.4 $ 0.8 $ 1.4 Amounts included in Transaction related costs Fee paid in connection with the Business Combination $ — $ 9.9 $ — $ — There were no purchases from TPG related entities in the Successor or Predecessor periods. TPG related entities owed the Company $0.6 million at September 30, 2016 for the Successor and $0.3 million at September 30, 2015 for the Predecessor which were included in Accounts and notes receivable in the Company’s consolidated balance sheets. Predecessor - Consulting Services Agreement The Predecessor had a strategic consulting services agreement with Steven B. Schwarzwaelder, a member of the board of directors of the Predecessor, under which it paid an annual fee of $0.175 million . The Predecessor recorded $0.1 million from October 1, 2015 through June 8, 2016 and $0.2 million for the fiscal year ended September 30, 2015 related to this agreement. This fee was recorded in Selling, general and administrative expenses in the consolidated statements of operations. As a result of the Business Combination, the parties terminated the consulting services agreement and their rights and obligations thereunder. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company provides for income taxes and the related accounts under the asset and liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax basis of assets and liabilities using enacted tax rates expected to be in effect during the year in which the basis differences reverse. The Company has not recognized deferred taxes for temporary outside basis differences of $105.7 million as of September 30, 2016, related to investments in foreign subsidiaries that management considers to be permanent in duration. It is not practicable to estimate the amount of the unrecognized deferred income tax liabilities at this time due to the complexities associated with its hypothetical calculation. The Company and its two active U.S. corporate subsidiaries, Blocker and Sub Holding, were both incorporated in the U.S. and as such are subject to U.S. income taxes. The Company and Blocker will file a consolidated U.S. Federal income tax return and both will file various state returns. Sub Holding will file a separate U.S. Federal income tax return and various state tax returns. The Company’s controlled foreign corporations are subject to taxation at the entity level in each of their respective jurisdictions. Holdings is organized as a limited liability company and is taxed as a partnership for U.S. income tax purposes. As such, with the exception of a limited number of state and local jurisdictions, Holdings is not subject to U.S. income taxes. Accordingly, Blocker and the Selling Equityholders (other than the holders of equity interests in Blocker) will report their share of Holdings’ taxable income earned prior to the Closing Date on their respective U.S. federal tax returns. Holdings and its subsidiaries made tax distributions of approximately $0.1 million to, or on behalf of, the Selling Equityholders during the fiscal year ended September 30, 2015 . For all periods, the Company computed the provision for income taxes based on the actual year-to-date effective tax rate by applying the discrete method. Use of the annual effective tax rate, which relies on accurate projections by legal entity of income earned and taxed in foreign jurisdictions, as well as accurate projections by legal entity of permanent and temporary differences, was not considered a reliable estimate for purposes of calculating year-to-date income tax expense. The details for provision for income taxes are as follows: Successor Predecessor October 1, 2015 Fiscal Year Ended Through Fiscal Year Ended Fiscal Year Ended September 30, 2016 June 8, 2016 September 30, 2015 September 30, 2014 Current tax expense: United States - Federal $ 0.5 $ — $ (1.8 ) $ 2.5 United States - State (0.2 ) (0.1 ) 0.1 0.8 Foreign 2.0 3.2 2.8 5.7 Total current tax expense 2.3 3.1 1.1 9.0 Deferred tax expense (benefit): United States - Federal (0.8 ) 0.4 2.2 (1.7 ) United States - State 0.4 0.1 — — Foreign (0.7 ) 0.6 0.6 — Total deferred tax expense (benefit) (1.1 ) 1.1 2.8 (1.7 ) Total income tax expense $ 1.2 $ 4.2 $ 3.9 $ 7.3 Temporary differences that result in significant deferred tax assets and liabilities are as follows: Successor Predecessor September 30, 2016 September 30, 2015 Deferred Tax Assets Foreign operating losses $ 5.8 $ 5.3 Federal and state operating losses 14.1 — 163J interest 6.7 — Fixed assets and intangibles 0.6 (0.1 ) Compensation and other accruals 1.0 1.1 Other items 0.4 0.7 Valuation allowance (2.8 ) (3.6 ) Total deferred tax assets $ 25.8 $ 3.4 Deferred Tax Liabilities Fixed assets and intangibles $ 16.1 $ 6.2 Compensation and other accruals 2.7 — Investment in partnerships 28.9 87.1 Other items 0.1 0.4 Total deferred tax liabilities $ 47.8 $ 93.7 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. As a result of the adoption of ASU 2015-17, deferred tax assets and liabilities and any related valuation allowances are classified as non-current on a prospective basis, See Note 2. The U.S. and international components of income from operations before income taxes and a reconciliation of the statutory federal income tax with the provision for income taxes follows: Successor Predecessor October 1, 2015 Fiscal Year Ended Through Fiscal Year Ended Fiscal Year Ended September 30, 2016 June 8, 2016 September 30, 2015 September 30, 2014 Income (loss) before income taxes United States $ (9.1 ) $ (19.6 ) $ 22.0 $ (25.2 ) International 1.9 9.9 3.1 20.3 $ (7.2 ) $ (9.7 ) $ 25.1 $ (4.9 ) U.S. statutory rate 34.0 % 0.0 % 0.0 % 0.0 % Pretax income (loss) at statutory rate $ (2.5 ) $ — $ — $ — State income taxes 0.2 — (0.1 ) 0.5 Statutory rate differential (0.2 ) 2.5 4.5 4.7 FIN 48 expense (benefit) — 0.1 (0.7 ) — Withholding and other taxes — 0.3 0.3 0.4 Stock basis adjustment — — (2.7 ) — Transaction costs 5.0 — — — Contingent liability (1.6 ) — — — Permanent differences and other items 0.3 0.6 (0.7 ) 1.6 Statutory tax rate changes and differences (0.2 ) (0.1 ) (0.1 ) (0.3 ) True-up to prior year taxes — 0.2 2.1 0.7 Other — — 0.3 — Valuation allowance 0.2 0.6 1.0 (0.3 ) Income tax expense $ 1.2 $ 4.2 $ 3.9 $ 7.3 Effective tax rate (16.7 )% (43.3 )% 15.5 % (149.0 )% At September 30, 2016 , the Company had foreign loss carryforwards of $24.7 million and U.S. loss carryforwards of $39.1 million . In those countries in which net operating losses are subject to an expiration period, the Company's loss carryforwards, if not utilized, will expire at various dates from 2017 through 2036. Based on historical performance, the Company believes that it is more likely than not that taxable income in future years will allow the Company to utilize the carryforwards that have not had a valuation allowance placed against them. At September 30, 2016 for the Successor and September 30, 2015 for the Predecessor, the valuation allowance was $2.8 million and $3.6 million , respectively, primarily relating to Nexeo Plaschem operations. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Based upon management’s expectations at September 30, 2016 , management believes it is more likely than not that it will realize the majority of its deferred tax assets. Uncertain Tax Positions U.S. GAAP prescribes a recognition threshold and measurement attribute for the accounting and financial statement disclosure of tax positions taken or expected to be taken in a tax return. The evaluation of a tax position is a two-step process. The first step requires the Company to determine whether it is more likely than not that a tax position will be sustained upon examination based on the technical merits of the position. The second step requires the Company to recognize in the financial statements each tax position that meets the more likely than not criteria, measured as the amount of benefit that has a greater than 50% likelihood of being realized. Differences between the amount of tax benefits taken or expected to be taken in the income tax returns and the amount of tax benefits recognized in the financial statements represent the Company’s unrecognized income tax benefits, which are recorded as a liability, with the long-term portion included in Other non-current liabilities and the current portion included in Accrued expenses and other liabilities on the Company’s consolidated balance sheet. During the fiscal year ended September 30, 2014, the Predecessor completed its evaluation of income tax-related uncertainties associated with the CSD Acquisition, determined that the recognition threshold was met and recorded an initial reserve of $0.5 million associated with these uncertainties. The ultimate outcome of certain of these uncertainties was covered by indemnification provisions under the purchase agreement. Accordingly, the Predecessor also recognized indemnification assets related to certain of these income tax-related uncertainties. The indemnification assets were initially included in Other current assets and Other non-current assets in the consolidated balance sheets, representing the reimbursement the Predecessor reasonably expected to receive from funds held in escrow pursuant to the purchase agreement. In connection with the release of the funds placed in escrow in May 2015, the Predecessor wrote off the aggregate outstanding balance in these indemnification assets. During the fiscal year ended September 30, 2015, the Predecessor completed its evaluation of income tax-related uncertainties associated with the Archway Acquisition, determined that the recognition threshold was met and recorded an initial reserve of $1.4 million associated with these uncertainties. A reconciliation of the beginning and ending amount of unrecognized tax benefits is shown below: Successor Predecessor October 1, 2015 Fiscal Year Ended Through Fiscal Year Ended Fiscal Year Ended September 30, 2016 June 8, 2016 September 30, 2015 September 30, 2014 Balance at beginning of period $ — $ 0.9 $ 0.4 $ — Increases related to positions taken on items from prior years — 0.2 1.2 0.5 Unrecognized tax benefits assumed pursuant to the Business Combination 0.9 — — — Lapse of statute of limitations — (0.2 ) (0.7 ) (0.1 ) Balance at end of period $ 0.9 $ 0.9 $ 0.9 $ 0.4 The Company recognizes interest and penalties related to uncertain tax positions, if any, as a component of income tax expense in the consolidated statements of operations. There was an insignificant amount of interest and penalties recognized during all periods. At September 30, 2016 for the Successor and September 30, 2015 for the Predecessor there was $1.2 million related to uncertain tax positions, including related accrued interest and penalties. The Company believes it is reasonably possible that within the next 12 months unrecognized tax benefits may decrease by up to $0.5 million as a result of the expiration of certain statute of limitations periods and anticipated settlements. The Company or one of its subsidiaries files income tax returns in various state and foreign jurisdictions. Within the U.S., the Company is subject to federal and state income tax examination by tax authorities for periods after December 2012. With respect to countries outside of the U.S., with certain exceptions, the Company’s foreign subsidiaries are subject to income tax audits for years after 2011. |
Segment and Geographic Data
Segment and Geographic Data | 12 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment and Geographic Data | Segment and Geographic Data The Company operates through three lines of business, or operating segments: Chemicals, Plastics and Environmental Services, which market to different sets of customers operating in an array of industries, with various end markets and customer segments within those industries. For segment presentation and disclosure purposes, the Chemicals and Plastics lines of business constitute separate reportable segments while the Environmental Services line of business, which does not meet the materiality threshold for separate disclosure and the historical composites products sales in Asia are combined in an "Other" segment. Each line of business represents unique products and suppliers, and each line of business focuses on specific end markets within its industry based on a variety of factors, including supplier or customer opportunities, expected growth and prevailing economic conditions. Across the Chemicals and Plastics lines of business there are numerous industry segments, end markets and sub markets that the Company may choose to focus on. These end markets may change from year to year depending on the underlying market economics, supplier focus, expected profitability and the Company’s strategic agenda. The Chemicals, Plastics and Environmental Services lines of business compete with national, regional and local companies throughout North America. Additionally, the Chemicals and Plastics lines of business compete with other distribution companies in Asia. The Plastics line of business also competes with other distribution companies in EMEA. Competition within each line of business is based primarily on the diversity of the product portfolio, service offerings, reliability of services and supply, technical support, price and delivery capabilities. The accounting policies used to account for transactions in each of the lines of business are the same as those used to account for transactions at the corporate level. The Chemicals and Plastics lines of business are distribution businesses, while the Environmental Services line of business provides hazardous and non-hazardous waste collection, recovery, recycling and arrangement for disposal services. A brief description of each segment follows: Chemicals . The Chemicals line of business distributes specialty and industrial chemicals, additives and solvents to industrial users via railcars, barges, bulk tanker trucks and as packaged goods in trucks. The Company’s chemical products are distributed in more than 50 countries worldwide, primarily in North America and Asia. In connection with the distribution of chemicals products, the Company provides value-added services such as custom blending, packaging and re-packaging, private-label manufacturing and product testing in the form of chemical analysis, product performance analysis and product development. While the Chemicals line of business serves multiple end markets, key end markets within the industrial space are household, industrial and institutional, performance coatings (including architectural coatings, adhesives, sealants and elastomers), lubricants, oil and gas and personal care. Plastics . The Plastics line of business distributes a broad product line consisting of commodity polymer products and prime engineering resins to plastics processors engaged in blow molding, extrusion, injection molding and rotation molding via railcars, bulk trucks, truckload boxes and less-than-truckload quantities. The Company's plastics products are distributed in more than 50 countries worldwide, primarily in North America, EMEA and Asia. The Plastics line of business serves a broad cross section of industrial segments with a current focus on the healthcare and automotive end markets. Other . The Environmental Services line of business, in connection with certain waste disposal service companies, provides customers with comprehensive on-site and off-site hazardous and non-hazardous waste collection, recovery and arrangement for disposal services or recycling in North America, primarily in the U.S. These environmental services are offered through the Company’s network of distribution facilities which are used as transfer facilities or through a staff of dedicated on-site waste professionals. The Other segment also includes historical composites products sales in Asia. The Chief Executive Officer is the Chief Operating Decision Maker. The Chief Operating Decision Maker reviews operating results in order to make decisions, assess performance and allocate resources to each line of business. In order to maintain the focus on line of business performance, certain expenses are excluded from the line of business results utilized by the Company’s Chief Operating Decision Maker in evaluating line of business performance. These expenses include certain depreciation and amortization, selling, general and administrative expense, corporate items such as transaction related costs, interest and income tax expense. These items are separately delineated to reconcile to reported net income. Intersegment revenues were insignificant. No single customer accounted for more than 10.0% of revenues for any line of business for each of the periods reported. In each of the past three fiscal years, polypropylene, a product offering in the Company’s Plastics line of business, was the only product that accounted for over 10.0% of the Company's consolidated net revenue. During the fiscal year ended September 30, 2016 polypropylene accounted for 17.6% of the Successor total consolidated net revenue and for the period from October 1, 2015 through June 8, 2016 polypropylene accounted for 17.7% of the Predecessor total consolidated net revenue. During the fiscal years ended September 30, 2015 and 2014 polypropylene accounted for 14.4% and 14.4% of the Predecessor total consolidated net revenue, respectively. Two suppliers accounted for 11.9% and 10.4% , respectively, of the Successor consolidated purchases during the fiscal year ended September 30, 2016 , and 12.0% and 9.8% for the period from October 1, 2015 through June 8, 2016 for the Predecessor consolidated purchases. During the fiscal years ended September 30, 2015 and 2014 for the Predecessor, one of these suppliers accounted for 11.9% and 10.8% , respectively, of the Predecessor consolidated purchases. Although this supplier serves both the Plastics and Chemicals lines of business, the supplier serves primarily the Plastics line of business. Certain assets are aggregated at the line of business level. The assets attributable to the Company’s lines of business, that are reviewed by the Chief Operating Decision Maker, consist of trade accounts receivable, inventories, goodwill and any specific assets that are otherwise directly associated with a line of business. The Company’s inventory of packaging materials and containers as well as property, plant and equipment are generally not allocated to a line of business and are included in unallocated assets. Summarized financial information relating to the Company’s lines of business is as follows: Successor Predecessor Fiscal Year Ended October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Sales and operating revenues Chemicals $ 478.1 $ 1,066.4 $ 1,956.1 $ 2,293.3 Plastics 546.7 1,192.2 1,876.1 2,101.6 Other 40.9 81.5 116.9 119.6 Total sales and operating revenues $ 1,065.7 $ 2,340.1 $ 3,949.1 $ 4,514.5 Gross profit Chemicals $ 55.7 $ 136.2 $ 224.4 $ 212.7 Plastics 43.6 117.6 155.1 159.4 Other 9.1 18.1 28.5 29.6 Total gross profit 108.4 271.9 408.0 401.7 Selling, general and administrative expenses 91.7 208.9 329.5 335.8 Transaction related costs 21.3 33.4 0.1 12.6 Change in fair value of contingent consideration obligations (11.2 ) — — — Operating income 6.6 29.6 78.4 53.3 Other income 0.5 2.9 11.4 5.4 Interest income (expense) Interest income 0.8 0.1 0.1 0.4 Interest expense (15.1 ) (42.3 ) (64.8 ) (64.0 ) Income (loss) from continuing operations before income taxes $ (7.2 ) $ (9.7 ) $ 25.1 $ (4.9 ) Successor Predecessor Balance at September 30, 2016 Balance at September 30, 2015 IDENTIFIABLE ASSETS Chemicals $ 656.8 $ 696.9 Plastics 708.7 530.2 Other 85.0 35.1 Total identifiable assets by reportable segment 1,450.5 1,262.2 Unallocated assets 628.4 446.7 Total assets $ 2,078.9 $ 1,708.9 Goodwill amounts by reportable segment at September 30, 2016 are based on the preliminary allocation of the purchase consideration of the Business Combination as of the Closing Date. Accordingly, the amounts allocated to goodwill are subject to adjustments that could have a material impact on total goodwill and goodwill by reportable segment. See Note 3. Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale, are presented below: Successor Predecessor Fiscal Year Ended October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended United States $ 808.2 $ 1,779.4 $ 3,029.0 $ 3,314.6 Canada 46.5 102.4 196.3 237.2 Other North America 18.4 35.4 56.2 58.5 Total North America Operations 873.1 1,917.2 3,281.5 3,610.3 EMEA 130.6 291.9 486.3 616.3 Asia 62.0 131.0 181.3 287.9 Total $ 1,065.7 $ 2,340.1 $ 3,949.1 $ 4,514.5 |
Unaudited Quarterly Information
Unaudited Quarterly Information | 12 Months Ended |
Sep. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Information | Unaudited Quarterly Information The following tables contain selected unaudited statement of operations information for each quarter of the fiscal years ended September 30, 2016 and 2015. All numbers are in millions except for per share amounts. There is no EPS calculation for the Predecessor because it was organized as a limited liability company and did not have publicly traded shares. Fiscal Year Ended September 30, 2016 Successor Predecessor First Quarter Second Quarter Third Quarter Fourth Quarter First Quarter Second Quarter April 1 through June 8 Sales and operating revenues $ — $ — $ 214.3 $ 851.4 $ 827.7 $ 862.2 $ 650.2 Gross profit $ — $ — $ 18.8 $ 89.6 $ 95.2 $ 101.3 $ 75.4 Net income (loss) $ (0.1 ) $ (1.5 ) $ (15.5 ) $ 8.7 $ 4.3 $ 2.1 $ (20.2 ) Income (loss) per share: (1) Basic and diluted (2) $ (0.01 ) $ (0.10 ) $ (0.45 ) $ 0.11 Weighted average number of common shares outstanding Basic 14,854,081 14,869,746 34,072,056 76,746,168 Diluted 14,854,081 14,869,746 34,072,056 76,793,154 (1) Per share amounts for the quarter and full year have been computed separately. The sum of the quarterly amounts may not equal the annual amounts presented because of differences in the average shares outstanding during each period. (2) Diluted shares for the fourth quarter include 64,518 shares of unvested restricted stock as their impact on the Company's net income for the quarter is not anti-dilutive. Fiscal Year Ended September 30, 2015 Predecessor First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 1,017.7 $ 1,012.8 $ 988.8 $ 929.8 Gross profit $ 92.0 $ 99.2 $ 111.3 $ 105.5 Net income (loss) $ (7.5 ) $ (0.6 ) $ 18.8 $ 9.7 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Sep. 30, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | Nexeo Solutions, Inc. and Subsidiaries Schedule II—Valuation and Qualifying Accounts (in millions) Balance Beginning of Period Charged to Costs and Expenses Charged to Other Accounts Deductions Balance End of Period Fiscal Year Ended September 30, 2016 (Successor) Allowance for doubtful accounts $ — $ 0.3 $ 1.3 $ (0.2 ) (1) $ 1.4 Reserve for sales returns and allowances — — 1.5 (2) — 1.5 October 1, 2015 through June 8, 2016 (Predecessor) Allowance for doubtful accounts $ 3.8 $ 1.2 $ — $ (0.9 ) (1) $ 4.1 Reserve for sales returns and allowances 1.6 — (0.1 ) (2) — 1.5 Fiscal Year Ended September 30, 2015 (Predecessor) Allowance for doubtful accounts $ 6.3 $ 0.6 $ — $ (3.1 ) (1) $ 3.8 Reserve for sales returns and allowances 2.0 — (0.4 ) (2) — 1.6 Fiscal Year Ended September 30, 2014 (Predecessor) Allowance for doubtful accounts $ 3.7 $ 4.2 $ — $ (1.6 ) (1) $ 6.3 Reserve for sales returns and allowances 1.9 — 0.1 (2) — 2.0 (1) Accounts written off during the year, net of recoveries and foreign exchange impact. (2) Amounts represent estimates for expected sales returns. |
Significant Accounting Polici27
Significant Accounting Policies and Recent Accounting Pronouncements (Policies) | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies The Predecessor’s significant accounting policies are substantially the same as those of the Company presented below. |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include all the accounts of the Company and all wholly-owned subsidiaries in which it maintains control. Significant intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates, Risks, and Uncertainties | Use of Estimates, Risks, and Uncertainties The preparation of consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and the disclosures of contingent assets and liabilities. Significant items that are subject to such estimates and assumptions include: • the fair value of assets acquired and liabilities assumed in a business combination; • the assessment of recoverability of long lived assets, including property and equipment, goodwill and intangible assets, income taxes, reserves and environmental remediation; • the estimated useful lives of intangible and depreciable assets; • the grant date fair value of equity-based awards; • the recognition, measurement and valuation of current and deferred income taxes; • the recognition and measurement of contingent consideration related to the TRA liability; and • the recognition and measurement of contingent consideration related to the Deferred Cash Consideration. Although management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ significantly from the estimates under different assumptions or conditions. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid temporary investments with original maturities of three months or less are considered to be cash equivalents. |
Accounts and Notes Receivable and Allowance for Doubtful Accounts | Accounts and Notes Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded net of discounts and allowance for doubtful accounts. The Company performs ongoing credit evaluations of its customers and generally does not require collateral from its customers. The Company’s accounts receivable in the U.S. and Canada are collateral under the Credit Facilities. The Company records an allowance for doubtful accounts as a best estimate of the amount of probable credit losses for accounts receivable. On a recurring basis, the Company reviews this allowance and considers factors such as customer credit, past transaction history with the customer and changes in customer payment terms when determining whether the collection of a receivable is reasonably assured. Past due balances over 90 days and over a specified amount are reviewed individually for collectability. Receivables are charged off against the allowance for doubtful accounts when it is probable a receivable will not be recovered. |
Inventories | Inventories Inventories are carried at the lower of cost or market using the weighted average cost method. The Company’s inventories in the U.S. and Canada are collateral under the Credit Facilities. |
Goodwill and Intangibles | Goodwill and Intangibles The Company had goodwill of $665.7 million for the Successor at September 30, 2016 associated with the Business Combination. The Predecessor had goodwill of $373.7 million at September 30, 2015 resulting from previous acquisitions. The purchase consideration of an acquisition is allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition. The estimated fair values are determined after review and consideration of relevant information including discounted cash flows, quoted market prices and estimates made by management. To the extent that the purchase consideration exceeds the fair value of the net identifiable tangible and intangible assets acquired, such excess is allocated to goodwill. The Successor had other intangible assets, net of amortization, of $215.0 million at September 30, 2016 . These intangible assets, which are amortized on a straight-line basis over their estimated lives, consisted of customer relationships, below-market leases and a trade name. Customer relationships are amortized over 12 years, below-market leases are amortized over the remaining life of the lease, which ranges from one to seven years, and the trade name is amortized over four years. The Predecessor had other intangible assets, net of amortization, of $111.4 million at September 30, 2015 consisting of leasehold interest intangibles, customer-related intangibles, supplier-related intangibles, non-compete agreements and trademarks and trade names. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment includes plants and buildings, machinery and equipment, and software and computer equipment. Property, plant and equipment acquired or constructed in the normal course of business are initially recorded at cost. Property and equipment acquired in business combinations are initially recorded at their estimated fair value. Property, plant and equipment are depreciated by the straight-line method over the estimated useful lives of the assets. Leasehold improvements are amortized over the shorter of their economic useful life or their lease term. The range of useful lives used to depreciate property, plant and equipment is as follows: Successor Predecessor Estimated Useful Lives (years) Estimated Useful Lives (years) Plants and buildings 5-35 5-35 Machinery and equipment 2-30 2-30 Software and computer equipment 3-10 3-10 Repairs and maintenance expenditures that do not extend the useful life of the asset are charged to expense as incurred. Major expenditures for replacements and significant improvements that increase asset values or extend useful lives are capitalized. The carrying amounts of assets that are sold or retired and the related accumulated depreciation are removed from the accounts in the year of disposal and any resulting gain or loss is reflected in the consolidated statements of operations. |
Leases | Leases The Company leases certain property, plant and equipment in the ordinary course of business. The leases are classified as either capital leases or operating leases. Assets under capital leases are included in Property, plant and equipment, net in the consolidated balance sheets and are depreciated over the lesser of the lease term or the useful life of the assets. Capital lease obligations are included in Short-term borrowings, current portion of long-term debt and capital lease obligations and Long-term debt and capital lease obligations, less current portion, net in the consolidated balance sheets. Generally, lease payments under capital leases are recognized as interest expense and a reduction of the capital lease obligations. Lease payments under operating leases are recognized as an expense in the consolidated statements of operations on a straight-line basis over the lease term. |
Impairment of Long-lived Assets and Other Long Lived Assets | Impairment of Long-lived Assets Goodwill . Goodwill is tested for impairment annually as of March 31st and whenever events or circumstances make it more likely than not that an impairment may have occurred. Goodwill is reviewed for impairment at the reporting unit level, which is defined as operating segments or groupings of businesses one level below the operating segment level. The Company’s operating segments are the same as the reporting units used in its goodwill impairment test. Goodwill is tested for impairment by comparing the estimated fair value of a reporting unit, determined using a market approach, if market prices are available, or alternatively, a discounted cash flow model, with its carrying value. The annual evaluation of goodwill requires the use of estimates about future operating results, valuation multiples and discount rates of each reporting unit to determine their estimated fair value. Changes in these assumptions can materially affect these estimates. Once an impairment of goodwill has been recorded, it cannot be reversed. No goodwill impairment was recognized during any of the periods presented. Other Long-Lived Assets . Property, plant and equipment and other intangible assets with definite lives are tested for impairment whenever events and circumstances indicate that the carrying value of an asset may not be recoverable. When an impairment test is performed and the undiscounted expected future cash flows are less than the carrying value, an impairment loss is recognized equal to an amount by which the carrying value exceeds the fair value of the asset. The factors considered by management in performing this assessment include current operating results, trends and prospects, as well as the effect of obsolescence, demand, competition and other economic factors. |
Debt Issuance Costs | Debt Issuance Costs Costs associated with the Credit Facilities are recorded as debt issuance costs, which are included in Other non-current assets in the consolidated balance sheets and are being amortized as interest expense over the contractual lives of the related agreements. Costs associated with non-revolving debt facilities are recorded as a reduction of the long-term debt, and are amortized as interest expense over the contractual lives of the related agreements. See Notes 4 and 7. |
Commitments, Contingencies, and Environmental Costs | Commitments, Contingencies and Environmental Costs Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Gain contingencies are not recorded until management determines it is certain that the future event will become or is realized. Liabilities for environmental remediation costs are recognized when environmental assessments or remediation are probable and the associated costs can be reasonably estimated. Generally, the timing of these provisions coincides with the commitment to a formal plan of action or, if earlier, the divestment or closure of the relevant sites. The amount recognized reflects management’s best estimate of the expenditures expected to be required. Actual environmental expenditures that relate to current or future revenues are expensed or capitalized as appropriate. Actual expenditures that relate to an existing condition caused by past operations and that do not impact future earnings are expensed. |
Earnings or Loss per Share of Successor | Earnings or Loss per Share of Successor Basic EPS, which excludes dilution, is computed by dividing income or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common shares and the proceeds from such activities, if any, were used to acquire shares of common stock at the average market price during the reporting period. During a net loss period, the assumed exercise of in-the-money stock options and unvested stock has an anti-dilutive effect, and therefore such potential shares are excluded from the diluted EPS computation. Per share information is based on the weighted average number of common shares outstanding during each period for the basic computation and, if dilutive, the weighted average number of potential common shares resulting from the assumed conversion of outstanding stock options, unvested stock and unvested stock units for the diluted computation. For the fiscal year ended September 30, 2016 , there were 12,476,250 Founder Shares that were not included in the computation because market conditions were not yet satisfied and 1,542,500 PSU awards that were not included in the computation of diluted shares outstanding because performance targets and/or market conditions were not yet met for these awards. Diluted shares outstanding also did not include 25,012,500 shares based on the exercise of 50,025,000 outstanding out-of-the-money warrants and 64,518 shares of unvested restricted stock issued to the Company's directors, as their impact on the Company’s net loss is anti-dilutive for the fiscal year ended September 30, 2016 . The Predecessor was organized as a limited liability company, therefore EPS for the predecessor periods was not applicable. |
Concentrations of Credit Risk | Concentrations of Credit Risk All of the Company’s financial instruments involve elements of credit and market risk. The most significant portion of this credit risk relates to non-performance by counterparties. To manage counterparty risk associated with financial instruments, the Company selects and monitors counterparties based on its assessment of their financial strength and on credit ratings, if available. |
Foreign Currency | Foreign Currency The reporting currency of the Company is the U.S. dollar. With few exceptions, the local currency is the functional currency for the Company's foreign subsidiaries. In consolidating the results of operations, income and expense accounts are translated into U.S. dollars at average exchange rates in effect during the period and asset and liability accounts are translated at period-end exchange rates. Translation gains or losses are recorded in the foreign currency translation component in Accumulated other comprehensive income (loss) in stockholders’ equity and are included in net earnings only upon sale or liquidation of the underlying foreign subsidiary or affiliated company. Transactions undertaken in currencies other than the functional currency of the subsidiary are translated using the exchange rate in effect as of the transaction date and give rise to foreign currency transaction gains and losses. Foreign currency transaction gains and losses are recorded as a component of Selling, general and administrative expenses in the consolidated statements of operations. |
Revenue Recognition | Revenue Recognition Revenues are recognized when persuasive evidence of an arrangement exists, products are shipped and title is transferred or services are provided to customers, the sales price is fixed or determinable and collectability is reasonably assured. Revenue for product sales is recognized at the time title and risk of loss transfer to the customer, based on the terms of the sale. For products delivered under the Company’s standard shipping terms, title and risk of loss transfer when the product is delivered to the customer’s delivery site. For sales transactions designated Freight on Board shipping point, the customer assumes risk of loss and title transfers at the time of shipment. Deferred revenues may result from (i) delivery delays for products delivered under the Company’s standard shipping terms or (ii) from other arrangements with its customers. Sales are reported net of tax assessed by qualifying governmental authorities. The Company is generally the primary obligor in sales transactions with its customers, retains inventory risk during transit and assumes credit risk for amounts billed to its customers. Accordingly, the Company recognizes revenue primarily based on the gross amount billed to its customers. In sales transactions where the Company is not the primary obligor and does not retain inventory risk, the Company recognizes revenue on a net basis by recognizing only the commission the Company retains from such sales and including that commission in sales and operating revenues in the consolidated statements of operations. Consistent with industry standards, the Company may offer volume-based rebates to large customers if the customer purchases a specified volume with the Company over a specified time period. The determination of these rebates at an interim date involves management judgment. As a result, the Company’s revenues may be affected if a customer earns a rebate toward the end of a year that the Company had not expected or if its estimate of customer purchases are less than expected. The Company has the experience and access to relevant information that the Company believes are necessary to reasonably estimate the amounts of such deductions from gross revenues. The Company regularly reviews the information related to these estimates and adjusts its reserves accordingly if and when actual experience differs from previous estimates. The Company recognizes the rebate obligation as a reduction of revenue based on its estimate of the total volume of purchases from a given customer over the specified period of time. |
Supplier Rebates | Supplier Rebates Certain of the Company's vendor arrangements provide for purchase incentives based on the Company achieving a specified volume of purchases. The Company records the volume-based purchase incentives as a reduction of inventory costs (and related cost of sales) based on its purchases to date and its estimates of purchases for the remainder of the calendar year. The Company receives these incentives in the form of rebates that are payable only when the Company's purchases equal or exceed the relevant calendar year target. Supplier rebates are recorded as a reduction of inventory costs and accrued as part of cost of sales for products sold based on progress towards earning the supplier rebates, taking into consideration cumulative purchases of inventory to date and projected purchases through the end of the applicable calendar year. |
Shipping and Handling | Shipping and Handling All shipping and handling amounts billed to customers are included in revenues. Costs incurred related to the shipping and handling of products are included in cost of sales. |
Expense Recognition | Expense Recognition Cost of sales include material and production costs, as well as the costs of inbound and outbound freight, purchasing and receiving, inspection, warehousing, internal transfers and all other distribution network costs. Selling, general and administrative expenses include sales and marketing costs, advertising, research and development, customer support, environmental remediation and administrative costs. Because products and services are generally sold without any extended warranties, liabilities for product warranties are not significant. Advertising costs and research and development costs are expensed as incurred, and are reported as a component of Selling, general and administrative expenses in the consolidated statements of operations. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The provision for income taxes includes income taxes paid, currently payable or receivable and those deferred. The Company recognizes deferred tax assets to the extent that it believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines that it would be able to realize its deferred tax assets in the future in excess of the net recorded amount, it would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income taxes. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Predecessor was organized as a limited liability company and was taxed as a partnership for U.S. income tax purposes. As such, with the exception of a limited number of state and local jurisdictions, the Predecessor was not subject to U.S. income taxes. Accordingly, the members of the Predecessor reported their share of the Predecessor’s taxable income on their respective U.S. federal tax returns. The Predecessor’s sole active U.S. corporate subsidiary, Sub Holding, was subject to tax at the entity level in the U.S. The net earnings for financial statement purposes differed from taxable income reportable by the Predecessor to the members as a result of differences between the tax basis and financial reporting basis of certain assets and liabilities and other factors. The Predecessor was required to make quarterly distributions to its members to fund their tax obligations, if any, attributable to the Predecessor’s taxable income. In some jurisdictions, the Predecessor made such distributions in the form of tax payments paid directly to the taxing authority on behalf of its members. Controlled foreign corporations are subject to tax at the entity level in their respective jurisdictions. |
Due to related party pursuant to Contingent Consideration Obligations | Due to related party pursuant to Contingent Consideration Obligations As described in Note 3, as part of the consideration for the Business Combination, the Company entered into the TRA and agreed to pay the Deferred Cash Consideration pursuant to the Merger Agreement. The Company’s obligation for these contingent consideration amounts was initially measured at fair value as of the Closing Date. The Company’s contingent consideration liabilities are required to be recorded at fair value as of the end of each reporting period with any changes in fair value recorded in operating income. Changes in the estimates and inputs used in determining the fair value of the contingent consideration could have a material impact on the amounts recognized. |
Share-based Compensation | Share-Based Compensation The Company accounts for share-based compensation expense for equity instruments granted in exchange for employee and director services. Share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as expense over the vesting period of the equity award grant. The Company’s PSU awards contain both market and performance-based conditions. At the grant date, market conditions are incorporated into the fair value measurement using a Monte Carlo simulation model under the assumptions that performance-based conditions are met and not met. The Company then determines the probability that performance-based conditions will be met and incorporates this into the grant date fair value of the award. The compensation cost for the PSU awards is amortized over the vesting period on a straight-line basis, net of estimated forfeitures. Forfeiture rates are estimated based on consideration of historical forfeitures of the Predecessor’s actual forfeitures of its share-based compensation awards and a peer group of companies. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Adopted In June 2014, the FASB issued ASU 2014-12, Compensation-Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition and an entity should apply existing guidance in Topic 718, Compensation-Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The Company adopted these amendments on January 1, 2016, which did not have a material impact on the Company’s financial position or results of operations. In September 2015, the FASB issued ASU 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. ASU 2015-16 eliminates the requirement for an acquirer to retrospectively adjust provisional amounts recorded in a business combination to reflect new information about the facts and circumstances that existed as of the acquisition date and that, if known, would have affected measurement or recognition of amounts initially recognized. The amendment requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The Company adopted this standard during the three months ended June 30, 2016. Any future adjustments to the amounts initially recognized for assets and liabilities acquired as a result of the Business Combination will be recognized in the period in which they are identified. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. This ASU requires an entity to classify all deferred tax assets and liabilities as non-current. These amendments are effective for fiscal years beginning after December 15, 2016 and interim periods within those years and early adoption is permitted. The Company adopted this standard during the three months ended June 30, 2016 on a prospective basis and its adoption did not have a material impact on the Company’s financial position or results of operations, or on the Predecessor’s financial position or results of operations for the periods presented. In April and August 2015, the FASB issued ASU No. 2015-03 and ASU No. 2015-15, Interest-Imputation of Interest, respectively, to simplify the presentation of debt issuance costs. These amendments require debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the debt liability. The FASB clarified that debt issuance costs related to line-of-credit arrangements can be presented as an asset and amortized over the term of the arrangement. The Company adopted these amendments on January 1, 2016 on a retrospective basis. As a result, the Predecessor financial statements have been adjusted to reclassify $9.1 million of debt issuance costs from Other non-current assets and into Long-term debt and capital lease obligations, less current portion, net on the consolidated balance sheet as of September 30, 2015. New Accounting Pronouncements Not Yet Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The amendments in this ASU will supersede the revenue recognition requirements in Topic 605, Revenue Recognition and require that revenue be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14, which deferred the effective date of ASU 2014-09 for all entities by one year. These amendments will be effective in annual reporting periods beginning after December 15, 2017 including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016 including interim reporting periods within that reporting period. The Company is in the process of evaluating the provisions of this ASU and assessing the potential effect on the Company’s financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. The amendments in this ASU provide guidance in GAAP about management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern within one year after the date the financial statements are issued and to provide related footnote disclosures. The ASU is effective for annual periods ending after December 15, 2016, and interim periods within those years and early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company's financial position or results of operation. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory. The amendments in this ASU require an entity to measure inventory at the lower of cost or net realizable value, whereas guidance previously required an assessment of market value of inventory, with different possibilities as to determining market value. This ASU is effective for fiscal years beginning after December 15, 2016 and interim periods within those years and early adoption is permitted. The Company is in the process of evaluating the provisions of the ASU, but does not expect it to have a material effect on the Company’s financial position or results of operations. In January 2016, the FASB issued ASU 2016-01, Financial Instruments (Topic 825): Recognition and Measurement of Financial Assets and Financial Liabilities. This ASU (i) requires all equity investments in unconsolidated entities other than those measured using the equity method of accounting, to be measured at fair value through earnings; (ii) when the fair value option has been elected for financial liabilities, requires that changes in fair value due to instrument specific credit risk be recognized separately in other comprehensive income and accumulated gains and losses due to these changes and will be reclassified from accumulated other comprehensive income to earnings if the liability is settled before maturity; and (iii) amends certain fair value disclosure provisions related to financial instruments carried at amortized cost. This ASU is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years and early adoption is permitted. The Company is in the process of evaluating the provisions of the ASU and assessing the potential effect on the Company’s financial position or results of operations. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires all leases with terms greater than 12 months, whether finance or operating, to be recorded on the balance sheet, reflecting a liability to make lease payments and a right-to-use asset representing the right to use the underlying asset for the lease term. The recognition, measurement and presentation of expenses and cash flows arising from a lease by a lessee will not significantly change from current U.S. GAAP. These amendments are effective for the reporting periods beginning after December 15, 2018 with early adoption permitted. An entity will be required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach by recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. The Company is in the process of evaluating the potential effects of this standard and believes it may have a significant impact on its consolidated financial statements due, in part, to its substantial number of operating lease obligations. In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The updated guidance simplifies several aspects of accounting for certain aspects of share-based payment awards to employees, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as the classification of related matters in the statement of cash flows. This ASU is effective for interim and annual reporting periods beginning after December 15, 2016. The Company is in the process of evaluating the provisions of this ASU and assessing the potential effect on the Company’s financial position and results of operations. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU requires an organization to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Forward-looking information will now be used to better inform credit loss estimates. The amendments in this ASU are effective for fiscal years beginning December 15, 2020 including interim periods within those years with early adoption permitted. The Company is currently in the process of evaluating the provisions of this ASU and assessing the potential effect on the Company’s financial position or results of operations. In August 2016 the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. The new standard is effective for fiscal years beginning after December 15, 2017. Early adoption is permitted. The new standard will require adoption on a retrospective basis unless it is impracticable to apply, in which case the Company would be required to apply the amendments prospectively as of the earliest date practicable. The Company is in the process of evaluating the provisions of the ASU, but does not expect it to have a material effect on the Company’s consolidated statements of cash flows. |
Significant Accounting Polici28
Significant Accounting Policies and Recent Accounting Pronouncements (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment Useful Life | The range of useful lives used to depreciate property, plant and equipment is as follows: Successor Predecessor Estimated Useful Lives (years) Estimated Useful Lives (years) Plants and buildings 5-35 5-35 Machinery and equipment 2-30 2-30 Software and computer equipment 3-10 3-10 Property, plant and equipment at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor Predecessor September 30, 2016 September 30, 2015 Land $ 50.4 $ 41.2 Plants and buildings 89.8 78.3 Machinery and equipment (1) 130.5 167.8 Software and computer equipment 49.0 68.8 Construction in progress 16.5 12.9 Total 336.2 369.0 Less accumulated depreciation (2) (13.6 ) (137.8 ) Property, plant and equipment, net $ 322.6 $ 231.2 (1) Includes $25.2 million and $13.1 million , respectively, related to equipment acquired under capital leases. (2) Includes $1.1 million and $0.1 million , respectively, related to equipment acquired under capital leases. In connection with the Business Combination, property, plant and equipment of the Predecessor was adjusted to fair value. See Note 3. Depreciation expense recognized on the property, plant and equipment described above was as follows: Successor Predecessor Fiscal Year Ended October 1, 2015 Through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Depreciation expense (1) $ 13.6 $ 27.1 $ 36.8 $ 40.1 (1) Includes for the fiscal year ended September 30, 2014 an impairment loss of $1.8 million related to the closure of two facilities in the U.S. One of these facilities was sold in February 2015 for net proceeds of $1.3 million resulting in a $0.2 million gain on sale. |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The purchase consideration for the Business Combination was as follows: Cash $ 424.9 Less: cash acquired (64.3 ) Equity (1) 276.7 Founder Shares transferred to Selling Equityholders (1) 30.2 Contingent consideration - Fair value of Deferred Cash Consideration 45.4 Contingent consideration - Fair value of TRA 84.2 Total purchase consideration (2) $ 797.1 (1) See Note 11. (2) In addition to the total purchase consideration above, the Company assumed the outstanding indebtedness of the Predecessor, including related accrued interest through the Closing Date, totaling $774.3 million . The proceeds of the Credit Facilities were used to repay such indebtedness and accrued interest immediately following the consummation of the Business Combination. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the Company’s preliminary allocation of the purchase consideration to assets acquired and liabilities assumed at the acquisition date: Preliminary Purchase Price Allocation Accounts receivable $ 470.0 Inventory 328.5 Other current assets 25.8 Property, plant and equipment 328.3 Customer-related intangible 201.0 Trade name 21.0 Below-market leases 0.7 Other non-current assets 3.2 Deferred tax assets 1.2 Goodwill 669.0 Total assets acquired 2,048.7 Short-term borrowings and current portion of capital leases 40.6 Accounts payable 338.0 Other current liabilities 52.8 Long-term portion of capital leases 23.0 Long-term debt 767.3 Deferred tax liability 24.4 Other non-current liabilities 5.5 Total liabilities assumed 1,251.6 Net assets acquired $ 797.1 |
Schedule of Unaudited Consolidated Pro Form Financial Information | The unaudited consolidated pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the Business Combination been completed on October 1, 2014. Fiscal Year Ended September 30, 2016 2015 Sales and operating revenues $ 3,405.8 $ 3,949.1 Operating income $ 95.8 $ 6.2 Net income (loss) from continuing operations $ 34.3 $ (19.5 ) Net income (loss) $ 34.4 $ (20.2 ) Basic and diluted net income (loss) per share $ 0.45 $ (0.25 ) |
Certain Balance Sheet Informa30
Certain Balance Sheet Information (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Certain Balance Sheet Information [Abstract] | |
Schedule of Cash and Cash Equivalents | These amounts included the following: Successor Predecessor September 30, 2016 September 30, 2015 Cash held by foreign subsidiaries $ 41.9 $ 54.1 Non-U.S. dollar denominated currency held by foreign subsidiaries $ 36.9 $ 45.0 Currency denominated in RMB $ 6.5 $ 4.7 |
Summary of Inventories | Inventories at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor Predecessor September 30, 2016 September 30, 2015 Finished products $ 311.7 $ 320.9 Supplies 4.1 4.2 Total $ 315.8 $ 325.1 |
Schedule of Other Non-Current Assets | Other non-current assets at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor Predecessor September 30, 2016 September 30, 2015 Debt issuance costs of revolving credit facilities $ 6.4 $ 5.4 Other 4.3 3.4 Total $ 10.7 $ 8.8 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | The range of useful lives used to depreciate property, plant and equipment is as follows: Successor Predecessor Estimated Useful Lives (years) Estimated Useful Lives (years) Plants and buildings 5-35 5-35 Machinery and equipment 2-30 2-30 Software and computer equipment 3-10 3-10 Property, plant and equipment at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor Predecessor September 30, 2016 September 30, 2015 Land $ 50.4 $ 41.2 Plants and buildings 89.8 78.3 Machinery and equipment (1) 130.5 167.8 Software and computer equipment 49.0 68.8 Construction in progress 16.5 12.9 Total 336.2 369.0 Less accumulated depreciation (2) (13.6 ) (137.8 ) Property, plant and equipment, net $ 322.6 $ 231.2 (1) Includes $25.2 million and $13.1 million , respectively, related to equipment acquired under capital leases. (2) Includes $1.1 million and $0.1 million , respectively, related to equipment acquired under capital leases. In connection with the Business Combination, property, plant and equipment of the Predecessor was adjusted to fair value. See Note 3. Depreciation expense recognized on the property, plant and equipment described above was as follows: Successor Predecessor Fiscal Year Ended October 1, 2015 Through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Depreciation expense (1) $ 13.6 $ 27.1 $ 36.8 $ 40.1 (1) Includes for the fiscal year ended September 30, 2014 an impairment loss of $1.8 million related to the closure of two facilities in the U.S. One of these facilities was sold in February 2015 for net proceeds of $1.3 million resulting in a $0.2 million gain on sale. |
Goodwill and Other Intangibles
Goodwill and Other Intangibles (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Progression of Goodwill by Reportable Segment | The following is a progression of Successor goodwill by reportable segment: Successor Chemicals Plastics Other Total Balance at September 30, 2015 $ — $ — $ — $ — Business Combination 331.9 274.1 63.0 669.0 Foreign currency translation (0.3 ) (3.0 ) — (3.3 ) Balance at September 30, 2016 $ 331.6 $ 271.1 $ 63.0 $ 665.7 |
Schedule of Finite-Lived Intangible Assets | Definite-lived intangible assets at September 30, 2016 for the Successor and September 30, 2015 for the Predecessor consisted of the following: Successor September 30, 2016 Estimated Useful Life (years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer-related 12 $ 200.3 $ (5.2 ) $ 195.1 Trade name 4 21.0 (1.7 ) 19.3 Below-market leases 1-7 0.7 (0.1 ) 0.6 Total $ 222.0 $ (7.0 ) $ 215.0 Predecessor September 30, 2015 Estimated Useful Life (years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer-related 5-14 $ 121.3 $ (33.6 ) $ 87.7 Supplier-related 10 17.0 (2.6 ) 14.4 Leasehold interest 1-20 2.1 (1.3 ) 0.8 Non-compete agreements 3-5 10.0 (4.5 ) 5.5 Trademarks and trade names 2-6 6.2 (3.2 ) 3.0 Total $ 156.6 $ (45.2 ) $ 111.4 |
Amortization Expense Recognized on Intangible Assets | Amortization expense recognized on the intangible assets described above was as follows: Successor Predecessor Fiscal Year Ended October 1, 2015 Through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Amortization expense $ 7.0 $ 10.6 $ 15.8 $ 13.3 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Summary of Short-Term Borrowings Outstanding and Current Portion of Long-Term Debt and Capital Lease Obligations | Short-term borrowings outstanding and the current portion of long-term debt and capital lease obligations at September 30, 2016 and 2015 are summarized below: Successor Predecessor September 30, 2016 September 30, 2015 Short-term borrowings $ 38.4 $ 34.9 Current portion of long-term debt and capital lease obligations 9.3 37.5 Total short-term borrowings and current portion of long term debt and capital lease obligations, net $ 47.7 $ 72.4 |
Sumary of Long-Term Debt Outstanding | Long-term debt outstanding at September 30, 2016 and 2015 is summarized below: Successor Predecessor September 30, 2016 September 30, 2015 ABL Facility $ 117.7 $ — Term Loan Facility 653.4 — Predecessor ABL Facility — 85.5 Predecessor Term Loan Facility — 647.2 Notes — 159.2 Capital lease obligations (1) 24.8 12.7 Total long-term debt 795.9 904.6 Less: unamortized debt discount (2) (3.2 ) (3.6 ) Less: debt issuance costs (3) (17.8 ) (9.1 ) Less: current portion of long-term debt and capital lease obligations (9.3 ) (37.5 ) Long-term debt and capital lease obligations, less current portion, net $ 765.6 $ 854.4 (1) Capital lease obligations exclude executory costs and interest payments associated with the underlying leases. See "Capital Lease Obligations" below. (2) At September 30, 2016, included $3.2 million of unamortized debt discount related to the Term Loan Facility for the Successor. At September 30, 2015 , included $1.9 million of unamortized debt discount related to the Predecessor Term Loan Facility, with the remainder related to the Notes. Debt discount is amortized to interest expense over the life of the respective instruments using the effective interest rate method. (3) See discussion below under Term Loan Facility and Debt Issuance Cost Amortization and Note 2 related to the adoption of ASU 2015-03 and ASU 2015-15. |
Short-Term Borrowings Associated with Operations in China | The Company's short-term borrowings are associated with the Company's operations in China and are summarized below: Facility Limit Outstanding Borrowings Balance Weighted Average Interest Rate on Borrowings Outstanding LOC and Bankers' Acceptance Bills Remaining Availability September 30, 2016 - Successor Bank of America - China (1) $ 28.4 $ 27.3 4.0 % $ — $ 1.1 Bank of Communications - China (2) 22.5 11.1 5.2 % 10.5 0.9 Total $ 50.9 $ 38.4 $ 10.5 $ 2.0 September 30, 2015 - Predecessor Bank of America - China $ 23.8 $ 23.0 3.5 % $ — $ 0.8 Bank of Communications - China 23.6 11.9 6.1 % 7.1 4.6 Total $ 47.4 $ 34.9 $ 7.1 $ 5.4 (1) The borrowing limit of this facility is denominated in U.S. dollars. This line of credit is secured by a standby letter of credit drawn on the ABL Facility covering at least 110% of the facility's borrowing limit amount. Borrowings under the line of credit are payable in full within 12 months of the date of the advance. (2) The borrowing limit of this facility is denominated in RMB. This line of credit is secured by a standby letter of credit drawn on the ABL Facility covering at least 100% of the facility's borrowing limit amount. Borrowings under the line of credit are payable in full within 12 months of the date of the advance. |
Schedule of Maturities of Future Principal Payments on Debt and Capital Lease Obligations | The following table sets forth future principal payments on debt and capital lease obligations at September 30, 2016 : 2017 $ 47.7 2018 9.2 2019 9.1 2020 9.2 2021 127.0 Thereafter 632.1 Total $ 834.3 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Gain (Loss) on Interest Rate Swaps | Gains and losses net of reclassifications into income related to the Predecessor’s interest rate swaps were as follows: Predecessor Recorded to October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Realized loss Interest expense $ 0.3 $ 0.6 $ 0.7 Unrealized gain Other comprehensive income $ 0.3 $ 0.2 $ 0.4 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Changes in Fair Value of Contingent Consideration | Changes in the fair value of the contingent consideration obligations for the fiscal year ended September 30, 2016 are included in Operating income (loss) in the consolidated statement of operations and were as follows: TRA Deferred Cash Consideration Total Fair Value Contingent consideration as of September 30, 2015 $ — $ — $ — Acquisition date contingent consideration fair value 84.2 45.4 129.6 Change in fair value of contingent consideration (0.8 ) (10.4 ) (11.2 ) Contingent consideration as of September 30, 2016 $ 83.4 $ 35.0 $ 118.4 |
Share-Based Compensation and 36
Share-Based Compensation and Employee Benefit Plans (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Non-Vested Equity Plan Units | The following table summarizes restricted stock activity during the fiscal year ended September 30, 2016 : Units Average Grant Date Fair Value Per Unit Restricted stock at September 30, 2015 — $ — Grants 64,518 9.27 Vested — — Forfeited/Canceled — — Restricted stock at September 30, 2016 64,518 $ 9.27 The following table summarizes the activity for the non-vested Predecessor Equity Plan units during the period from September 30, 2013 through June 8, 2016: Units Average Grant Date Fair Value Per Unit Nonvested at September 30, 2013 26,678,241 $ 0.32 Granted 3,449,890 0.27 Vested (3,406,416 ) 0.32 Forfeited (5,201,000 ) 0.28 Nonvested at September 30, 2014 21,520,715 0.28 Granted 5,747,856 0.23 Vested (3,809,946 ) 0.31 Forfeited (342,000 ) 0.24 Nonvested at September 30, 2015 23,116,625 0.26 Granted 1,028,571 0.16 Vested (19,871,696 ) 0.16 Forfeited (1,345,000 ) 0.23 Nonvested at June 8, 2016 2,928,500 $ 0.26 |
Schedule of Retirement Plan Contributions | The following summarizes contributions to the plans described above: Successor Predecessor Fiscal Year Ended October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Contributions recorded as a component of cost of sales and operating expenses $ 1.3 $ 2.7 $ 3.9 $ 4.2 Contributions recorded as a component of selling, general and administrative expenses 2.2 4.5 6.8 7.9 Total contributions $ 3.5 $ 7.2 $ 10.7 $ 12.1 |
Summary of Equity Plan Activity | The following table summarizes the Predecessor Equity Plan activity, including both vested and non-vested units, during the period from September 30, 2013 through June 8, 2016: Units Average Grant Date Fair Value Per Unit Outstanding at September 30, 2013 35,227,878 $ 0.32 Granted 3,449,890 0.27 Forfeited/Canceled (5,579,000 ) 0.29 Outstanding at September 30, 2014 33,098,768 0.29 Granted 5,747,856 0.23 Forfeited/Canceled (380,000 ) 0.29 Outstanding at September 30, 2015 38,466,624 0.28 Granted 1,028,571 0.16 Forfeited/Canceled (1,597,000 ) 0.25 Outstanding at June 8, 2016 37,898,195 $ 0.22 |
Performance Shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation Activity | The following table summarizes PSU activity during the fiscal year ended September 30, 2016 : Units Average Grant Date Fair Value Per Unit Unvested PSUs at September 30, 2015 — $ — Grants 1,557,500 9.09 Vested — — Forfeited/Canceled (15,000 ) 9.13 Unvested PSUs at September 30, 2016 1,542,500 $ 9.12 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Earnings Per Share | A reconciliation of the numerators and denominators of the basic and diluted per share computation follows. No such computation is necessary for the Predecessor periods as the Predecessor was organized as a limited liability company and did not have publicly traded common shares. Successor Fiscal Year Ended September 30, 2016 Basic: Net loss $ (8.4 ) Weighted average number of common shares outstanding during the period 35,193,789 Net loss per common share - basic $ (0.24 ) Diluted: Net loss $ (8.4 ) Denominator for diluted earnings per share: Weighted average number of common shares attributable to the period 35,193,789 Incremental common shares attributable to outstanding dilutive options and unvested restricted shares — Denominator for diluted earnings per common share 35,193,789 Net loss per common share - diluted $ (0.24 ) |
Commitments, Contingencies an38
Commitments, Contingencies and Litigation (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Non-Cancellable Rental Payments | Future minimum non-cancellable rental payments as of September 30, 2016 are as follows: 2017 $ 15.4 2018 12.9 2019 10.3 2020 5.5 2021 5.0 Thereafter 6.8 Total $ 55.9 |
Schedule of Future Minimum Lease Payments Under Capital Leases | The Company leases certain equipment and facilities under capital lease agreements. As of September 30, 2016 future minimum lease payments under capital leases were as follows: 2017 $ 6.0 2018 5.7 2019 5.7 2020 5.5 2021 5.5 Thereafter 13.9 Total minimum capital lease payments 42.3 Less amount representing executory costs (12.6 ) Less amount representing interest (4.9 ) Present value of net minimum capital lease payments $ 24.8 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Activity with TPG | The table below summarizes activity recorded during the respective periods related to the items described above: Successor Predecessor Fiscal Year Ended October 1, 2015 Through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Sales to TPG related entities $ 1.7 $ 3.1 $ 8.8 $ 17.5 Amounts included in Selling, general and administrative expenses Management fees to TPG $ — $ 2.1 $ 3.3 $ 3.3 Consulting fees to TPG $ 0.1 $ 0.4 $ 0.8 $ 1.4 Amounts included in Transaction related costs Fee paid in connection with the Business Combination $ — $ 9.9 $ — $ — |
Incomes Taxes (Tables)
Incomes Taxes (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for Income Taxes | The details for provision for income taxes are as follows: Successor Predecessor October 1, 2015 Fiscal Year Ended Through Fiscal Year Ended Fiscal Year Ended September 30, 2016 June 8, 2016 September 30, 2015 September 30, 2014 Current tax expense: United States - Federal $ 0.5 $ — $ (1.8 ) $ 2.5 United States - State (0.2 ) (0.1 ) 0.1 0.8 Foreign 2.0 3.2 2.8 5.7 Total current tax expense 2.3 3.1 1.1 9.0 Deferred tax expense (benefit): United States - Federal (0.8 ) 0.4 2.2 (1.7 ) United States - State 0.4 0.1 — — Foreign (0.7 ) 0.6 0.6 — Total deferred tax expense (benefit) (1.1 ) 1.1 2.8 (1.7 ) Total income tax expense $ 1.2 $ 4.2 $ 3.9 $ 7.3 |
Schedule of Deferred Tax Assets and Liabilities | Temporary differences that result in significant deferred tax assets and liabilities are as follows: Successor Predecessor September 30, 2016 September 30, 2015 Deferred Tax Assets Foreign operating losses $ 5.8 $ 5.3 Federal and state operating losses 14.1 — 163J interest 6.7 — Fixed assets and intangibles 0.6 (0.1 ) Compensation and other accruals 1.0 1.1 Other items 0.4 0.7 Valuation allowance (2.8 ) (3.6 ) Total deferred tax assets $ 25.8 $ 3.4 Deferred Tax Liabilities Fixed assets and intangibles $ 16.1 $ 6.2 Compensation and other accruals 2.7 — Investment in partnerships 28.9 87.1 Other items 0.1 0.4 Total deferred tax liabilities $ 47.8 $ 93.7 |
Schedule of Components of Income by Jurisdiction and Effective Income Tax Rate Reconciliation | The U.S. and international components of income from operations before income taxes and a reconciliation of the statutory federal income tax with the provision for income taxes follows: Successor Predecessor October 1, 2015 Fiscal Year Ended Through Fiscal Year Ended Fiscal Year Ended September 30, 2016 June 8, 2016 September 30, 2015 September 30, 2014 Income (loss) before income taxes United States $ (9.1 ) $ (19.6 ) $ 22.0 $ (25.2 ) International 1.9 9.9 3.1 20.3 $ (7.2 ) $ (9.7 ) $ 25.1 $ (4.9 ) U.S. statutory rate 34.0 % 0.0 % 0.0 % 0.0 % Pretax income (loss) at statutory rate $ (2.5 ) $ — $ — $ — State income taxes 0.2 — (0.1 ) 0.5 Statutory rate differential (0.2 ) 2.5 4.5 4.7 FIN 48 expense (benefit) — 0.1 (0.7 ) — Withholding and other taxes — 0.3 0.3 0.4 Stock basis adjustment — — (2.7 ) — Transaction costs 5.0 — — — Contingent liability (1.6 ) — — — Permanent differences and other items 0.3 0.6 (0.7 ) 1.6 Statutory tax rate changes and differences (0.2 ) (0.1 ) (0.1 ) (0.3 ) True-up to prior year taxes — 0.2 2.1 0.7 Other — — 0.3 — Valuation allowance 0.2 0.6 1.0 (0.3 ) Income tax expense $ 1.2 $ 4.2 $ 3.9 $ 7.3 Effective tax rate (16.7 )% (43.3 )% 15.5 % (149.0 )% |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of unrecognized tax benefits is shown below: Successor Predecessor October 1, 2015 Fiscal Year Ended Through Fiscal Year Ended Fiscal Year Ended September 30, 2016 June 8, 2016 September 30, 2015 September 30, 2014 Balance at beginning of period $ — $ 0.9 $ 0.4 $ — Increases related to positions taken on items from prior years — 0.2 1.2 0.5 Unrecognized tax benefits assumed pursuant to the Business Combination 0.9 — — — Lapse of statute of limitations — (0.2 ) (0.7 ) (0.1 ) Balance at end of period $ 0.9 $ 0.9 $ 0.9 $ 0.4 |
Segment and Geographic Data (Ta
Segment and Geographic Data (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Summary of Financial Information | Summarized financial information relating to the Company’s lines of business is as follows: Successor Predecessor Fiscal Year Ended October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended Sales and operating revenues Chemicals $ 478.1 $ 1,066.4 $ 1,956.1 $ 2,293.3 Plastics 546.7 1,192.2 1,876.1 2,101.6 Other 40.9 81.5 116.9 119.6 Total sales and operating revenues $ 1,065.7 $ 2,340.1 $ 3,949.1 $ 4,514.5 Gross profit Chemicals $ 55.7 $ 136.2 $ 224.4 $ 212.7 Plastics 43.6 117.6 155.1 159.4 Other 9.1 18.1 28.5 29.6 Total gross profit 108.4 271.9 408.0 401.7 Selling, general and administrative expenses 91.7 208.9 329.5 335.8 Transaction related costs 21.3 33.4 0.1 12.6 Change in fair value of contingent consideration obligations (11.2 ) — — — Operating income 6.6 29.6 78.4 53.3 Other income 0.5 2.9 11.4 5.4 Interest income (expense) Interest income 0.8 0.1 0.1 0.4 Interest expense (15.1 ) (42.3 ) (64.8 ) (64.0 ) Income (loss) from continuing operations before income taxes $ (7.2 ) $ (9.7 ) $ 25.1 $ (4.9 ) Successor Predecessor Balance at September 30, 2016 Balance at September 30, 2015 IDENTIFIABLE ASSETS Chemicals $ 656.8 $ 696.9 Plastics 708.7 530.2 Other 85.0 35.1 Total identifiable assets by reportable segment 1,450.5 1,262.2 Unallocated assets 628.4 446.7 Total assets $ 2,078.9 $ 1,708.9 |
Schedule of Revenues by Geographic Location, Based on Jurisdiction of Subsidiary Entity | Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale, are presented below: Successor Predecessor Fiscal Year Ended October 1, 2015 through June 8, 2016 Fiscal Year Ended Fiscal Year Ended United States $ 808.2 $ 1,779.4 $ 3,029.0 $ 3,314.6 Canada 46.5 102.4 196.3 237.2 Other North America 18.4 35.4 56.2 58.5 Total North America Operations 873.1 1,917.2 3,281.5 3,610.3 EMEA 130.6 291.9 486.3 616.3 Asia 62.0 131.0 181.3 287.9 Total $ 1,065.7 $ 2,340.1 $ 3,949.1 $ 4,514.5 |
Unaudited Quarterly Informati42
Unaudited Quarterly Information (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Statement of Operations Information | The following tables contain selected unaudited statement of operations information for each quarter of the fiscal years ended September 30, 2016 and 2015. All numbers are in millions except for per share amounts. There is no EPS calculation for the Predecessor because it was organized as a limited liability company and did not have publicly traded shares. Fiscal Year Ended September 30, 2016 Successor Predecessor First Quarter Second Quarter Third Quarter Fourth Quarter First Quarter Second Quarter April 1 through June 8 Sales and operating revenues $ — $ — $ 214.3 $ 851.4 $ 827.7 $ 862.2 $ 650.2 Gross profit $ — $ — $ 18.8 $ 89.6 $ 95.2 $ 101.3 $ 75.4 Net income (loss) $ (0.1 ) $ (1.5 ) $ (15.5 ) $ 8.7 $ 4.3 $ 2.1 $ (20.2 ) Income (loss) per share: (1) Basic and diluted (2) $ (0.01 ) $ (0.10 ) $ (0.45 ) $ 0.11 Weighted average number of common shares outstanding Basic 14,854,081 14,869,746 34,072,056 76,746,168 Diluted 14,854,081 14,869,746 34,072,056 76,793,154 (1) Per share amounts for the quarter and full year have been computed separately. The sum of the quarterly amounts may not equal the annual amounts presented because of differences in the average shares outstanding during each period. (2) Diluted shares for the fourth quarter include 64,518 shares of unvested restricted stock as their impact on the Company's net income for the quarter is not anti-dilutive. Fiscal Year Ended September 30, 2015 Predecessor First Quarter Second Quarter Third Quarter Fourth Quarter Net sales $ 1,017.7 $ 1,012.8 $ 988.8 $ 929.8 Gross profit $ 92.0 $ 99.2 $ 111.3 $ 105.5 Net income (loss) $ (7.5 ) $ (0.6 ) $ 18.8 $ 9.7 |
Basis of Presentation and Nat43
Basis of Presentation and Nature of Operations (Details) product in Thousands, fleet_unit in Thousands, $ in Millions | 1 Months Ended | 12 Months Ended |
Jun. 30, 2014USD ($) | Sep. 30, 2016employeecustomerdistributioncentercountryproductfleet_unitsupplier | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Cash proceeds from initial public offering | $ | $ 500 | |
Number of suppliers | supplier | 1,300 | |
Number of customers served | customer | 26,700 | |
Number of products | product | 22 | |
Number of countries products are sold in (over) | country | 80 | |
Number of distribution centers | distributioncenter | 170 | |
Number of units in private fleet | fleet_unit | 1 | |
Number of employees | employee | 2,520 |
Significant Accounting Polici44
Significant Accounting Policies and Recent Accounting Pronouncements - Narrative (Details) | 4 Months Ended | 8 Months Ended | 12 Months Ended | |||
Sep. 30, 2016USD ($)shares | Jun. 08, 2016USD ($) | Sep. 30, 2016USD ($)suppliershares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Number of supplier representing company's purchases | supplier | 2 | |||||
Concentration risk, percentage | 10.00% | |||||
Threshold period past due for review of collectability | 90 days | |||||
Goodwill | $ 665,700,000 | $ 665,700,000 | $ 0 | |||
Goodwill impairment | $ 0 | 0 | ||||
Warrants exercised (in shares) | shares | 50,025,000 | 50,025,000 | ||||
Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Allowance for doubtful accounts | $ 1,400,000 | $ 1,400,000 | ||||
Provision for bad debt | 300,000 | 300,000 | ||||
Accounts and notes receivable, net | 474,800,000 | 474,800,000 | ||||
Goodwill | 665,700,000 | 665,700,000 | ||||
Other intangible assets, net of amortization | 215,000,000 | 215,000,000 | ||||
Net foreign currency transaction losses | 1,100,000 | |||||
Customer rebates | 2,100,000 | |||||
Customer rebates due | 4,200,000 | 4,200,000 | ||||
Suppliers rebates | 3,100,000 | |||||
Advertising expenses | 300,000 | $ 2,200,000 | ||||
Debt issuance costs | [1] | 17,800,000 | 17,800,000 | |||
Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 11.90% | 10.80% | ||||
Allowance for doubtful accounts | $ 3,800,000 | |||||
Provision for bad debt | $ 1,200,000 | 600,000 | $ 4,200,000 | |||
Accounts and notes receivable, net | 508,700,000 | |||||
Goodwill | 373,700,000 | |||||
Other intangible assets, net of amortization | 111,400,000 | |||||
Net foreign currency transaction losses | 1,600,000 | 2,200,000 | 1,200,000 | |||
Customer rebates | 4,000,000 | 5,800,000 | 8,000,000 | |||
Customer rebates due | 4,300,000 | |||||
Suppliers rebates | 6,500,000 | 13,900,000 | 11,100,000 | |||
Advertising expenses | $ 1,300,000 | $ 2,400,000 | ||||
Debt issuance costs | [1] | 9,100,000 | ||||
Customer Relationships | Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Other intangible assets, net of amortization | 195,100,000 | $ 195,100,000 | ||||
Estimated Useful Life (years) | 12 years | |||||
Customer Relationships | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Other intangible assets, net of amortization | $ 87,700,000 | |||||
Customer Relationships | Minimum | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Estimated Useful Life (years) | 5 years | |||||
Customer Relationships | Maximum | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Estimated Useful Life (years) | 14 years | |||||
Below-market leases | Minimum | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Remaining amortization period | 1 year | |||||
Below-market leases | Minimum | Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Estimated Useful Life (years) | 1 year | |||||
Below-market leases | Maximum | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Remaining amortization period | 7 years | |||||
Below-market leases | Maximum | Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Estimated Useful Life (years) | 7 years | |||||
Trade name | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Remaining amortization period | 4 years | |||||
Accounts and notes receivable | Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Supplier rebates due to company | 4,300,000 | $ 4,300,000 | ||||
Accounts and notes receivable | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Supplier rebates due to company | $ 3,400,000 | |||||
Restricted Stock | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 64,518 | |||||
Certain Nexeo Plaschem Customers | Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Allowance for doubtful accounts | 1,400,000 | $ 1,400,000 | ||||
Accounts and notes receivable, net | 6,400,000 | 6,400,000 | ||||
Goodwill | 665,700,000 | 665,700,000 | ||||
Other intangible assets, net of amortization | $ 215,000,000 | $ 215,000,000 | ||||
Certain Nexeo Plaschem Customers | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Accounts and notes receivable, net | 4,500,000 | |||||
Certain Nexeo Plaschem Customers | Minimum | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Threshold period for customers to remit payment | 30 days | |||||
Certain Nexeo Plaschem Customers | Maximum | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Threshold period for customers to remit payment | 9 months | |||||
Accounting Standards Update 2015-03 | Long-term Debt | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Debt issuance costs | 9,100,000 | |||||
Accounting Standards Update 2015-03 | Other Noncurrent Assets | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Debt issuance costs | $ (9,100,000) | |||||
Founders Shares | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 12,476,250 | |||||
Performance Shares | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 1,542,500 | |||||
Warrant | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 25,012,500 | |||||
Purchases | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 11.90% | 10.80% | ||||
Purchases | Supplier Concentration Risk | Supplier One | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 12.00% | |||||
Purchases | Supplier Concentration Risk | Supplier One | Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 11.90% | 11.90% | ||||
Purchases | Supplier Concentration Risk | Supplier One | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 12.00% | |||||
Purchases | Supplier Concentration Risk | Supplier Two | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 9.80% | |||||
Purchases | Supplier Concentration Risk | Supplier Two | Successor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 10.40% | 10.40% | ||||
Purchases | Supplier Concentration Risk | Supplier Two | Predecessor | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Concentration risk, percentage | 9.80% | |||||
[1] | See discussion below under Term Loan Facility and Debt Issuance Cost Amortization and Note 2 related to the adoption of ASU 2015-03 and ASU 2015-15. |
Significant Accounting Polici45
Significant Accounting Policies and Recent Accounting Pronouncements - Schedule for Property, Plant, and Equipment Estimated Useful Life (Details) | 12 Months Ended |
Sep. 30, 2016 | |
Successor | Plants and buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 5 years |
Successor | Plants and buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 35 years |
Successor | Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 2 years |
Successor | Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 30 years |
Successor | Software and computer equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 3 years |
Successor | Software and computer equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 10 years |
Predecessor | Plants and buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 5 years |
Predecessor | Plants and buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 35 years |
Predecessor | Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 2 years |
Predecessor | Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 30 years |
Predecessor | Software and computer equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 3 years |
Predecessor | Software and computer equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Lives (years) | 10 years |
Business Combination - Narrativ
Business Combination - Narrative (Details) $ / shares in Units, $ in Millions | Sep. 30, 2016USD ($)shares | Jun. 09, 2016USD ($)locationmerger$ / shares | Sep. 30, 2016USD ($)shares | Jun. 30, 2016USD ($) | Sep. 30, 2016USD ($)shares | Jun. 08, 2016USD ($) | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Jun. 11, 2014USD ($) | |
Business Acquisition [Line Items] | |||||||||||
Increase (decrease) in fair value | $ (11.2) | ||||||||||
Transaction related costs | $ 54.7 | ||||||||||
Debt issuance cost | $ 18.3 | $ 28.5 | |||||||||
Pro forma diluted shares outstanding (in shares) | shares | 76,799,052 | ||||||||||
Warrants outstanding (in shares) | shares | 50,025,000 | 50,025,000 | 50,025,000 | 50,025,000 | |||||||
Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of mergers | merger | 2 | ||||||||||
Excess Shares (in shares) | shares | 5,178,642 | 5,178,642 | 5,178,642 | 5,178,642 | |||||||
Number of days for election with Excess Share provision | 5 days | ||||||||||
Contingent consideration - Fair value of Deferred Cash Consideration | $ 35 | $ 45.4 | |||||||||
Payment by the Company to Selling Equityholders of percentage of net cash tax savings | 85.00% | ||||||||||
Percentage of net cash tax savings retained by the Company | 15.00% | ||||||||||
Contingent consideration - Fair value of TRA | 83.4 | $ 84.2 | |||||||||
Expected Benefit period of TRA | 20 years | ||||||||||
Change in fair value of contingent consideration obligations | $ (14.9) | ||||||||||
Property, plant and equipment fair value adjustment | $ (96.1) | 11.2 | |||||||||
Intangible assets fair value adjustments | 5.2 | ||||||||||
Fair value adjustments to tax receivables | 1.3 | ||||||||||
Adjustment to fair value of deferred tax liabilities | 16.9 | ||||||||||
Accounts receivable fair value adjustment | $ 4.1 | ||||||||||
Consolidated sales and operating revenue related to acquired business | 1,065.7 | ||||||||||
Consolidated net income (loss) related to acquired business | 7.3 | ||||||||||
Inventory fair value step up | $ 13.8 | ||||||||||
Number of real estate properties | location | 42 | ||||||||||
Number of leased locations | location | 11 | ||||||||||
Expected tax deductible goodwill amount | $ 198.7 | 198.7 | 198.7 | $ 198.7 | |||||||
Weighted average number of shares outstanding, basic and diluted (in shares) | shares | 76,746,168 | ||||||||||
Nexeo Solutions Inc. | Minimum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Undiscounted cash flows associated with the TRA liability | $ 180 | ||||||||||
Nexeo Solutions Inc. | Maximum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Undiscounted cash flows associated with the TRA liability | $ 220 | ||||||||||
Nexeo Solutions Inc. | Selling Equityholders | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of trading days to meet condition | 20 days | ||||||||||
Number of consecutive trading days | 30 days | ||||||||||
Share price (USD per share) | $ / shares | $ 15 | ||||||||||
Founders Shares | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 12,476,250 | ||||||||||
Performance Shares | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 1,542,500 | ||||||||||
Warrant | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 25,012,500 | ||||||||||
Customer-related intangible | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Intangible asset, amortization period (years) | 12 years | ||||||||||
Finite-lived intangible assets | $ 201 | ||||||||||
Trade names | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Intangible asset, amortization period (years) | 4 years | ||||||||||
Trade names | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Intangible asset, amortization period (years) | 4 years | ||||||||||
Finite-lived intangible assets | $ 21 | ||||||||||
Below-market leases | Minimum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Intangible asset, amortization period (years) | 1 year | ||||||||||
Below-market leases | Maximum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Intangible asset, amortization period (years) | 7 years | ||||||||||
Below-market leases | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Finite-lived intangible assets | $ 0.7 | ||||||||||
Below-market leases | Nexeo Solutions Inc. | Minimum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Remaining life of operating lease | 1 year | ||||||||||
Below-market leases | Nexeo Solutions Inc. | Maximum | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Remaining life of operating lease | 7 years | ||||||||||
Successor | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Change in fair value of contingent consideration obligations | $ (11.2) | ||||||||||
Decrease to deprecation expense related to acquisition adjustment | [1] | (13.6) | |||||||||
Successor | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Transaction related costs | $ 21.3 | ||||||||||
Debt issuance cost | $ 25.3 | ||||||||||
Predecessor | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Change in fair value of contingent consideration obligations | $ 0 | $ 0 | $ 0 | ||||||||
Decrease to deprecation expense related to acquisition adjustment | [1] | (27.1) | $ (36.8) | $ (40.1) | |||||||
Predecessor | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Transaction related costs | $ 33.4 | ||||||||||
Debt issuance cost | $ (9.3) | ||||||||||
Deferred Cash Consideration | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Increase (decrease) in fair value | (10.4) | ||||||||||
Deferred Cash Consideration | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Increase (decrease) in fair value | (4.2) | ||||||||||
TRA | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Increase (decrease) in fair value | $ (0.8) | ||||||||||
TRA | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Increase (decrease) in fair value | $ (10.7) | ||||||||||
Restricted Stock | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 64,518 | ||||||||||
Performance Shares | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | shares | 1,542,500 | ||||||||||
Cost of Sales and Operating Expense | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Decrease to deprecation expense related to acquisition adjustment | $ 0.3 | ||||||||||
Selling, general and administrative expenses | Nexeo Solutions Inc. | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Decrease to amortization and depreciation expense | $ 0.1 | ||||||||||
[1] | Includes for the fiscal year ended September 30, 2014 an impairment loss of $1.8 million related to the closure of two facilities in the U.S. One of these facilities was sold in February 2015 for net proceeds of $1.3 million resulting in a $0.2 million gain on sale. |
Business Combination - Purchase
Business Combination - Purchase Consideration (Details) - Nexeo Solutions Inc. - USD ($) $ in Millions | Sep. 30, 2016 | Jun. 09, 2016 | |
Business Acquisition [Line Items] | |||
Cash | $ 424.9 | ||
Less: cash acquired | (64.3) | ||
Equity | [1] | 276.7 | |
Founder Shares transferred to Selling Equityholders | [1] | 30.2 | |
Contingent consideration - Fair value of Deferred Cash Consideration | $ 35 | 45.4 | |
Contingent consideration - Fair value of TRA | $ 83.4 | 84.2 | |
Total purchase consideration | [2] | 797.1 | |
Assumed liabilities | $ 774.3 | ||
[1] | See Note 11. | ||
[2] | In addition to the total purchase consideration above, the Company assumed the outstanding indebtedness of the Predecessor, including related accrued interest through the Closing Date, totaling $774.3 million. The proceeds of the Credit Facilities were used to repay such indebtedness and accrued interest immediately following the consummation of the Business Combination. |
Business Combination - Purcha48
Business Combination - Purchase Price Allocation (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Jun. 09, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 665.7 | $ 0 | |
Nexeo Solutions Inc. | |||
Business Acquisition [Line Items] | |||
Accounts receivable | $ 470 | ||
Inventory | 328.5 | ||
Other current assets | 25.8 | ||
Property, plant and equipment | 328.3 | ||
Other non-current assets | 3.2 | ||
Deferred tax assets | 1.2 | ||
Goodwill | 669 | ||
Total assets acquired | 2,048.7 | ||
Short-term borrowings and current portion of capital leases | 40.6 | ||
Accounts payable | 338 | ||
Other current liabilities | 52.8 | ||
Long-term portion of capital leases | 23 | ||
Long-term debt | 767.3 | ||
Deferred tax liability | 24.4 | ||
Other non-current liabilities | 5.5 | ||
Total liabilities assumed | 1,251.6 | ||
Net assets acquired | 797.1 | ||
Customer-related intangible | Nexeo Solutions Inc. | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets | 201 | ||
Trade name | Nexeo Solutions Inc. | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets | 21 | ||
Below-market leases | Nexeo Solutions Inc. | |||
Business Acquisition [Line Items] | |||
Finite-lived intangible assets | $ 0.7 |
Business Combination - Pro Form
Business Combination - Pro Forma Operating Results (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Business Combinations [Abstract] | ||
Sales and operating revenues | $ 3,405.8 | $ 3,949.1 |
Operating income | 95.8 | 6.2 |
Net income (loss) from continuing operations | 34.3 | (19.5) |
Net income (loss) | $ 34.4 | $ (20.2) |
Basic and diluted net income (loss) per share (USD per share) | $ 0.45 | $ (0.25) |
Certain Balance Sheet Informa50
Certain Balance Sheet Information - Cash and Cash Equivalents (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Jun. 08, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Successor | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | $ 47.5 | $ 0.2 | |||
Successor | China | RMB | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 6.5 | ||||
Successor | Subsidiaries | Outside of the United States | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 41.9 | ||||
Successor | Subsidiaries | Outside of the United States | Currencies other than U.S. dollar | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | $ 36.9 | ||||
Predecessor | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | $ 64.3 | $ 127.7 | $ 88.2 | $ 74.6 | |
Predecessor | China | RMB | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 4.7 | ||||
Predecessor | Subsidiaries | Outside of the United States | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 54.1 | ||||
Predecessor | Subsidiaries | Outside of the United States | Currencies other than U.S. dollar | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | $ 45 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 336.2 | $ 369 | |
Less accumulated depreciation (2) | [1] | (13.6) | (137.8) |
Property, plant and equipment, net | 322.6 | 231.2 | |
Equipment acquired under capital leases | 25.2 | 13.1 | |
Equipment acquired under capital lease, accumulated depreciation | 1.1 | 0.1 | |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 50.4 | 41.2 | |
Plants and buildings | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 89.8 | 78.3 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | [2] | 130.5 | 167.8 |
Software and computer equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 49 | 68.8 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 16.5 | $ 12.9 | |
[1] | Includes $1.1 million and $0.1 million, respectively, related to equipment acquired under capital leases. | ||
[2] | Includes $25.2 million and $13.1 million, respectively, related to equipment acquired under capital leases. |
Certain Balance Sheet Informa52
Certain Balance Sheet Information - Inventories (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 |
Successor | ||
Summary of Inventories | ||
Finished products | $ 311.7 | |
Supplies | 4.1 | |
Total | $ 315.8 | |
Predecessor | ||
Summary of Inventories | ||
Finished products | $ 320.9 | |
Supplies | 4.2 | |
Total | $ 325.1 |
Property, Plant and Equipment53
Property, Plant and Equipment - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2016USD ($) | Mar. 31, 2016USD ($)lease_renewal_option | May 31, 2015USD ($)tractor | Feb. 28, 2015USD ($) | Dec. 31, 2016 | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | |
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment, net | $ 322.6 | $ 322.6 | $ 231.2 | ||||
Proceeds from the disposal of closed US facility | 4.6 | $ 1.3 | |||||
Gain on sale of facility | 0.8 | ||||||
Ryder Lease 2015 Agreement | Ryder | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Number of tractors | tractor | 202 | ||||||
Capital leases, term | 7 years | ||||||
Minimum annual payments | $ 5.5 | ||||||
New Facility Lease | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Capital leases, term | 15 years | ||||||
Number of lease renewal options | lease_renewal_option | 3 | ||||||
Operating lease renewal term | 5 years | ||||||
United States | Closed facilities | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Property, plant and equipment, net | $ 1.2 | $ 1.2 | |||||
Capital lease obligations | New Facility Lease | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Minimum annual payments | $ 1.1 | ||||||
Capital lease obligations | Scenario, Forecast | New Facility Lease | |||||||
Property, Plant and Equipment [Line Items] | |||||||
Annual rent escalation percentage | 2.50% |
Certain Balance Sheet Informa54
Certain Balance Sheet Information - Other Non-Current Assets (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 |
Successor | ||
Other Non-current Assets [Line Items] | ||
Debt issuance costs of revolving credit facilities | $ 6.4 | |
Other | 4.3 | |
Total | $ 10.7 | |
Predecessor | ||
Other Non-current Assets [Line Items] | ||
Debt issuance costs of revolving credit facilities | $ 5.4 | |
Other | 3.4 | |
Total | $ 8.8 |
Property, Plant and Equipment55
Property, Plant and Equipment - Depreciation Expense (Details) $ in Millions | 1 Months Ended | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||||
Sep. 30, 2016USD ($) | Feb. 28, 2015USD ($) | Sep. 30, 2016USD ($) | Jun. 08, 2016USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($)facility | ||
Property, Plant and Equipment [Line Items] | ||||||||
Impairment loss | $ 1.8 | |||||||
Number of closed facilities | facility | 2 | |||||||
Proceeds from the disposal of property and equipment | $ 4.6 | $ 1.3 | ||||||
Gain on disposal of property | $ 0.2 | |||||||
Successor | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Depreciation expense | [1] | $ 13.6 | ||||||
Proceeds from the disposal of property and equipment | $ 4.7 | |||||||
Predecessor | ||||||||
Property, Plant and Equipment [Line Items] | ||||||||
Depreciation expense | [1] | $ 27.1 | $ 36.8 | $ 40.1 | ||||
Proceeds from the disposal of property and equipment | $ 2.4 | $ 4.1 | $ 1 | |||||
[1] | Includes for the fiscal year ended September 30, 2014 an impairment loss of $1.8 million related to the closure of two facilities in the U.S. One of these facilities was sold in February 2015 for net proceeds of $1.3 million resulting in a $0.2 million gain on sale. |
Certain Balance Sheet Informa56
Certain Balance Sheet Information - Narrative (Details) - USD ($) $ in Millions | 4 Months Ended | 8 Months Ended | 12 Months Ended | |||||
Sep. 30, 2016 | Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 09, 2016 | Jun. 11, 2014 | Sep. 30, 2013 | |
Line of Credit Facility [Line Items] | ||||||||
Debt issuance cost | $ 18.3 | $ 28.5 | ||||||
Amortization of debt discount | $ 0.5 | |||||||
New ABL Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt issuances costs incurred | 6.8 | |||||||
New Term Loan Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt issuances costs incurred | 18.5 | |||||||
Successor | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Cash and cash equivalents | $ 47.5 | $ 0.2 | 47.5 | |||||
Inventory impairment | 0 | |||||||
Debt issuances costs incurred | 25.3 | |||||||
Proceeds withdrawn from trust account | $ 501.1 | |||||||
Successor | New ABL Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Amortization of financing costs | 0.4 | |||||||
Successor | New Term Loan Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Amortization of financing costs | $ 0.7 | |||||||
Predecessor | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Cash and cash equivalents | 64.3 | $ 127.7 | $ 88.2 | $ 74.6 | ||||
Inventory impairment | 0 | 1.6 | 0 | |||||
Debt issuances costs incurred | 0 | 0 | 1.8 | |||||
Proceeds withdrawn from trust account | 0 | 0 | 0 | |||||
Predecessor | New ABL Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Amortization of financing costs | 2.1 | 3 | 3.1 | |||||
Predecessor | New Term Loan Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Amortization of financing costs | $ 3 | $ 3.4 | $ 3 | |||||
Nexeo Solutions Inc. | Successor | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt issuance cost | 25.3 | |||||||
Nexeo Solutions Inc. | Predecessor | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt issuance cost | $ (9.3) |
Goodwill and Other Intangible57
Goodwill and Other Intangibles - Schedule of Goodwill by Reportable Segments (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2016USD ($) | |
Goodwill | |
Balance at September 30, 2015 | $ 0 |
Business Combination | 669 |
Foreign currency translation | (3.3) |
Balance at September 30, 2016 | 665.7 |
Chemicals | |
Goodwill | |
Balance at September 30, 2015 | 0 |
Business Combination | 331.9 |
Foreign currency translation | (0.3) |
Balance at September 30, 2016 | 331.6 |
Plastics | |
Goodwill | |
Balance at September 30, 2015 | 0 |
Business Combination | 274.1 |
Foreign currency translation | (3) |
Balance at September 30, 2016 | 271.1 |
Other | |
Goodwill | |
Balance at September 30, 2015 | 0 |
Business Combination | 63 |
Foreign currency translation | 0 |
Balance at September 30, 2016 | 63 |
Predecessor | |
Goodwill | |
Balance at September 30, 2015 | 373.7 |
Predecessor | Chemicals | |
Goodwill | |
Balance at September 30, 2015 | 269.7 |
Predecessor | Plastics | |
Goodwill | |
Balance at September 30, 2015 | 91.5 |
Predecessor | Other | |
Goodwill | |
Balance at September 30, 2015 | $ 12.5 |
Goodwill and Other Intangible58
Goodwill and Other Intangibles - Definite Lived Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Trademarks and trade names | Minimum | ||
Other intangibles | ||
Estimated Useful Life (years) | 2 years | |
Trademarks and trade names | Maximum | ||
Other intangibles | ||
Estimated Useful Life (years) | 6 years | |
Leasehold interest | Minimum | ||
Other intangibles | ||
Estimated Useful Life (years) | 1 year | |
Leasehold interest | Maximum | ||
Other intangibles | ||
Estimated Useful Life (years) | 20 years | |
Non-compete agreements | Minimum | ||
Other intangibles | ||
Estimated Useful Life (years) | 3 years | |
Non-compete agreements | Maximum | ||
Other intangibles | ||
Estimated Useful Life (years) | 5 years | |
Successor | ||
Other intangibles | ||
Gross Carrying Amount | $ 222 | |
Accumulated Amortization | (7) | |
Net Carrying Amount | 215 | |
Gross Carrying Amount, Below-market leases | 0.7 | |
Accumulated Amortization, Below-market leases | 0.1 | |
Net Carrying Amount, Below-market leases | $ 0.6 | |
Successor | Customer-related | ||
Other intangibles | ||
Estimated Useful Life (years) | 12 years | |
Gross Carrying Amount | $ 200.3 | |
Accumulated Amortization | (5.2) | |
Net Carrying Amount | $ 195.1 | |
Successor | Trademarks and trade names | ||
Other intangibles | ||
Estimated Useful Life (years) | 4 years | |
Gross Carrying Amount | $ 21 | |
Accumulated Amortization | (1.7) | |
Net Carrying Amount | $ 19.3 | |
Predecessor | ||
Other intangibles | ||
Gross Carrying Amount | $ 156.6 | |
Accumulated Amortization | (45.2) | |
Net Carrying Amount | 111.4 | |
Predecessor | Customer-related | ||
Other intangibles | ||
Gross Carrying Amount | 121.3 | |
Accumulated Amortization | (33.6) | |
Net Carrying Amount | $ 87.7 | |
Predecessor | Customer-related | Minimum | ||
Other intangibles | ||
Estimated Useful Life (years) | 5 years | |
Predecessor | Customer-related | Maximum | ||
Other intangibles | ||
Estimated Useful Life (years) | 14 years | |
Predecessor | Trademarks and trade names | ||
Other intangibles | ||
Gross Carrying Amount | $ 6.2 | |
Accumulated Amortization | (3.2) | |
Net Carrying Amount | $ 3 | |
Predecessor | Supplier-related | ||
Other intangibles | ||
Estimated Useful Life (years) | 10 years | |
Gross Carrying Amount | $ 17 | |
Accumulated Amortization | (2.6) | |
Net Carrying Amount | 14.4 | |
Predecessor | Leasehold interest | ||
Other intangibles | ||
Gross Carrying Amount | 2.1 | |
Accumulated Amortization | (1.3) | |
Net Carrying Amount | 0.8 | |
Predecessor | Non-compete agreements | ||
Other intangibles | ||
Gross Carrying Amount | 10 | |
Accumulated Amortization | (4.5) | |
Net Carrying Amount | $ 5.5 |
Goodwill and Other Intangible59
Goodwill and Other Intangibles - Amortization Expense (Details) - USD ($) $ in Millions | 4 Months Ended | 8 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Jun. 08, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Goodwill [Line Items] | ||||
Expected amortization expense, year ending 2017 | $ 22.3 | |||
Expected amortization expense, year ending 2018 | 22.2 | |||
Expected amortization expense, year ending 2019 | 22.1 | |||
Expected amortization expense, year ending 2020 | 20.4 | |||
Expected amortization expense, year ending 2021 | 16.8 | |||
Successor | ||||
Goodwill [Line Items] | ||||
Amortization of intangible assets | $ 7 | |||
Predecessor | ||||
Goodwill [Line Items] | ||||
Amortization of intangible assets | $ 10.6 | $ 15.8 | $ 13.3 |
Debt - Summary of Short-Term De
Debt - Summary of Short-Term Debt (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 |
Successor | ||
Short-term Debt [Line Items] | ||
Short-term borrowings | $ 38.4 | |
Current portion of long-term debt and capital lease obligations | 9.3 | |
Total short-term borrowings and current portion of long term debt and capital lease obligations, net | $ 47.7 | |
Predecessor | ||
Short-term Debt [Line Items] | ||
Short-term borrowings | $ 34.9 | |
Current portion of long-term debt and capital lease obligations | 37.5 | |
Total short-term borrowings and current portion of long term debt and capital lease obligations, net | $ 72.4 |
Derivatives (Details)
Derivatives (Details) $ in Millions | 1 Months Ended | |
Jun. 30, 2016USD ($) | Sep. 30, 2016derivative | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Early termination penalty on swap agreement | $ | $ 0.3 | |
Number of new derivatives | derivative | 0 |
Debt - Long-Term Debt Outstandi
Debt - Long-Term Debt Outstanding (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 | |
Predecessor Term Loan Facility | |||
Long-term debt | |||
Less: unamortized debt discount | $ (1.9) | ||
Capital lease obligations | |||
Long-term debt | |||
Total long-term debt | $ 24.8 | ||
New Term Loan Facility | |||
Long-term debt | |||
Less: unamortized debt discount | (3.3) | ||
Successor | |||
Long-term debt | |||
Total long-term debt | 795.9 | ||
Less: unamortized debt discount | [1] | (3.2) | |
Less: debt issuance costs | [2] | (17.8) | |
Less: current portion of long-term debt and capital lease obligations | (9.3) | ||
Long-term debt and capital lease obligations, less current portion, net | 765.6 | ||
Successor | Predecessor ABL Facility | |||
Long-term debt | |||
Total long-term debt | 0 | ||
Successor | Predecessor Term Loan Facility | |||
Long-term debt | |||
Total long-term debt | 0 | ||
Successor | Notes | |||
Long-term debt | |||
Total long-term debt | 0 | ||
Successor | Capital lease obligations | |||
Long-term debt | |||
Total long-term debt | [3] | 24.8 | |
Successor | New ABL Facility | |||
Long-term debt | |||
Total long-term debt | 117.7 | ||
Successor | New Term Loan Facility | |||
Long-term debt | |||
Total long-term debt | $ 653.4 | ||
Predecessor | |||
Long-term debt | |||
Total long-term debt | 904.6 | ||
Less: unamortized debt discount | [1] | (3.6) | |
Less: debt issuance costs | [2] | (9.1) | |
Less: current portion of long-term debt and capital lease obligations | (37.5) | ||
Long-term debt and capital lease obligations, less current portion, net | 854.4 | ||
Predecessor | Predecessor ABL Facility | |||
Long-term debt | |||
Total long-term debt | 85.5 | ||
Predecessor | Predecessor Term Loan Facility | |||
Long-term debt | |||
Total long-term debt | 647.2 | ||
Predecessor | Notes | |||
Long-term debt | |||
Total long-term debt | 159.2 | ||
Predecessor | Capital lease obligations | |||
Long-term debt | |||
Total long-term debt | [3] | 12.7 | |
Predecessor | New ABL Facility | |||
Long-term debt | |||
Total long-term debt | 0 | ||
Predecessor | New Term Loan Facility | |||
Long-term debt | |||
Total long-term debt | $ 0 | ||
[1] | At September 30, 2016, included $3.2 million of unamortized debt discount related to the Term Loan Facility for the Successor. At September 30, 2015, included $1.9 million of unamortized debt discount related to the Predecessor Term Loan Facility, with the remainder related to the Notes. Debt discount is amortized to interest expense over the life of the respective instruments using the effective interest rate method. | ||
[2] | See discussion below under Term Loan Facility and Debt Issuance Cost Amortization and Note 2 related to the adoption of ASU 2015-03 and ASU 2015-15. | ||
[3] | Capital lease obligations exclude executory costs and interest payments associated with the underlying leases. See "Capital Lease Obligations" below. |
Derivatives - Gain (Loss) on In
Derivatives - Gain (Loss) on Interest Rate Swaps (Details) - Predecessor - USD ($) $ in Millions | 8 Months Ended | 12 Months Ended | |
Jun. 08, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Derivative [Line Items] | |||
Gain (loss) on interest rate hedges, net of tax | $ 0.3 | $ 0.2 | $ 0.4 |
Interest Expense | Designated as Hedging Instrument | Cash Flow Hedging | Interest Rate Swap | |||
Derivative [Line Items] | |||
Gain (loss) on interest rate hedges, net of tax | (0.3) | (0.6) | (0.7) |
Other Comprehensive Income (Loss) | Designated as Hedging Instrument | Cash Flow Hedging | Interest Rate Swap | |||
Derivative [Line Items] | |||
Gain (loss) on interest rate hedges, net of tax | $ 0.3 | $ 0.2 | $ 0.4 |
Debt - Short-term Borrowings As
Debt - Short-term Borrowings Associated with Operations in China (Details) - USD ($) | Sep. 30, 2016 | Sep. 30, 2015 | |
Successor | Nexeo Plaschem | |||
Debt Instrument [Line Items] | |||
Facility Limit | $ 50,900,000 | ||
Outstanding Borrowings Balance | 38,400,000 | ||
Remaining Availability | 2,000,000 | ||
Successor | Nexeo Plaschem | Bank of America - China | |||
Debt Instrument [Line Items] | |||
Facility Limit | [1] | 28,400,000 | |
Outstanding Borrowings Balance | [1] | $ 27,300,000 | |
Weighted Average Interest Rate on Borrowings | [1] | 4.00% | |
Remaining Availability | [1] | $ 1,100,000 | |
Successor | Nexeo Plaschem | Bank of Communications - China | |||
Debt Instrument [Line Items] | |||
Facility Limit | [2] | 22,500,000 | |
Outstanding Borrowings Balance | [2] | $ 11,100,000 | |
Weighted Average Interest Rate on Borrowings | [2] | 5.20% | |
Remaining Availability | [2] | $ 900,000 | |
Successor | Outstanding LOC and Bankers’ Acceptance Bills | Nexeo Plaschem | |||
Debt Instrument [Line Items] | |||
Outstanding LOC and Bankers' Acceptance Bills | 10,500,000 | ||
Successor | Outstanding LOC and Bankers’ Acceptance Bills | Nexeo Plaschem | Bank of America - China | |||
Debt Instrument [Line Items] | |||
Outstanding LOC and Bankers' Acceptance Bills | [1] | 0 | |
Successor | Outstanding LOC and Bankers’ Acceptance Bills | Nexeo Plaschem | Bank of Communications - China | |||
Debt Instrument [Line Items] | |||
Outstanding LOC and Bankers' Acceptance Bills | [2] | $ 10,500,000 | |
Predecessor | Nexeo Plaschem | |||
Debt Instrument [Line Items] | |||
Facility Limit | $ 47,400,000 | ||
Outstanding Borrowings Balance | 34,900,000 | ||
Remaining Availability | 5,400,000 | ||
Predecessor | Nexeo Plaschem | Bank of America - China | |||
Debt Instrument [Line Items] | |||
Facility Limit | 23,800,000 | ||
Outstanding Borrowings Balance | $ 23,000,000 | ||
Weighted Average Interest Rate on Borrowings | 3.50% | ||
Remaining Availability | $ 800,000 | ||
Predecessor | Nexeo Plaschem | Bank of Communications - China | |||
Debt Instrument [Line Items] | |||
Facility Limit | 23,600,000 | ||
Outstanding Borrowings Balance | $ 11,900,000 | ||
Weighted Average Interest Rate on Borrowings | 6.10% | ||
Remaining Availability | $ 4,600,000 | ||
Predecessor | Outstanding LOC and Bankers’ Acceptance Bills | Nexeo Plaschem | |||
Debt Instrument [Line Items] | |||
Outstanding LOC and Bankers' Acceptance Bills | 7,100,000 | ||
Predecessor | Outstanding LOC and Bankers’ Acceptance Bills | Nexeo Plaschem | Bank of America - China | |||
Debt Instrument [Line Items] | |||
Outstanding LOC and Bankers' Acceptance Bills | 0 | ||
Predecessor | Outstanding LOC and Bankers’ Acceptance Bills | Nexeo Plaschem | Bank of Communications - China | |||
Debt Instrument [Line Items] | |||
Outstanding LOC and Bankers' Acceptance Bills | 7,100,000 | ||
ABL | Nexeo Plaschem | Bank of America - China | |||
Debt Instrument [Line Items] | |||
Line of credit facility collateral coverage (at least) | 110.00% | ||
ABL | Nexeo Plaschem | Bank of Communications - China | |||
Debt Instrument [Line Items] | |||
Line of credit facility collateral coverage (at least) | 100.00% | ||
ABL | Predecessor | |||
Debt Instrument [Line Items] | |||
Remaining Availability | $ 321,400,000 | ||
[1] | The borrowing limit of this facility is denominated in U.S. dollars. This line of credit is secured by a standby letter of credit drawn on the ABL Facility covering at least 110% of the facility's borrowing limit amount. Borrowings under the line of credit are payable in full within 12 months of the date of the advance. | ||
[2] | The borrowing limit of this facility is denominated in RMB. This line of credit is secured by a standby letter of credit drawn on the ABL Facility covering at least 100% of the facility's borrowing limit amount. Borrowings under the line of credit are payable in full within 12 months of the date of the advance. |
Debt - Short Term Borrowings Na
Debt - Short Term Borrowings Narrative (Details) - Nexeo Plaschem | Sep. 30, 2015USD ($) |
Notes Receivable | |
Short-term Debt [Line Items] | |
Pledged receivables | $ 0 |
Bankers Acceptance | |
Short-term Debt [Line Items] | |
Pledged receivables | $ 0 |
Line of Credit | |
Short-term Debt [Line Items] | |
Capital leases, term | 6 months |
Outstanding borrowings | $ 0 |
Debt - Long-Term Debt Narrative
Debt - Long-Term Debt Narrative (Details) | Jun. 09, 2016USD ($)tranche | Mar. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 08, 2016USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Jun. 11, 2014USD ($) | |
Long-term debt | |||||||||
Eligible accounts receivable for monthly credit | 90.00% | ||||||||
Eligible inventory for monthly credit | 85.00% | ||||||||
Cash and cash equivalents held in blocked accounts | 100.00% | ||||||||
Debt issuance cost | $ (18,300,000) | $ (28,500,000) | |||||||
Annual interest payments | $ 4,900,000 | $ 4,900,000 | |||||||
Ryder | 2015 Ryder Lease | |||||||||
Long-term debt | |||||||||
Capital lease, aggregate future interest payments | 4,900,000 | 4,900,000 | |||||||
Ryder | 2015 Ryder Lease | Minimum | |||||||||
Long-term debt | |||||||||
Annual interest payments | 100,000 | 100,000 | |||||||
Ryder | 2015 Ryder Lease | Maximum | |||||||||
Long-term debt | |||||||||
Annual interest payments | 1,200,000 | 1,200,000 | |||||||
Predecessor Term Loan Facility | |||||||||
Long-term debt | |||||||||
Debt instrument, unamortized discount | $ 1,900,000 | ||||||||
Capital lease obligations | |||||||||
Long-term debt | |||||||||
Long-term debt | $ 24,800,000 | $ 24,800,000 | |||||||
New ABL Facility | |||||||||
Long-term debt | |||||||||
Line of credit facility excess availability (greater of) | $ 40,250,000 | ||||||||
Line of credit facility, capacity | 10.00% | ||||||||
Fixed charge coverage ratio (at least) | 1 | ||||||||
Weighted average rate of interest | 2.00% | 2.00% | |||||||
Outstanding letters of credit | $ 72,900,000 | $ 72,900,000 | |||||||
Debt issuances costs incurred | 6,800,000 | ||||||||
New ABL Facility | Minimum | |||||||||
Long-term debt | |||||||||
Basis spread | 0.25% | ||||||||
Line of credit facility, commitment fee | 0.25% | ||||||||
New ABL Facility | Maximum | |||||||||
Long-term debt | |||||||||
Basis spread | 0.75% | ||||||||
Line of credit facility, commitment fee | 0.375% | ||||||||
New ABL Facility | LIBOR or Canadian BA Rate | Minimum | |||||||||
Long-term debt | |||||||||
Basis spread | 1.25% | ||||||||
New ABL Facility | LIBOR or Canadian BA Rate | Maximum | |||||||||
Long-term debt | |||||||||
Basis spread | 1.75% | ||||||||
New ABL Facility | US Tranche | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | $ 505,000,000 | ||||||||
New ABL Facility | US Tranche | Swingline Loan | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | 50,000,000 | ||||||||
New ABL Facility | Canadian Tranche | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | 40,000,000 | ||||||||
New ABL Facility | Canadian Tranche | Swingline Loan | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | 10,000,000 | ||||||||
New ABL Facility | FILO Tranche | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | $ 30,000,000 | ||||||||
Remaining availability | 500,000 | 500,000 | |||||||
New ABL Facility | FILO Tranche | Minimum | |||||||||
Long-term debt | |||||||||
Basis spread | 1.00% | ||||||||
New ABL Facility | FILO Tranche | Maximum | |||||||||
Long-term debt | |||||||||
Basis spread | 1.50% | ||||||||
New ABL Facility | FILO Tranche | LIBOR | Minimum | |||||||||
Long-term debt | |||||||||
Basis spread | 2.00% | ||||||||
New ABL Facility | FILO Tranche | LIBOR | Maximum | |||||||||
Long-term debt | |||||||||
Basis spread | 2.50% | ||||||||
New ABL Facility | U.S. and Canadian Tranches | |||||||||
Long-term debt | |||||||||
Remaining availability | $ 273,800,000 | 273,800,000 | |||||||
New Term Loan Facility | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | $ 655,000,000 | ||||||||
Line of credit facility, increase in maximum borrowing capacity | $ 175,000,000 | ||||||||
Basis spread | 4.25% | ||||||||
Debt issuances costs incurred | $ 18,500,000 | ||||||||
Net leverage ratio of available amount (to exceed) | 4.1 | ||||||||
Interest rate for term loan facility | 1.00% | 5.25% | 5.25% | ||||||
Percentage of aggregate annual amount to be paid every quarter | 1.00% | ||||||||
Proceeds from lines of credit | $ 651,700,000 | ||||||||
Debt instrument, unamortized discount | $ 3,300,000 | $ 3,300,000 | |||||||
Amortization of debt discount | 100,000 | ||||||||
New Term Loan Facility | LIBOR | |||||||||
Long-term debt | |||||||||
Basis spread | 1.00% | ||||||||
New Term Loan Facility | Federal Funds Effective Rate | |||||||||
Long-term debt | |||||||||
Basis spread | 0.50% | ||||||||
New Term Loan Facility | One Month London Interbank Offered Rate | |||||||||
Long-term debt | |||||||||
Basis spread | 3.25% | ||||||||
Letter of Credit | US Tranche | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | $ 200,000,000 | ||||||||
Letter of Credit | Canadian Tranche | |||||||||
Long-term debt | |||||||||
Line of credit facility, maximum borrowing capacity | 10,000,000 | ||||||||
Successor | |||||||||
Long-term debt | |||||||||
Debt issuances costs incurred | 25,300,000 | ||||||||
Debt instrument, unamortized discount | [1] | 3,200,000 | 3,200,000 | ||||||
Long-term debt | 795,900,000 | 795,900,000 | |||||||
Successor | Predecessor ABL Facility | |||||||||
Long-term debt | |||||||||
Long-term debt | 0 | 0 | |||||||
Successor | Predecessor Term Loan Facility | |||||||||
Long-term debt | |||||||||
Long-term debt | 0 | 0 | |||||||
Successor | Predecessor Senior Subordinated Notes | |||||||||
Long-term debt | |||||||||
Long-term debt | 0 | 0 | |||||||
Successor | Capital lease obligations | |||||||||
Long-term debt | |||||||||
Long-term debt | [2] | 24,800,000 | 24,800,000 | ||||||
Successor | New ABL Facility | |||||||||
Long-term debt | |||||||||
Amount as collateral to the banking institution | 606,900,000 | 606,900,000 | |||||||
Amortization of financing costs | 400,000 | ||||||||
Long-term debt | 117,700,000 | 117,700,000 | |||||||
Successor | New Term Loan Facility | |||||||||
Long-term debt | |||||||||
Amortization of financing costs | 700,000 | ||||||||
Long-term debt | $ 653,400,000 | $ 653,400,000 | |||||||
Predecessor | |||||||||
Long-term debt | |||||||||
Debt issuances costs incurred | $ 0 | 0 | $ 1,800,000 | ||||||
Debt instrument, unamortized discount | [1] | 3,600,000 | |||||||
Long-term debt | $ 904,600,000 | ||||||||
Predecessor | Predecessor ABL Facility | |||||||||
Long-term debt | |||||||||
Weighted average rate of interest | 1.80% | ||||||||
Outstanding letters of credit | $ 67,400,000 | ||||||||
Remaining availability | 321,400,000 | ||||||||
Debt issuance cost | 3,300,000 | 1,400,000 | |||||||
Terminated line of credit amount | 540,000,000 | ||||||||
Line of credit facility outstanding amount | 0 | ||||||||
Amortization of financing costs | 600,000 | 700,000 | 700,000 | ||||||
Long-term debt | $ 85,500,000 | ||||||||
Predecessor | Predecessor Term Loan Facility | |||||||||
Long-term debt | |||||||||
Debt issuance cost | 4,600,000 | ||||||||
Debt interest rate | 5.00% | ||||||||
Terminated line of credit amount | $ 617,500,000 | ||||||||
Number of tranches | tranche | 3 | ||||||||
Long-term debt | $ 647,200,000 | ||||||||
Predecessor | Predecessor Senior Subordinated Notes | |||||||||
Long-term debt | |||||||||
Debt interest rate | 8.375% | ||||||||
Repurchase amount | $ 149,700,000 | $ 9,500,000 | |||||||
Redemption price | 100.00% | ||||||||
Cash payments for repurchase of debt | 8,700,000 | ||||||||
Gain on repurchase of debt instrument | $ 600,000 | ||||||||
Long-term debt | 159,200,000 | ||||||||
Predecessor | Capital lease obligations | |||||||||
Long-term debt | |||||||||
Long-term debt | [2] | 12,700,000 | |||||||
Predecessor | New ABL Facility | |||||||||
Long-term debt | |||||||||
Amortization of financing costs | 2,100,000 | 3,000,000 | 3,100,000 | ||||||
Long-term debt | 0 | ||||||||
Predecessor | New Term Loan Facility | |||||||||
Long-term debt | |||||||||
Amortization of financing costs | $ 3,000,000 | 3,400,000 | $ 3,000,000 | ||||||
Long-term debt | $ 0 | ||||||||
[1] | At September 30, 2016, included $3.2 million of unamortized debt discount related to the Term Loan Facility for the Successor. At September 30, 2015, included $1.9 million of unamortized debt discount related to the Predecessor Term Loan Facility, with the remainder related to the Notes. Debt discount is amortized to interest expense over the life of the respective instruments using the effective interest rate method. | ||||||||
[2] | Capital lease obligations exclude executory costs and interest payments associated with the underlying leases. See "Capital Lease Obligations" below. |
Debt - Future Principal Payment
Debt - Future Principal Payment Obligations (Details) $ in Millions | Sep. 30, 2016USD ($) |
Debt Disclosure [Abstract] | |
2,017 | $ 47.7 |
2,018 | 9.2 |
2,019 | 9.1 |
2,020 | 9.2 |
2,021 | 127 |
Thereafter | 632.1 |
Total | $ 834.3 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Millions | Sep. 30, 2016USD ($)swap | Jun. 09, 2016USD ($) | Jun. 30, 2016USD ($) | Sep. 30, 2015USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||
Early termination penalty on swap agreement | $ 0.3 | |||
Number of new swaps entered into to manage interest rate exposure | swap | 0 | |||
Level 2 | Recurring | Interest Rate Swap | Accrued Expenses and Other Liabilities | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||
Fair value of interest rate swaps | $ 0.4 | |||
Level 2 | Recurring | Interest Rate Swap | Other Non Current Liability | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||
Fair value of interest rate swaps | 0.1 | |||
Level 3 | Notes | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||
Estimated fair value of long-term, senior subordinated notes, including accrued interest | 149.2 | |||
Accrued interest | $ 1.1 | |||
Nexeo Solutions Inc. | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||
Contingent consideration - Fair value of Deferred Cash Consideration | $ 35 | $ 45.4 | ||
Contingent consideration - Fair value of TRA | $ 83.4 | $ 84.2 |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Fair Value of Contingent Consideration (Details) $ in Millions | 12 Months Ended |
Sep. 30, 2016USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration as of September 30, 2015 | $ 0 |
Acquisition date contingent consideration fair value | 129.6 |
Change in fair value of contingent consideration | (11.2) |
Contingent consideration as of September 30, 2016 | 118.4 |
TRA | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration as of September 30, 2015 | 0 |
Acquisition date contingent consideration fair value | 84.2 |
Change in fair value of contingent consideration | (0.8) |
Contingent consideration as of September 30, 2016 | 83.4 |
Deferred Cash Consideration | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration as of September 30, 2015 | 0 |
Acquisition date contingent consideration fair value | 45.4 |
Change in fair value of contingent consideration | (10.4) |
Contingent consideration as of September 30, 2016 | $ 35 |
Share-Based Compensation and 70
Share-Based Compensation and Employee Benefit Plans - Successor Share-based Compensation Narrative (Details) - USD ($) | Sep. 30, 2016 | Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
PSU's granted (in shares) | 1,542,500 | |||||
Performance period | 3 years | |||||
Stockholder return | 35.00% | 35.00% | 35.00% | |||
Entitled percentage of common shares to recipient with a 35% stockholder return | 100.00% | 100.00% | 100.00% | |||
Minimum stockholder return for awards to be awarded | (15.00%) | (15.00%) | (15.00%) | |||
Volatility rate | 35.00% | |||||
Expected dividend yield | $ 0 | |||||
Expected term | 3 years | |||||
Risk-free interest rate | 0.90% | |||||
Additional shares authorized to be issued (up to) (in shares) | 3,085,000 | |||||
Weighted average remaining contractual term | 2 years 9 months | |||||
Unrecognized compensation cost related to non-vested performance share units | $ 11,900,000 | $ 11,900,000 | $ 11,900,000 | |||
Granted (in shares) | 1,557,500 | |||||
Performance Shares | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Entitled percentage of common shares to recipient | 0.00% | 0.00% | 0.00% | |||
Performance Shares | Minimum | Negative 15 to 0 Return | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Entitled percentage of common shares to recipient | 50.00% | 50.00% | 50.00% | |||
Stockholder return | (15.00%) | (15.00%) | (15.00%) | |||
Performance Shares | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Entitled percentage of common shares to recipient | 200.00% | 200.00% | 200.00% | |||
Performance Shares | Maximum | Negative 15 to 0 Return | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Entitled percentage of common shares to recipient | 70.00% | 70.00% | 70.00% | |||
Stockholder return | 0.00% | 0.00% | 0.00% | |||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost related to non-vested performance share units | $ 500,000 | $ 500,000 | $ 500,000 | |||
Vesting period | 3 years | |||||
Granted (in shares) | 64,518 | |||||
Restricted Stock | Non-Employee Board Member | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in shares) | 64,518 | |||||
Requisite service period | 1 year | |||||
Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
PSU's granted (in shares) | 1,028,571 | 5,747,856 | 3,449,890 | |||
Unrecognized compensation cost related to non-vested performance share units | $ 800,000 | $ 800,000 | $ 800,000 | |||
Granted (in shares) | 1,028,571 | 5,747,856 | 3,449,890 | |||
2016 LTIP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Effective period of plan | 10 years | |||||
Number of shares available for grant (up to) | 9,000,000 | |||||
Maximum number of shares per calendar year employees are allowed to receive (in shares) | 1,000,000 | 1,000,000 | 1,000,000 | |||
Maximum value of award employee may receive per calendar year (greater than) | $ 12,000,000 | $ 12,000,000 | $ 12,000,000 | |||
2016 LTIP | Non-Employee Board Member | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum value of award employee may receive per calendar year (greater than) | $ 1,000,000 | 1,000,000 | $ 1,000,000 | |||
Selling, general and administrative expenses | Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation cost | 1,300,000 | |||||
Selling, general and administrative expenses | Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation cost | 100,000 | |||||
Selling, general and administrative expenses | Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation cost | $ 100,000 | |||||
TPG | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock awarded | 100,000 |
Share-Based Compensation and 71
Share-Based Compensation and Employee Benefit Plans - PSU Activity (Details) - Performance Shares | 12 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Units | |
Outstanding at the beginning of the period (in shares) | shares | 0 |
Granted (in shares) | shares | 1,557,500 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | (15,000) |
Outstanding at the end of the period (in shares) | shares | 1,542,500 |
Average Grant Date Fair Value Per Unit | |
Outstanding at the beginning of the period (in USD per share) | $ / shares | $ 0 |
Granted (in USD per share) | $ / shares | 9.09 |
Vested (in USD per share) | $ / shares | 0 |
Forfeited (in USD per share) | $ / shares | 9.13 |
Outstanding at the end of the period (in USD per share) | $ / shares | $ 9.12 |
Share-Based Compensation and 72
Share-Based Compensation and Employee Benefit Plans - Restricted Stock Activity of Successor (Details) - Restricted Stock | 12 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Units | |
Outstanding at the beginning of the period (in shares) | shares | 0 |
Granted (in shares) | shares | 64,518 |
Vested (in shares) | shares | 0 |
Forfeited/Canceled (in shares) | shares | 0 |
Outstanding at the end of the period (in shares) | shares | 64,518 |
Average Grant Date Fair Value Per Unit | |
Outstanding at the beginning of the period (in USD per share) | $ / shares | $ 0 |
Granted (in USD per share) | $ / shares | 9.27 |
Vested (in USD per share) | $ / shares | 0 |
Forfeited/Canceled (in USD per share) | $ / shares | 0 |
Outstanding at the end of the period (in USD per share) | $ / shares | $ 9.27 |
Share-Based Compensation and 73
Share-Based Compensation and Employee Benefit Plans - Defined Contribution Plans Narrative (Details) | 12 Months Ended |
Sep. 30, 2016 | |
Defined Contribution Plan Disclosure [Line Items] | |
Company matching contribution of employee contributions up to 4% (as a percent) | 100.00% |
Portion of employee contribution eligible for company match, percentage of pay | 4.00% |
Service of one to 10 years | |
Defined Contribution Plan Disclosure [Line Items] | |
Company contribution percentage based on years of service | 1.50% |
Service of 11 to 20 years | |
Defined Contribution Plan Disclosure [Line Items] | |
Company contribution percentage based on years of service | 3.00% |
Service Period over Twenty One Years | |
Defined Contribution Plan Disclosure [Line Items] | |
Company contribution percentage based on years of service | 4.50% |
Minimum | Service of one to 10 years | |
Defined Contribution Plan Disclosure [Line Items] | |
Service period | 1 year |
Minimum | Service of 11 to 20 years | |
Defined Contribution Plan Disclosure [Line Items] | |
Service period | 11 years |
Minimum | Service Period over Twenty One Years | |
Defined Contribution Plan Disclosure [Line Items] | |
Service period | 21 years |
Maximum | Service of one to 10 years | |
Defined Contribution Plan Disclosure [Line Items] | |
Service period | 10 years |
Maximum | Service of 11 to 20 years | |
Defined Contribution Plan Disclosure [Line Items] | |
Service period | 20 years |
Share-Based Compensation and 74
Share-Based Compensation and Employee Benefit Plans - Cost of Defined Contribution Plan (Details) - USD ($) $ in Millions | 4 Months Ended | 8 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Jun. 08, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Successor | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | $ 3.5 | |||
Successor | Cost of Sales and Operating Expense | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | 1.3 | |||
Successor | Selling, general and administrative expenses | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | $ 2.2 | |||
Predecessor | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | $ 7.2 | $ 10.7 | $ 12.1 | |
Predecessor | Cost of Sales and Operating Expense | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | 2.7 | 3.9 | 4.2 | |
Predecessor | Selling, general and administrative expenses | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Contributions | $ 4.5 | $ 6.8 | $ 7.9 |
Share-Based Compensation and 75
Share-Based Compensation and Employee Benefit Plans - Predecessor Equity Plan Narrative (Details) $ in Millions | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Sep. 30, 2016USD ($) | Jun. 08, 2016USD ($)vesting_installmentshares | Sep. 30, 2016shares | |
Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares vested in period (in shares) | shares | 0 | ||
Predecessor | Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Recognized expense related to Performance-Based Units | $ 2 | ||
Predecessor | Series B Membership Interest | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of units vesting by term of employment | 50.00% | ||
Percentage of units vesting annually | 20.00% | ||
Vesting period | 5 years | ||
Percentage of units vesting by performance basis | 50.00% | ||
Number of twelve-month vesting periods | vesting_installment | 5 | ||
Shares vested in period (in shares) | shares | 368,136 | ||
Selling, general and administrative expenses | Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost | $ 1.3 | ||
Selling, general and administrative expenses | Predecessor | Time Based Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation cost | $ 0.7 |
Share-Based Compensation and 76
Share-Based Compensation and Employee Benefit Plans - Restricted Equity Plan Activity (Details) - Restricted Equity Units - $ / shares | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Units | |||
Outstanding at beginning of period (in shares) | 38,466,624 | 33,098,768 | 35,227,878 |
Granted (in shares) | 1,028,571 | 5,747,856 | 3,449,890 |
Forfeited/Canceled (in units) | (1,597,000) | (380,000) | (5,579,000) |
Outstanding at end of period (in shares) | 37,898,195 | 38,466,624 | 33,098,768 |
Average Grant Date Fair Value Per Unit | |||
Outstanding at beginning of period (in USD per unit) | $ 0.28 | $ 0.29 | $ 0.32 |
Granted (in USD per unit) | 0.16 | 0.23 | 0.27 |
Forfeited/Canceled (in USD per unit) | 0.25 | 0.29 | 0.29 |
Outstanding at end of period (in USD per unit) | $ 0.22 | $ 0.28 | $ 0.29 |
Units | |||
Outstanding at the beginning of the period (in shares) | 23,116,625 | 21,520,715 | 26,678,241 |
Granted (in shares) | 1,028,571 | 5,747,856 | 3,449,890 |
Vested (in shares) | (19,871,696) | (3,809,946) | (3,406,416) |
Forfeited (in shares) | (1,345,000) | (342,000) | (5,201,000) |
Outstanding at the end of the period (in shares) | 2,928,500 | 23,116,625 | 21,520,715 |
Average Grant Date Fair Value Per Unit | |||
Outstanding at the beginning of the period (in USD per share) | $ 0.26 | $ 0.28 | $ 0.32 |
Granted (in USD per share) | 0.16 | 0.23 | 0.27 |
Vested (in USD per share) | 0.16 | 0.31 | 0.32 |
Forfeited (in USD per share) | 0.23 | 0.24 | 0.28 |
Outstanding at the end of the period (in USD per share) | $ 0.26 | $ 0.26 | $ 0.28 |
Equity - Common Stock (Details)
Equity - Common Stock (Details) $ / shares in Units, $ in Millions | Jun. 09, 2016USD ($)$ / sharesshares | Jun. 11, 2014USD ($)shares | Sep. 30, 2016vote$ / sharesshares | Mar. 31, 2016USD ($)shares | Jul. 11, 2014shares |
Class of Stock [Line Items] | |||||
Common stock, shares authorized (in shares) | 300,000,000 | ||||
Number of Votes | vote | 1 | ||||
Common stock, shares issued (in shares) | 62,531,250 | 89,286,936 | |||
Common stock, shares outstanding (in shares) | 89,286,936 | 62,531,250 | |||
Warrants to purchase shares of common stock (in shares) | 25,012,500 | ||||
Exercise price (USD per share) | $ / shares | $ 11.50 | ||||
Temporary equity, shares outstanding (in shares) | 47,512,924 | ||||
Temporary equity value | $ | $ 475.2 | ||||
Stock redeemed (in shares) | 29,793,320 | ||||
Temporary equity, redemption price (USD per share) | $ / shares | $ 10.02 | ||||
New shares issued (in shares) | 2,240,000 | ||||
Shares in lieu of payment (in shares) | 30,000 | ||||
Shares issued for advisory services and deferred underwriting fees | $ | $ 30.8 | ||||
Debt issuance cost | $ | $ 18.3 | $ 28.5 | |||
Warrants called (in shares) | 22,400,000 | ||||
Founders Shares | |||||
Class of Stock [Line Items] | |||||
Shares issued (in shares) | 12,506,250 | ||||
Shares transferred to Selling Equityholders (in shares) | 3,554,240 | ||||
Founder Shares transferred to Selling Equityholders | $ | $ 30.2 | ||||
Percentage of shares subject to condition one | 50.00% | ||||
Sale price equals or exceeds, condition one (USD per share) | $ / shares | $ 12.50 | ||||
Number of trading days to meet condition one | 20 days | ||||
Number of consecutive trading days | 30 days | ||||
Percentage of shares subject to condition two | 50.00% | ||||
Sale price equals or exceeds, condition two (USD per share) | $ / shares | $ 15 | ||||
Directors Founders Shares | |||||
Class of Stock [Line Items] | |||||
Shares in lieu of payment (in shares) | 30,000 | ||||
IPO | |||||
Class of Stock [Line Items] | |||||
Number of IPO shares (in shares) | 50,025,000 | ||||
Selling Equityholders | |||||
Class of Stock [Line Items] | |||||
New shares issued (in shares) | 27,673,604 | ||||
Shares issued (USD per share) | $ / shares | $ 10 | ||||
Shares in lieu of payment (in shares) | 3,078,578 | ||||
Selling Equityholders | Private Placement | |||||
Class of Stock [Line Items] | |||||
New shares issued (in shares) | 23,492,306 |
Equity - Preferred Stock (Detai
Equity - Preferred Stock (Details) | Sep. 30, 2016shares |
Equity [Abstract] | |
Preferred stock, shares authorized (in shares) | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 |
Preferred stock, shares outstanding (in shares) | 0 |
Equity - Offering Costs (Detail
Equity - Offering Costs (Details) - USD ($) $ in Millions | Jun. 09, 2016 | Jun. 11, 2014 |
Equity [Abstract] | ||
Debt issuance cost | $ 18.3 | $ 28.5 |
Deferred underwriting fees | $ 27.5 | |
Underwriter fee paid | 3.66% | 1.84% |
Underwriting expense | $ 9.2 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Earnings Per Share (Details) - Successor - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2016 | |||||
Basic: | |||||||||
Net loss | $ (8.4) | ||||||||
Weighted average number of common shares outstanding during the period, basic (in shares) | 76,746,168 | 34,072,056 | 14,869,746 | 14,854,081 | 35,193,789 | ||||
Net loss per common share - basic (in USD per share) | $ 0.11 | [1],[2] | $ (0.45) | [1],[2] | $ (0.10) | [1],[2] | $ (0.01) | [1],[2] | $ (0.24) |
Diluted: | |||||||||
Net loss | $ (8.4) | ||||||||
Denominator for diluted earnings per share: | |||||||||
Incremental common shares attributable to outstanding dilutive options and unvested restricted shares (in shares) | 0 | ||||||||
Denominator for diluted earnings per common share (in shares) | 76,793,154 | 34,072,056 | 14,869,746 | 14,854,081 | 35,193,789 | ||||
Net loss per common share - diluted (in USD per share) | $ (0.24) | ||||||||
[1] | Diluted shares for the fourth quarter include 64,518 shares of unvested restricted stock as their impact on the Company's net income for the quarter is not anti-dilutive. Fiscal Year Ended September 30, 2015 Predecessor First Quarter Second Quarter Third Quarter Fourth QuarterNet sales$1,017.7 $1,012.8 $988.8 $929.8Gross profit$92.0 $99.2 $111.3 $105.5Net income (loss)$(7.5) $(0.6) $18.8 $9.7 | ||||||||
[2] | Per share amounts for the quarter and full year have been computed separately. The sum of the quarterly amounts may not equal the annual amounts presented because of differences in the average shares outstanding during each period. |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) | 4 Months Ended | 12 Months Ended |
Sep. 30, 2016shares | Sep. 30, 2016shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Incorporation period of shares related to business combination | 114 days | |
Warrants exercised (in shares) | 50,025,000 | 50,025,000 |
Founders Shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 12,476,250 | |
Performance Shares | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,542,500 | |
Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 25,012,500 | |
Restricted Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 64,518 |
Commitments, Contingencies an82
Commitments, Contingencies and Litigation - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2011 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Ashland | |||||||
Environmental Remediation | |||||||
Total indemnification obligation under the purchase agreement (other than for liabilities relating to taxes or any retained indebtedness) | $ 139.5 | ||||||
Company responsible for aggregate expenses prior to the receipt of any indemnification from Ashland (up to) | $ 5 | ||||||
Ashland | Other Retained Remediation Liabilities | |||||||
Environmental Remediation | |||||||
Remediation indemnification obligation resulting from breach of any representation, warranty or covenant individual claim threshold | 0.2 | ||||||
Remediation indemnification obligation resulting from breach of any representation, warranty or covenant aggregate claim deductible | 5 | ||||||
Ashland | Retained Remediation Liabilities | |||||||
Environmental Remediation | |||||||
Remediation indemnification obligation resulting from breach of any representation, warranty or covenant ceiling amount | 75 | ||||||
Ashland | Breach of representation, warranty or covenant, related to environmental matters | |||||||
Environmental Remediation | |||||||
Remediation indemnification obligation resulting from breach of any representation, warranty or covenant individual claim threshold | 0.2 | ||||||
Remediation indemnification obligation resulting from breach of any representation, warranty or covenant aggregate claim deductible | 18.6 | ||||||
Remediation indemnification obligation resulting from breach of any representation, warranty or covenant ceiling amount | $ 93 | ||||||
Successor | |||||||
Environmental Remediation | |||||||
Net rent expense for operating leases | $ 6.9 | ||||||
Predecessor | |||||||
Environmental Remediation | |||||||
Net rent expense for operating leases | $ 17.1 | $ 26.1 | $ 23.6 | ||||
Capital lease obligations | New Facility Lease | Scenario, Forecast | |||||||
Environmental Remediation | |||||||
Annual payments for capital lease | $ 1.1 | ||||||
Annual rent escalation percentage | 2.50% | ||||||
Capital leases, term | 15 years |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | Jun. 09, 2016 | Jun. 06, 2016 | May 23, 2016 | Mar. 31, 2016 | Jan. 05, 2016 | Mar. 26, 2015 | Jun. 30, 2016 | Jun. 08, 2016 | Jun. 30, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Jan. 13, 2016 |
Related Party Transaction [Line Items] | ||||||||||||||
Exercise price (USD per share) | $ 11.50 | |||||||||||||
Shares in lieu of payment (in shares) | 30,000 | |||||||||||||
PWPI and PWIMF Commitment Agreements | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Stock repurchased (in shares) | 3,000,000 | |||||||||||||
FPA Commitment Agreement | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Unredeemable shares per agreement (in shares) | 2,094,727 | |||||||||||||
Administrative Service Agreement | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related party amounts forgiven | $ 10,000 | $ 10,000 | $ 10,000 | |||||||||||
Letter Agreement for Chairman’s Services | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related party costs | $ 200,000 | |||||||||||||
Sponsor | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related party, line of credit available (up to) | $ 750,000 | $ 750,000 | ||||||||||||
Stated interest rate | 5.00% | |||||||||||||
Due to related party | $ 200,000 | 200,000 | ||||||||||||
Repayments of related party debt | $ 200,000 | |||||||||||||
Sponsor | January 2016 Convertible Note | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Stated interest rate | 5.00% | |||||||||||||
Due to related party | $ 400,000 | |||||||||||||
Repayments of related party debt | $ 400,000 | |||||||||||||
Conversion price (USD per share) | $ 0.50 | |||||||||||||
Exercise price for half a share (USD per half share) | 5.75 | |||||||||||||
Exercise price (USD per share) | $ 11.50 | |||||||||||||
Sponsor | March 2015 Convertible Note | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Stated interest rate | 5.00% | |||||||||||||
Due to related party | $ 300,000 | |||||||||||||
Repayments of related party debt | $ 300,000 | |||||||||||||
Conversion price (USD per share) | $ 0.60 | |||||||||||||
Exercise price for half a share (USD per half share) | 5.75 | |||||||||||||
Exercise price (USD per share) | $ 11.50 | |||||||||||||
Interest expense | $ 14,000 | |||||||||||||
TPG | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Ownership interest by related party | 35.00% | |||||||||||||
Private Placement | FPA Subscription Agreement | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued in transaction (in shares) | 18,260,000 | |||||||||||||
Private Placement | Sponsor Subscription Agreement | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued in transaction (in shares) | 1,000,000 | |||||||||||||
Sale of stock, price per share (USD per share) | $ 10 | |||||||||||||
Directors Founders Shares | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Shares in lieu of payment (in shares) | 10,000 | |||||||||||||
Successor | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Due to related party pursuant to contingent consideration obligations | $ 118,400,000 | |||||||||||||
Successor | TPG | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Fee paid in connection with the Business Combination | 0 | |||||||||||||
Purchases from related party | 0 | |||||||||||||
Amount due from TPG related entities | 600,000 | |||||||||||||
Expenses from transactions with related party | $ 100,000 | |||||||||||||
Predecessor | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Due to related party pursuant to contingent consideration obligations | $ 0 | |||||||||||||
Predecessor | TPG | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Fee paid in connection with the Business Combination | $ 9,900,000 | $ 9,900,000 | 0 | 0 | ||||||||||
Amount due from TPG related entities | 300,000 | |||||||||||||
Expenses from transactions with related party | 400,000 | 800,000 | $ 1,400,000 | |||||||||||
Predecessor | Director | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Amount deducted to calculate quarterly management fee | 175,000 | |||||||||||||
Expenses from transactions with related party | $ 100,000 | $ 200,000 |
Commitments, Contingencies an84
Commitments, Contingencies and Litigation - Non-Cancellable Rental Payments (Details) $ in Millions | Sep. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 15.4 |
2,018 | 12.9 |
2,019 | 10.3 |
2,020 | 5.5 |
2,021 | 5 |
Thereafter | 6.8 |
Total | $ 55.9 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Other Agreements with TPG (Details) - TPG - USD ($) $ in Millions | Jun. 09, 2016 | Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Successor | |||||
Related Party Transaction [Line Items] | |||||
Sales to TPG related entities | $ 1.7 | ||||
Management fees to TPG | 0 | ||||
Consulting fees to TPG | 0.1 | ||||
Fee paid in connection with the Business Combination | $ 0 | ||||
Predecessor | |||||
Related Party Transaction [Line Items] | |||||
Sales to TPG related entities | $ 3.1 | $ 8.8 | $ 17.5 | ||
Management fees to TPG | 2.1 | 3.3 | 3.3 | ||
Consulting fees to TPG | 0.4 | 0.8 | 1.4 | ||
Fee paid in connection with the Business Combination | $ 9.9 | $ 9.9 | $ 0 | $ 0 |
Commitments, Contingencies an86
Commitments, Contingencies and Litigation - Future Minimum Lease Payments Under Capital Leases (Details) $ in Millions | Sep. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 6 |
2,018 | 5.7 |
2,019 | 5.7 |
2,020 | 5.5 |
2,021 | 5.5 |
Thereafter | 13.9 |
Total minimum capital lease payments | 42.3 |
Less amount representing executory costs | (12.6) |
Less amount representing interest | (4.9) |
Present value of net minimum capital lease payments | $ 24.8 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Millions | 8 Months Ended | 12 Months Ended | ||
Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Successor | ||||
Current tax expense: | ||||
United States - Federal | $ 0.5 | |||
United States - State | (0.2) | |||
Foreign | 2 | |||
Total current tax expense | 2.3 | |||
Deferred tax expense (benefit): | ||||
United States - Federal | (0.8) | |||
United States - State | 0.4 | |||
Foreign | (0.7) | |||
Total deferred tax expense (benefit) | (1.1) | |||
Income tax expense | $ 1.2 | |||
Predecessor | ||||
Current tax expense: | ||||
United States - Federal | $ 0 | $ (1.8) | $ 2.5 | |
United States - State | (0.1) | 0.1 | 0.8 | |
Foreign | 3.2 | 2.8 | 5.7 | |
Total current tax expense | 3.1 | 1.1 | 9 | |
Deferred tax expense (benefit): | ||||
United States - Federal | 0.4 | 2.2 | (1.7) | |
United States - State | 0.1 | 0 | 0 | |
Foreign | 0.6 | 0.6 | 0 | |
Total deferred tax expense (benefit) | 1.1 | 2.8 | (1.7) | |
Income tax expense | $ 4.2 | $ 3.9 | $ 7.3 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Sep. 30, 2015 |
Successor | ||
Deferred Tax Assets | ||
Foreign operating losses | $ 5.8 | |
Federal and state operating losses | 14.1 | |
163J interest | 6.7 | |
Fixed assets and intangibles | 0.6 | |
Compensation and other accruals | 1 | |
Other items | 0.4 | |
Valuation allowance | (2.8) | |
Total deferred tax assets | 25.8 | |
Deferred Tax Liabilities | ||
Fixed assets and intangibles | 16.1 | |
Compensation and other accruals | 2.7 | |
Investment in partnerships | 28.9 | |
Other items | 0.1 | |
Total deferred tax liabilities | $ 47.8 | |
Predecessor | ||
Deferred Tax Assets | ||
Foreign operating losses | $ 5.3 | |
Federal and state operating losses | 0 | |
163J interest | 0 | |
Fixed assets and intangibles | (0.1) | |
Compensation and other accruals | 1.1 | |
Other items | 0.7 | |
Valuation allowance | (3.6) | |
Total deferred tax assets | 3.4 | |
Deferred Tax Liabilities | ||
Fixed assets and intangibles | 6.2 | |
Compensation and other accruals | 0 | |
Investment in partnerships | 87.1 | |
Other items | 0.4 | |
Total deferred tax liabilities | $ 93.7 |
Income Taxes - Income Tax Recon
Income Taxes - Income Tax Reconciliation (Details) - USD ($) $ in Millions | 8 Months Ended | 12 Months Ended | ||
Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Successor | ||||
Income (loss) before income taxes | ||||
United States | $ (9.1) | |||
International | 1.9 | |||
Income (loss) from continuing operations before income taxes | $ (7.2) | |||
U.S. statutory rate | 34.00% | |||
Income tax expense (benefit), continuing operations | ||||
Pretax income (loss) at statutory rate | $ (2.5) | |||
State income taxes | 0.2 | |||
Statutory rate differential | (0.2) | |||
FIN 48 expense (benefit) | 0 | |||
Withholding and other taxes | 0 | |||
Stock basis adjustment | 0 | |||
Transaction costs | 5 | |||
Contingent liability | (1.6) | |||
Permanent differences and other items | 0.3 | |||
Statutory tax rate changes and differences | (0.2) | |||
True-up to prior year taxes | 0 | |||
Other | 0 | |||
Valuation allowance | 0.2 | |||
Income tax expense | $ 1.2 | |||
Effective tax rate | (16.70%) | |||
Predecessor | ||||
Income (loss) before income taxes | ||||
United States | $ (19.6) | $ 22 | $ (25.2) | |
International | 9.9 | 3.1 | 20.3 | |
Income (loss) from continuing operations before income taxes | $ (9.7) | $ 25.1 | $ (4.9) | |
U.S. statutory rate | 0.00% | 0.00% | 0.00% | |
Income tax expense (benefit), continuing operations | ||||
Pretax income (loss) at statutory rate | $ 0 | $ 0 | $ 0 | |
State income taxes | 0 | (0.1) | 0.5 | |
Statutory rate differential | 2.5 | 4.5 | 4.7 | |
FIN 48 expense (benefit) | 0.1 | (0.7) | 0 | |
Withholding and other taxes | 0.3 | 0.3 | 0.4 | |
Stock basis adjustment | 0 | (2.7) | 0 | |
Transaction costs | 0 | 0 | 0 | |
Contingent liability | 0 | 0 | 0 | |
Permanent differences and other items | 0.6 | (0.7) | 1.6 | |
Statutory tax rate changes and differences | (0.1) | (0.1) | (0.3) | |
True-up to prior year taxes | 0.2 | 2.1 | 0.7 | |
Other | 0 | 0.3 | 0 | |
Valuation allowance | 0.6 | 1 | (0.3) | |
Income tax expense | $ 4.2 | $ 3.9 | $ 7.3 | |
Effective tax rate | (43.30%) | 15.50% | (149.00%) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) $ in Millions | 8 Months Ended | 12 Months Ended | ||
Jun. 08, 2016USD ($) | Sep. 30, 2016USD ($)subsidiary | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Operating Loss Carryforwards [Line Items] | ||||
Earnings reinvested related to foreign subsidiaries | $ 105.7 | |||
Number of active subsidiaries | subsidiary | 2 | |||
Decrease in unrecognized tax benefits (up to) | $ 0.5 | |||
Predecessor | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax distributions made to LLC | $ 0 | $ 0.1 | $ 0.1 | |
Valuation allowance | 3.6 | |||
Unrecognized tax benefits assumed pursuant to the Business Combination | $ 0 | 0 | 0 | |
Successor | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax distributions made to LLC | 0 | |||
Valuation allowance | 2.8 | |||
Unrecognized tax benefits assumed pursuant to the Business Combination | 0.9 | |||
Uncertain tax positions, including related accrued interest and penalties | 1.2 | 1.2 | ||
Foreign | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 24.7 | |||
U.S. | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | $ 39.1 | |||
CSD Acquisition | Predecessor | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized tax benefits assumed pursuant to the Business Combination | $ 0.5 | |||
Archway Acquisition | Predecessor | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized tax benefits assumed pursuant to the Business Combination | $ 1.4 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits Reconciliation (Details) - USD ($) $ in Millions | 8 Months Ended | 12 Months Ended | ||
Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Successor | ||||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||
Balance at beginning of period | $ 0 | $ 0 | ||
Increases related to positions taken on items from prior years | 0 | |||
Unrecognized tax benefits assumed pursuant to the Business Combination | 0.9 | |||
Lapse of statute of limitations | 0 | |||
Balance at end of period | 0.9 | $ 0 | ||
Predecessor | ||||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||
Balance at beginning of period | 0.9 | $ 0.9 | 0.4 | $ 0 |
Increases related to positions taken on items from prior years | 0.2 | 1.2 | 0.5 | |
Unrecognized tax benefits assumed pursuant to the Business Combination | 0 | 0 | 0 | |
Lapse of statute of limitations | (0.2) | (0.7) | (0.1) | |
Balance at end of period | $ 0.9 | $ 0.9 | $ 0.4 |
Segment and Geographic Data - N
Segment and Geographic Data - Narrative (Details) | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Sep. 30, 2016country | Jun. 08, 2016 | Sep. 30, 2016customercountrysegment | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment and Geographic Data | |||||
Number of operating segments | segment | 3 | ||||
Number of countries products are sold in (more than) | 80 | 80 | |||
Number of customers representing more than 10% of sales | customer | 0 | ||||
Concentration risk, percentage | 10.00% | ||||
Chemicals | |||||
Segment and Geographic Data | |||||
Number of countries products are sold in (more than) | 50 | 50 | |||
Plastics | Minimum | |||||
Segment and Geographic Data | |||||
Number of countries products are sold in (more than) | 50 | 50 | |||
Successor | Polypropylene Product | Sales | Plastics | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 17.60% | ||||
Predecessor | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 11.90% | 10.80% | |||
Predecessor | Purchases | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 11.90% | 10.80% | |||
Predecessor | Polypropylene Product | Sales | Plastics | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 17.70% | 14.40% | 14.40% | ||
Supplier One | Supplier Concentration Risk | Purchases | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 12.00% | ||||
Supplier One | Supplier Concentration Risk | Successor | Purchases | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 11.90% | 11.90% | |||
Supplier One | Supplier Concentration Risk | Predecessor | Purchases | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 12.00% | ||||
Supplier Two | Supplier Concentration Risk | Purchases | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 9.80% | ||||
Supplier Two | Supplier Concentration Risk | Successor | Purchases | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 10.40% | 10.40% | |||
Supplier Two | Supplier Concentration Risk | Predecessor | Purchases | |||||
Segment and Geographic Data | |||||
Concentration risk, percentage | 9.80% |
Segment and Geographic Data - S
Segment and Geographic Data - Summarized Financial Information (Details) - USD ($) $ in Millions | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | |||||||||
Jun. 08, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Successor | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | $ 851.4 | $ 214.3 | $ 0 | $ 0 | $ 1,065.7 | ||||||||
Gross profit | 89.6 | $ 18.8 | 0 | 0 | 108.4 | ||||||||
Selling, general and administrative expenses | 91.7 | ||||||||||||
Transaction related costs | 21.3 | ||||||||||||
Change in fair value of contingent consideration obligations | (11.2) | ||||||||||||
Operating income | 6.6 | ||||||||||||
Other income | 0.5 | ||||||||||||
Interest income (expense) | |||||||||||||
Interest income | 0.8 | ||||||||||||
Interest expense | (15.1) | ||||||||||||
Income (loss) from continuing operations before income taxes | (7.2) | ||||||||||||
Segment assets | |||||||||||||
Assets | 2,078.9 | 2,078.9 | |||||||||||
Successor | Operating Segments | |||||||||||||
Segment assets | |||||||||||||
Assets | 1,450.5 | 1,450.5 | |||||||||||
Successor | Unallocated assets | |||||||||||||
Segment assets | |||||||||||||
Assets | 628.4 | 628.4 | |||||||||||
Successor | Chemicals | Operating Segments | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | 478.1 | ||||||||||||
Gross profit | 55.7 | ||||||||||||
Segment assets | |||||||||||||
Assets | 656.8 | 656.8 | |||||||||||
Successor | Plastics | Operating Segments | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | 546.7 | ||||||||||||
Gross profit | 43.6 | ||||||||||||
Segment assets | |||||||||||||
Assets | 708.7 | 708.7 | |||||||||||
Successor | Other | Operating Segments | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | 40.9 | ||||||||||||
Gross profit | 9.1 | ||||||||||||
Segment assets | |||||||||||||
Assets | $ 85 | $ 85 | |||||||||||
Predecessor | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | $ 650.2 | 862.2 | 827.7 | $ 2,340.1 | $ 3,949.1 | $ 4,514.5 | |||||||
Gross profit | $ 75.4 | $ 101.3 | $ 95.2 | $ 105.5 | $ 111.3 | $ 99.2 | $ 92 | 271.9 | 408 | 401.7 | |||
Selling, general and administrative expenses | 208.9 | 329.5 | 335.8 | ||||||||||
Transaction related costs | 33.4 | 0.1 | 12.6 | ||||||||||
Change in fair value of contingent consideration obligations | 0 | 0 | 0 | ||||||||||
Operating income | 29.6 | 78.4 | 53.3 | ||||||||||
Other income | 2.9 | 11.4 | 5.4 | ||||||||||
Interest income (expense) | |||||||||||||
Interest income | 0.1 | 0.1 | 0.4 | ||||||||||
Interest expense | (42.3) | (64.8) | (64) | ||||||||||
Income (loss) from continuing operations before income taxes | (9.7) | 25.1 | (4.9) | ||||||||||
Segment assets | |||||||||||||
Assets | 1,708.9 | 1,708.9 | |||||||||||
Predecessor | Operating Segments | |||||||||||||
Segment assets | |||||||||||||
Assets | 1,262.2 | 1,262.2 | |||||||||||
Predecessor | Unallocated assets | |||||||||||||
Segment assets | |||||||||||||
Assets | 446.7 | 446.7 | |||||||||||
Predecessor | Chemicals | Operating Segments | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | 1,066.4 | 1,956.1 | 2,293.3 | ||||||||||
Gross profit | 136.2 | 224.4 | 212.7 | ||||||||||
Segment assets | |||||||||||||
Assets | 696.9 | 696.9 | |||||||||||
Predecessor | Plastics | Operating Segments | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | 1,192.2 | 1,876.1 | 2,101.6 | ||||||||||
Gross profit | 117.6 | 155.1 | 159.4 | ||||||||||
Segment assets | |||||||||||||
Assets | 530.2 | 530.2 | |||||||||||
Predecessor | Other | Operating Segments | |||||||||||||
Summarized financial information | |||||||||||||
Sales and operating revenues | 81.5 | 116.9 | 119.6 | ||||||||||
Gross profit | $ 18.1 | 28.5 | $ 29.6 | ||||||||||
Segment assets | |||||||||||||
Assets | $ 35.1 | $ 35.1 |
Segment and Geographic Data - R
Segment and Geographic Data - Revenues by Geographic Location (Details) - USD ($) $ in Millions | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | |||||
Jun. 08, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Successor | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | $ 851.4 | $ 214.3 | $ 0 | $ 0 | $ 1,065.7 | ||||
Successor | United States | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 808.2 | ||||||||
Successor | Canada | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 46.5 | ||||||||
Successor | Other North America | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 18.4 | ||||||||
Successor | North America | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 873.1 | ||||||||
Successor | EMEA | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 130.6 | ||||||||
Successor | Asia | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | $ 62 | ||||||||
Predecessor | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | $ 650.2 | $ 862.2 | $ 827.7 | $ 2,340.1 | $ 3,949.1 | $ 4,514.5 | |||
Predecessor | United States | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 1,779.4 | 3,029 | 3,314.6 | ||||||
Predecessor | Canada | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 102.4 | 196.3 | 237.2 | ||||||
Predecessor | Other North America | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 35.4 | 56.2 | 58.5 | ||||||
Predecessor | North America | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 1,917.2 | 3,281.5 | 3,610.3 | ||||||
Predecessor | EMEA | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | 291.9 | 486.3 | 616.3 | ||||||
Predecessor | Asia | |||||||||
Revenues by geographic location, based on the jurisdiction of the subsidiary entity receiving revenue credit for the sale | |||||||||
Sales and operating revenues | $ 131 | $ 181.3 | $ 287.9 |
Unaudited Quarterly Informati95
Unaudited Quarterly Information (Details) - USD ($) $ / shares in Units, $ in Millions | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | |||||||||||||
Jun. 08, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 08, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |||||
Successor | |||||||||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||||||||
Sales and operating revenues | $ 851.4 | $ 214.3 | $ 0 | $ 0 | $ 1,065.7 | ||||||||||||
Gross profit | 89.6 | 18.8 | 0 | 0 | 108.4 | ||||||||||||
Net income (loss) | $ 8.7 | $ (15.5) | $ (1.5) | $ (0.1) | $ (8.4) | ||||||||||||
Income (loss) per share, basic (in USD per share) | $ 0.11 | [1],[2] | $ (0.45) | [1],[2] | $ (0.10) | [1],[2] | $ (0.01) | [1],[2] | $ (0.24) | ||||||||
Weighted average number of common shares outstanding, basic (in shares) | 76,746,168 | 34,072,056 | 14,869,746 | 14,854,081 | 35,193,789 | ||||||||||||
Weighted average number of common shares outstanding, diluted (in shares) | 76,793,154 | 34,072,056 | 14,869,746 | 14,854,081 | 35,193,789 | ||||||||||||
Predecessor | |||||||||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||||||||
Sales and operating revenues | $ 650.2 | $ 862.2 | $ 827.7 | $ 2,340.1 | $ 3,949.1 | $ 4,514.5 | |||||||||||
Net sales | $ 929.8 | $ 988.8 | $ 1,012.8 | $ 1,017.7 | |||||||||||||
Gross profit | 75.4 | 101.3 | 95.2 | 105.5 | 111.3 | 99.2 | 92 | 271.9 | 408 | 401.7 | |||||||
Net income (loss) | $ (20.2) | $ 2.1 | $ 4.3 | $ 9.7 | $ 18.8 | $ (0.6) | $ (7.5) | $ (13.8) | $ 20.4 | $ 6.2 | |||||||
Restricted Stock | |||||||||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 64,518 | ||||||||||||||||
[1] | Diluted shares for the fourth quarter include 64,518 shares of unvested restricted stock as their impact on the Company's net income for the quarter is not anti-dilutive. Fiscal Year Ended September 30, 2015 Predecessor First Quarter Second Quarter Third Quarter Fourth QuarterNet sales$1,017.7 $1,012.8 $988.8 $929.8Gross profit$92.0 $99.2 $111.3 $105.5Net income (loss)$(7.5) $(0.6) $18.8 $9.7 | ||||||||||||||||
[2] | Per share amounts for the quarter and full year have been computed separately. The sum of the quarterly amounts may not equal the annual amounts presented because of differences in the average shares outstanding during each period. |
Schedule II - Valuation and Q96
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Jun. 08, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Successor | Allowance for Doubtful Accounts | |||||
Movement in Valuation Allowances and Reserves | |||||
Balance Beginning of Period | $ 0 | ||||
Charged to Costs and Expenses | 0.3 | ||||
Charged to Other Accounts | 1.3 | ||||
Deductions | [1] | (0.2) | |||
Balance End of Period | 1.4 | ||||
Successor | Reserve for sales returns and allowances | |||||
Movement in Valuation Allowances and Reserves | |||||
Balance Beginning of Period | 0 | ||||
Charged to Other Accounts | [2] | 1.5 | |||
Deductions | 0 | ||||
Balance End of Period | $ 1.5 | ||||
Predecessor | Allowance for Doubtful Accounts | |||||
Movement in Valuation Allowances and Reserves | |||||
Balance Beginning of Period | $ 3.8 | $ 6.3 | $ 3.7 | ||
Charged to Costs and Expenses | 1.2 | 0.6 | 4.2 | ||
Charged to Other Accounts | 0 | 0 | 0 | ||
Deductions | [1] | (0.9) | (3.1) | (1.6) | |
Balance End of Period | 4.1 | 3.8 | 6.3 | ||
Predecessor | Reserve for sales returns and allowances | |||||
Movement in Valuation Allowances and Reserves | |||||
Balance Beginning of Period | 1.6 | 2 | 1.9 | ||
Charged to Other Accounts | [2] | (0.1) | (0.4) | 0.1 | |
Deductions | 0 | 0 | 0 | ||
Balance End of Period | $ 1.5 | $ 1.6 | $ 2 | ||
[1] | Accounts written off during the year, net of recoveries and foreign exchange impact. | ||||
[2] | Amounts represent estimates for expected sales returns. |