Document and Entity Information
Document and Entity Information Document - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 29, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Horizon Global Corp | ||
Entity Central Index Key | 1,637,655 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 18,131,865 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 271.2 |
Consolidated Balance Sheet Stat
Consolidated Balance Sheet Statement - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 23,520 | $ 5,720 |
Receivables, net | 63,050 | 63,840 |
Inventories | 119,470 | 123,530 |
Prepaid expenses and other current assets | 5,120 | 5,690 |
Total current assets | 211,160 | 198,780 |
Property and equipment, net | 45,890 | 55,180 |
Goodwill | 4,410 | 6,580 |
Other intangibles, net | 56,020 | 66,510 |
Deferred income taxes | 4,500 | 2,200 |
Other assets | 9,600 | 10,250 |
Total assets | 331,580 | 339,500 |
Current liabilities: | ||
Current maturities, long-term debt | 10,130 | 460 |
Accounts payable | 78,540 | 81,980 |
Accrued liabilities | 39,820 | 37,940 |
Total current liabilities | 128,490 | 120,380 |
Long-term debt | 178,610 | 300 |
Deferred income taxes | 2,910 | 4,640 |
Other long-term liabilities | 19,570 | 25,990 |
Total liabilities | 329,580 | 151,310 |
Commitments and contingent liabilities | 0 | 0 |
Preferred stock $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None | 0 | 0 |
Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 18,131,865 shares at December 31, 2015 and no shares at December 31, 2014 | 180 | 0 |
Paid-in capital | 1,260 | 0 |
Parent company investment | 0 | 180,800 |
Accumulated deficit | (1,910) | 0 |
Accumulated other comprehensive income | 2,470 | 7,390 |
Total shareholders' equity | 2,000 | 188,190 |
Total liabilities and shareholders' equity | $ 331,580 | $ 339,500 |
Consolidated Balance Sheet Pare
Consolidated Balance Sheet Parentheticals - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Stockholders' Equity: | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0 |
Preferred Stock, Shares Authorized | 100,000,000 | 0 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0 |
Common Stock, Shares Authorized | 400,000,000 | 0 |
Common Stock, Shares, Issued | 18,131,865 | 0 |
Common Stock, Shares, Outstanding | 18,131,865 | 0 |
Consolidated Statement of Incom
Consolidated Statement of Income Statement - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Net sales | $ 575,510 | $ 611,780 | $ 588,270 |
Cost of sales | (432,470) | (463,690) | (463,260) |
Gross profit | 143,040 | 148,090 | 125,010 |
Selling, general and administrative expenses | (121,350) | (122,890) | (121,250) |
Net gain (loss) on dispositions of property and equipment | (2,120) | (740) | 1,910 |
Operating profit | 19,570 | 24,460 | 5,670 |
Other expense, net: | |||
Interest expense | (8,810) | (720) | (820) |
Other income (expense), net | (3,740) | (3,150) | 1,220 |
Other income (expense), net | (12,550) | (3,870) | 400 |
Income before income tax | 7,020 | 20,590 | 6,070 |
Income tax benefit (expense) | 1,280 | (5,240) | 3,710 |
Net income | $ 8,300 | $ 15,350 | $ 9,780 |
Basic earnings per share attributable to Horizon Global Corporation: | |||
Net income per share-basic | $ 0.46 | $ 0.85 | $ 0.54 |
Weighted average common shares outstanding—basic | 18,064,491 | 18,062,027 | 18,062,027 |
Diluted earnings per share attributable to Horizon Global Corporation: | |||
Net income per share-diluted | $ 0.46 | $ 0.85 | $ 0.54 |
Weighted average common shares outstanding—diluted | 18,160,852 | 18,113,416 | 18,098,645 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 8,300 | $ 15,350 | $ 9,780 |
Other comprehensive income | |||
Foreign currency translation | (9,510) | (7,240) | (5,960) |
Derivative instruments (Note 15) | (640) | (70) | 0 |
Total other comprehensive loss | (10,150) | (7,310) | (5,960) |
Total comprehensive income (loss) | $ (1,850) | $ 8,040 | $ 3,820 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows Statement - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Flows from Operating Activities: | |||
Net income | $ 8,300 | $ 15,350 | $ 9,780 |
Adjustments to reconcile net income to net cash provided by operating activities, net of acquisition impact: | |||
(Gain) loss on dispositions of property and equipment | 2,120 | 740 | (1,910) |
Bargain purchase gain | 0 | 0 | (2,880) |
Depreciation | 9,740 | 11,380 | 11,970 |
Amortization of intangible assets | 7,340 | 7,550 | 7,480 |
Amortization of original issuance discount and debt issuance costs | 830 | 0 | 0 |
Deferred and other income taxes | (4,920) | (2,720) | (4,460) |
Non-cash compensation expense | 2,530 | 2,660 | 3,600 |
Increase in receivables | (5,460) | (3,940) | (13,980) |
Increase in inventories | (30) | (210) | (7,820) |
(Increase) decrease in prepaid expenses and other assets | 140 | 1,080 | (70) |
Increase (decrease) in accounts payable and accrued liabilities | 5,870 | (4,440) | 13,320 |
Other, net | 450 | 560 | (1,080) |
Net cash provided by operating activities | 26,910 | 28,010 | 13,950 |
Cash Flows from Investing Activities: | |||
Capital expenditures | (8,320) | (11,440) | (15,260) |
Acquisition of businesses, net of cash acquired | 0 | 0 | (21,000) |
Net proceeds from disposition of property and equipment | 1,510 | 330 | 4,380 |
Net cash used for investing activities | (6,810) | (11,110) | (31,880) |
Cash Flows from Financing Activities: | |||
Proceeds from borrowing on credit facilities | 119,340 | 175,560 | 192,790 |
Repayments of borrowings on credit facilities | (118,890) | (175,900) | (195,080) |
Proceeds from Term B Loan, net of issuance costs | 192,820 | 0 | 0 |
Repayments of borrowings on Term B Loan | (5,000) | 0 | 0 |
Proceeds from ABL Revolving Debt, net of issuance costs | 57,120 | 0 | 0 |
Repayments of borrowings on ABL Revolving Debt | (59,430) | 0 | 0 |
Cash dividend paid to former parent | (214,500) | 0 | 0 |
Proceeds from Contributions (to) from Parent | (27,630) | 18,720 | (24,320) |
Net cash provided by (used for) financing activities | (910) | (19,060) | 22,030 |
Effect of exchange rate changes on cash | (1,390) | 0 | 0 |
Increase (decrease) for the year | 17,800 | (2,160) | 4,100 |
At beginning of year | 5,720 | 7,880 | 3,780 |
At end of year | 23,520 | 5,720 | 7,880 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | $ 7,870 | $ 590 | $ 700 |
Consolidated Statement of Share
Consolidated Statement of Shareholders' Equity Statement - USD ($) $ in Thousands | Total | Common Stock [Member] | Paid-in Capital [Member] | Parent [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] |
Balances at Dec. 31, 2012 | $ 164,470 | $ 0 | $ 0 | $ 143,810 | $ 0 | $ 20,660 |
Net income | 9,780 | 9,780 | ||||
Other comprehensive loss | (5,960) | (5,960) | ||||
Net transfers (to) from former parent | 27,920 | 27,920 | ||||
Cash Dividends Paid to Parent Company | 0 | |||||
Balances at Dec. 31, 2013 | 196,210 | 0 | 0 | 181,510 | 0 | 14,700 |
Net income | 15,350 | 15,350 | ||||
Other comprehensive loss | (7,310) | (7,310) | ||||
Net transfers (to) from former parent | (16,060) | (16,060) | ||||
Cash Dividends Paid to Parent Company | 0 | |||||
Balances at Dec. 31, 2014 | 188,190 | 0 | 0 | 180,800 | 0 | 7,390 |
Net income | 8,300 | 3,680 | 4,620 | |||
Other comprehensive loss | (10,150) | (10,150) | ||||
Net transfers (to) from former parent | 28,900 | 23,670 | 5,230 | |||
Issuance of common stock | 0 | 180 | (180) | |||
Cash Dividends Paid to Parent Company | (214,500) | 214,500 | ||||
Non-cash compensation expense | 1,260 | 1,260 | ||||
Reclassification of net parent investment to accumulated deficit | 0 | 6,530 | (6,530) | |||
Balances at Dec. 31, 2015 | $ 2,000 | $ 180 | $ 1,260 | $ 0 | $ (1,910) | $ 2,470 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation On June 30, 2015, Horizon Global Corporation ("Horizon," "Horizon Global" or the "Company") became an independent company as a result of the distribution by TriMas Corporation ("TriMas" or "former parent") of 100 percent of the outstanding common shares of Horizon Global to TriMas shareholders (the "spin-off"). Each TriMas shareholder of record as of the close of business on June 25, 2015 (the "Record Date") received two Horizon Global common shares for every five TriMas common shares held as of the Record Date. The spin-off was completed on June 30, 2015 and was structured to be tax-free to both TriMas and Horizon Global shareholders. On July 1, 2015, Horizon Global common shares began regular trading on the New York Stock Exchange under the ticker symbol "HZN". Pursuant to the separation and distribution agreement with TriMas, on June 30, 2015, the Company paid a cash dividend to TriMas of $214.5 million . Horizon qualifies as an "emerging growth company" as defined in the Jumpstart our Business Startups Act of 2012 ("JOBS Act"), and, therefore, will be subject to reduced reporting requirements. The JOBS Act also provides that an "emerging growth company" can utilize the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933 (the "Securities Act"), for complying with new or revised accounting standards. However, the Company has chosen to "opt out" of such extended transition period, and, as a result, the Company will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for companies that are not "emerging growth companies." Section 107 of the JOBS Act provides that the Company's decision to opt out of the extended transition period for complying with new or revised accounting standards is irrevocable. Horizon is a global designer, manufacturer and distributor of a wide variety of high quality, custom-engineered towing, trailering, cargo management and other related accessories. These products are designed to support original equipment manufacturers ("OEMs"), original equipment suppliers, aftermarket and retail customers within the agricultural, automotive, construction, horse/livestock, industrial, marine, military, recreational, trailer and utility markets. The Company groups its operating segments into reportable segments by the region in which sales and manufacturing efforts are focused. The Company's reportable segments are Cequent Americas and Cequent APEA. See Note 16 , " Segment Information ," for further information on each of the Company's reportable segments. The accompanying consolidated financial statements for periods prior to the separation are derived from TriMas' historical accounting records on a carve-out basis. For the period subsequent to the separation, the consolidated financial statements are derived from the historical accounting records of Horizon on a stand-alone basis. As such, the consolidated statement of income, consolidated statement of comprehensive income (loss) and consolidated statement of cash flows for the year ended December 31, 2015 consist of the consolidated results of Horizon on a stand-alone basis for the six months ended December 31, 2015, and the consolidated results of operations of Horizon as historically managed under TriMas, on a carve-out basis, for the six months ended June 30, 2015. The consolidated financial statements as of December 31, 2014 consist entirely of the results of Horizon as historically managed under TriMas, on a carve-out basis. For periods prior to the separation, the consolidated financial statements include expense allocations for certain functions provided by our former parent; however, the allocations may not reflect the expenses the Company would have incurred as an independent, publicly traded company for the periods presented. These expenses were allocated to the Company on the basis of direct usage when identifiable, with the remainder allocated on the basis of revenue or headcount. The Company believes these allocations were made on a consistent basis and are reasonable. Subsequent to the spin-off, these functions are performed using internal resources or purchased services, some of which may be provided by our former parent as a part of a transition services agreement. The consolidated financial statements also include certain assets and liabilities that have historically been held at the TriMas corporate level. These assets and liabilities were transferred to the Company as of the date of the spin-off through specific identification and allocation where necessary. Transactions historically treated as intercompany between the Company and our former parent have been included in these consolidated financial statements and were considered effectively settled for cash at the time the transaction was recorded. |
New Accounting Pronouncements
New Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In November 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-17, " Balance Sheet Classification of Deferred Taxes," which requires companies to present deferred income tax assets and deferred income tax liabilities as non-current in a classified balance sheet instead of the current requirement to separate them into current and non-current amounts. ASU 2015-17 is effective for fiscal years beginning after December 15, 2016, including interim periods within those annual periods, with early adoption permitted. The Company early adopted ASU 2015-17 effective December 31, 2015 on a retrospective basis. The impact of this ASU on our consolidated balance sheets as of December 31, 2015 includes a reclassification of current deferred tax assets to non-current deferred tax assets of $2.6 million and non-current deferred tax liabilities of $3.7 million . The impact on our consolidated balance sheets as of December 31, 2014 includes a reclassification of current deferred tax assets to non-current deferred tax assets of $0.5 million and non-current deferred tax liabilities of $4.3 million . Other than these reclassifications, the adoption of ASU 2015-17 did not have a significant impact on our financial position, results of operations or cash flows. In August 2015, the FASB issued ASU 2015-15, " Interest - Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements ." This ASU adds paragraphs pursuant to the Securities and Exchange Commission's ("SEC") Staff Announcement at the June 18, 2015 Emerging Issues Task Force ("EITF") meeting about the presentation and subsequent measurement of debt issuance costs associated with line-of-credit arrangements. ASU 2015-15 states that given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit. The Company has historically recorded and will continue to record, debt issuance costs as an asset and subsequently amortize the deferred costs over the term of the line-of-credit, with there being no impact on previously issued financial statements. In July 2015, the FASB issued ASU 2015-11, " Inventory (Topic 330): Simplifying the Measurement of Inventory ," ("ASU 2015-11"). ASU 2015-11 provides that inventory not measured using the last-in, first out ("LIFO") or retail inventory methods should be measured at the lower of cost and net realizable value, thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory. For public business entities, the amendment is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendment should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Company is in the process of assessing the impact of the adoption of ASC 2015-11 on its consolidated financial statements. In April 2015, the FASB issued ASU 2015-03, " Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs," ("ASU 2015-03"). ASU 2015-03 provides an amendment to the accounting guidance related to the presentation of debt issuance costs and is effective for fiscal years beginning after December 15, 2015 with early adoption allowed. This guidance is applied retrospectively to all prior periods. Under the new guidance, debt issuance costs related to term loan borrowings are presented as a direct reduction from the related debt liability rather than as an asset. The Company adopted ASU 2015-03 in June 2015, which resulted in a direct reduction from our Term B Loan of $3.2 million , of which $2.9 million remained unamortized as of December 31, 2015. There was no effect on previously issued financial statements. In May 2014, the FASB issued ASU 2014-09, " Revenue from Contracts with Customers (Topic 606) ," ("ASU 2014-09"). ASU 2014-09 requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 was originally effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016; however, in August 2015, the FASB approved a one-year deferral of the effective date through the issuance of ASU 2015-14, " Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date ." The Company is in the process of assessing the impact of the adoption of ASU 2014-09 on its consolidated financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation. The consolidated financial statements include the assets, liabilities, revenues and expenses related to Horizon Global as of December 31, 2015 and 2014 and for the years ended December 31, 2015 , 2014 and 2013 . All intercompany accounts and transactions within Horizon have been eliminated in the preparation of the consolidated financial statements. Transactions historically treated as intercompany between the Company and our former parent have been included in these consolidated financial statements and were considered effectively settled for cash at the time the transaction was recorded. The net effect of these transactions is reflected in the consolidated statements of cash flows as a financing activity and in the consolidated balance sheets as parent company investment. Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements. Such estimates and assumptions also affect the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include the carrying amount of property and equipment, goodwill and other intangibles, valuation allowances for receivables, inventories and deferred income tax assets, valuation of derivatives, estimated future unrecoverable lease costs, estimated unrecognized tax benefits, legal and product liability matters, assets and obligations related to employee benefits and allocated expenses, liabilities and assets from TriMas and the respective allocation methods. Actual results may differ from such estimates and assumptions. Cash and Cash Equivalents. The Company considers cash on hand and on deposit and investments in all highly liquid debt instruments with initial maturities of three months or less to be cash and cash equivalents. Receivables. Receivables are presented net of allowances for doubtful accounts of approximately $3.0 million and $3.2 million at December 31, 2015 and 2014 , respectively. The Company monitors its exposure for credit losses and maintains allowances for doubtful accounts based upon the Company's best estimate of probable losses inherent in the accounts receivable balances. The Company does not believe that significant credit risk exists due to its diverse customer base. Inventories. Inventories are stated at the lower of cost or market, with cost determined using the first-in, first-out method. Direct materials, direct labor and allocations of variable and fixed manufacturing-related overhead are included in inventory cost. Property and Equipment. Property and equipment additions, including significant improvements, are recorded at cost. Upon retirement or disposal of property and equipment, the cost and accumulated depreciation are removed from the accounts, and any gain or loss is included in the accompanying statement of income. Repair and maintenance costs are charged to expense as incurred. Depreciation and Amortization. Depreciation is computed principally using the straight-line method over the estimated useful lives of the assets. Annual depreciation rates are as follows: building and land/building improvements 10 to 40 years, and machinery and equipment, 3 to 15 years. Customer relationship intangibles are amortized over periods ranging from 5 to 25 years, while technology and other intangibles are amortized over periods ranging from 3 to 15 years. Capitalized debt issuance costs are amortized over the underlying terms of the related debt. Impairment of Long-Lived Assets and Definite-Lived Intangible Assets. The Company reviews, on at least a quarterly basis, the financial performance of each business unit for indicators of impairment. In reviewing for impairment indicators, the Company also considers events or changes in circumstances such as business prospects, customer retention, market trends, potential product obsolescence, competitive activities and other economic factors. An impairment loss is recognized when the carrying value of an asset group exceeds the future net undiscounted cash flows expected to be generated by that asset group. The impairment loss recognized is the amount by which the carrying value of the asset group exceeds its fair value. Goodwill. Goodwill relating to a single business reporting unit is included as an asset of the applicable segment. Goodwill arising from major acquisitions that involve multiple reportable segments is allocated to the reporting units based on the relative fair value of the reporting unit. The Company determines its reporting units at the individual operating segment level, or one level below, when there is discrete financial information available that is regularly reviewed by segment management for evaluating operating results. For purposes of the Company's 2015 goodwill impairment test, the Company had three reporting units within its two reportable segments, one of which had goodwill. Goodwill is reviewed by the Company for impairment on a reporting unit basis annually on October 1st or more frequently if indicators are present or changes in circumstances suggest that impairment may exist. The testing of goodwill for possible impairment is a two-step process. In the first step, the fair value of a reporting unit is compared with its carrying value, including goodwill. If fair value exceeds the carrying value, goodwill is not considered to be impaired. If the fair value of a reporting unit is below the carrying value, then step two is performed to measure the amount of the goodwill impairment loss for the reporting unit. This analysis requires the determination of the fair value of all of the individual assets and liabilities of the reporting unit, as if the reporting unit had been purchased on the analysis date. The Company estimates the fair value of each of its reporting units utilizing a weighting of the income approach and the market approach. The fair value under the income approach is calculated as the present value of estimated cash flows discounted using a risk-free market rate adjusted for a market participant's view of similar companies and perceived risks in cash flows. The fair value under the market approach is calculated using market multiples for peer groups applied to the operating results of the reporting units to determine fair value. The implied fair value of goodwill is then determined by subtracting the fair value of all identifiable net assets other than goodwill from the fair value of the reporting units, with an impairment charge recorded for the excess, if any, of the carrying amount of goodwill over the implied fair value. The impairment test performed on October 1, 2015, indicated the fair value of the reporting unit containing goodwill was in excess of the related carrying value of the net assets. Indefinite-Lived Intangibles. The Company assesses indefinite-lived intangible assets, primarily trademarks and trade names, for impairment on an annual basis by reviewing relevant quantitative factors. More frequent evaluations may be required if the Company experiences changes in its business climate or as a result of other triggering events that take place. Indefinite-lived assets are tested for impairment by comparing the fair value of each intangible asset with its carrying value. The value of indefinite-lived assets are based on the present value of projected cash flows using an income approach. If the carrying value exceeds fair value, the intangible asset is considered impaired and is reduced to fair value. Self-insurance. Horizon has historically, indirectly as a component of TriMas, participated in TriMas' self-insurance plans and has been allocated a portion of the related expenses and liabilities for the periods presented prior to the spin-off. TriMas was generally self-insured for losses and liabilities related to workers’ compensation, health and welfare claims and comprehensive general, product and vehicle liability. Liabilities associated with the risks were estimated by considering historical claims experience and other actuarial assumptions. Following the spin-off, we continued to participate in TriMas' health and welfare plan and reimbursed them for claims paid on our behalf. We instituted self-insurance plans for losses and liabilities related to workers' compensation and comprehensive general, product and vehicle liability. We are generally responsible for up to $0.5 million per occurrence under our retention program for workers' compensation and $1.0 million per occurrence under our comprehensive general, product and vehicle liability plan. Reserves for claims losses, including an estimate of related litigation defense costs, are recorded based upon the Company's estimates of the aggregate liability for claims incurred using actuarial assumptions about future events. Changes in assumptions for factors such as actual experience could cause these estimates to change. Revenue Recognition. Revenues from product sales are recognized when products are shipped or provided to customers, the customer takes ownership and assumes risk of loss, the sales price is fixed and determinable and collectability is reasonably assured. Net sales is comprised of gross revenues less estimates of expected returns, trade discounts and customer allowances, which include incentives such as cooperative advertising agreements, volume discounts and other supply agreements in connection with various programs. Such deductions are recorded during the period the related revenue is recognized. Cost of Sales. Cost of sales includes material, labor and overhead costs incurred in the manufacture of products sold in the period. Material costs include raw material, purchased components, outside processing and inbound freight costs. Overhead costs consist of variable and fixed manufacturing costs, wages and fringe benefits, and purchasing, receiving and inspection costs. Selling, General and Administrative Expenses. Selling, general and administrative expenses include the following: costs related to the advertising, sale, marketing and distribution of the Company’s products, shipping and handling costs, amortization of customer intangible assets, costs of finance, human resources, legal functions, executive management costs and other administrative expenses. Research and Development Costs. Research and development ("R&D") costs are expensed as incurred. R&D expenses were approximately $0.7 million , $0.9 million and $1.3 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, and are included in cost of sales in the accompanying statement of income. Shipping and Handling Expenses. Freight costs are included in cost of sales. Shipping and handling expenses, including those of Cequent Americas’ distribution network, are included in selling, general and administrative expenses in the accompanying statement of income. Shipping and handling costs were $4.3 million , $5.4 million and $4.6 million for each of the years ended December 31, 2015 , 2014 and 2013 , respectively. Advertising and Sales Promotion Costs. Advertising and sales promotion costs are expensed as incurred. Advertising costs were approximately $7.8 million , $8.8 million and $8.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, and are included in selling, general and administrative expenses in the accompanying statement of income. Income Taxes. For the purposes of the consolidated financial statements as of and for the six months ended June 30, 2015, the Company’s income tax expense and deferred income tax balances have been estimated as if the Company filed income tax returns on a stand-alone basis separate from former parent. As a stand-alone entity, deferred income taxes and effective tax rates may differ from those in the historical periods. Following the spin-off, the Company computes income taxes using the asset and liability method, whereby deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of assets and liabilities and for operating loss and tax credit carryforwards. Under the method, changes in tax rates and laws are recognized in income in the period such changes are enacted. Valuation allowances are determined based on an assessment of positive and negative evidence on a jurisdiction-by-jurisdiction basis and are utilized to reduce deferred tax assets to the amount more likely than not to be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to unrecognized tax benefits within income tax expense. Accrued interest and penalties are included within the related tax liability line in the consolidated balance sheets. The provision for federal, foreign, and state and local income taxes is calculated on income before income taxes based on current tax law and includes the cumulative effect of any changes in tax rates from those used previously in determining deferred tax assets and liabilities. Such provision differs from the amounts currently payable because certain items of income and expense are recognized in different reporting periods for financial reporting purposes than for income tax purposes. Foreign Currency Translation. The financial statements of subsidiaries located outside of the United States are measured using the currency of the primary economic environment in which they operate as the functional currency. When translating into U.S. dollars, income and expense items are translated at average monthly exchange rates and assets and liabilities are translated at exchange rates in effect at the balance sheet date. Translation adjustments resulting from translating the functional currency into U.S. dollars are deferred as a component of accumulated other comprehensive income in the statement of shareholders' equity. Net foreign currency transaction losses were approximately $1.4 million , $0.3 million and $0.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, and are included in other expense, net in the accompanying statement of income. Derivative Financial Instruments. The Company records all derivative financial instruments at fair value on the balance sheet as either assets or liabilities, and changes in their fair values are immediately recognized in earnings if the derivatives do not qualify as effective hedges. If a derivative is designated as a fair value hedge, then changes in the fair value of the derivative are offset against the changes in the fair value of the underlying hedged item. If a derivative is designated as a cash flow hedge, then the effective portion of the changes in the fair value of the derivative is recognized as a component of other comprehensive income until the underlying hedged item is recognized in earnings or the forecasted transaction is no longer probable of occurring. When the underlying hedged transaction is realized or the hedged transaction is no longer probable, the gain or loss included in accumulated other comprehensive loss is recorded in earnings and reflected in the consolidated statements of net income through cost of sales. The Company formally documents hedging relationships for all derivative transactions and the underlying hedged items, as well as its risk management objectives and strategies for undertaking the hedge transactions. Fair Value of Financial Instruments. In accounting for and disclosing the fair value of these instruments, the Company uses the following hierarchy: ▪ Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; ▪ Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and ▪ Level 3 inputs are unobservable inputs for the asset or liability. Valuation of the Company's foreign currency forward contracts are based on the income approach, which uses observable inputs such as forward currency exchange rates. The carrying value of financial instruments reported in the balance sheet for current assets and current liabilities approximates fair value due to the short maturity of these instruments The Company's term loan traded at 99.0% of par value as of December 31, 2015 . The valuation of the term loan was determined based on Level 2 inputs under the fair value hierarchy, as defined. Business Combinations. The Company records assets acquired and liabilities assumed from acquisitions at fair value. The fair value of working capital accounts generally approximate book value. The valuation of inventory, property, plant and equipment, and intangible assets require significant assumptions. Inventory is recorded based on the estimated selling price less costs to sell, including completion, disposal and holding period costs with a reasonable profit margin. Property, plant and equipment is recorded at fair value using a combination of both the cost and market approaches for both the real and personal property acquired. Under the cost approach, consideration is given to the amount required to construct or purchase a new asset of equal value at current prices, with adjustments in value for physical deterioration, as well as functional and economic obsolescence. Under the market approach, recent transactions for similar types of assets are used as the basis for estimating fair value. For trademark/trade names and technology and other intangible assets, the estimated fair value is based on projected discounted future net cash flows using the relief-from-royalty method. For customer relationship intangible assets, the estimated fair value is based on projected discounted future cash flows using the excess earnings method. The relief-from-royalty and excess earnings method are both income approaches that utilize key assumptions such as forecasts of revenue and expenses over an extended period of time, royalty rate percentages, tax rates, and estimated costs of debt and equity capital to discount the projected cash flows. Earnings Per Share. Basic earnings per share ("EPS") is computed based upon the weighted average number of common shares outstanding for each period. Diluted EPS is computed based on the weighted average number of common shares and common equivalent shares. Common equivalent shares represent the effect of stock-based awards during each period presented, which, if exercised, earned, or converted, would have a dilutive effect on earnings per share. On June 30, 2015, 18,062,027 shares of our common stock were distributed to TriMas shareholders of record to complete the spin-off from TriMas. For comparative purposes we have used weighted average shares of 18,062,027 to calculate basic EPS for all periods prior to the spin-off. Dilutive earnings per share are calculated to give effect to stock options and restricted shares outstanding during each period. Environmental Obligations. The Company is subject to increasingly stringent environmental laws and regulations, including those relating to air emissions, wastewater discharges and chemical and hazardous waste management and disposal. Some of these environmental laws hold owners or operators of land or businesses liable for their own and for previous owners’ or operators’ releases of hazardous or toxic substances or wastes. Other environmental laws and regulations require the obtainment and compliance with environmental permits. To date, costs of complying with environmental, health and safety requirements have not been material; however, the Company cannot quantify with certainty the potential impact of future compliance efforts and environmental remediation actions. While the Company must comply with existing and pending climate change legislation, regulation and international treaties or accords, current laws and regulations have not had a material impact on the Company’s business, capital expenditures or financial position. Future events, including those relating to climate change or greenhouse gas regulation could require the Company to incur expenses related to the modification or curtailment of operations, installation of pollution control equipment or investigation and cleanup of contaminated sites. Ordinary Course Claims. The Company is subject to claims and litigation in the ordinary course of business, but does not believe that any such claim or litigation is likely to have a material adverse effect on its financial position and results of operations or cash flows. Stock-based Compensation. The Company measures stock-based compensation expense at fair value as of the grant date in accordance with U.S. GAAP and recognizes such expenses over the vesting period of the stock-based employee awards, net of estimated forfeitures. Stock options are issued with an exercise price equal to the opening market price of Horizon common shares on the date of grant. The fair value of stock options is determined using a Black-Scholes option pricing model, which incorporates assumptions regarding the expected volatility, expected option life, risk-free interest rate and expected dividend yield. In addition, the Company periodically updates its estimate of attainment for each restricted share with a performance factor based on current and forecasted results, reflecting the change from prior estimate, if any, in current period compensation expense. Other Comprehensive Income. The Company refers to other comprehensive income as revenues, expenses, gains and losses that under U.S. GAAP are included in comprehensive income but are excluded from net earnings as these amounts are recorded directly as an adjustment to accumulated deficit. Other comprehensive income is comprised of foreign currency translation adjustments and changes in unrealized gains and losses on forward currency contracts. Parent Company Investment . Parent company investment in the consolidated balance sheets represents TriMas’ historical investment in Horizon, accumulated net earnings after taxes and the net effect of the transactions with and allocations from TriMas. |
Facility Closures
Facility Closures | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | |
Facility Closures | Facility Closures Ciudad Juarez, Mexico and El Paso, Texas facilities In July 2015, the Company announced plans to close its manufacturing facility in Ciudad Juarez, Mexico along with its distribution warehouse in El Paso, Texas. The Company plans to complete the move and vacate the Juarez, Mexico and El Paso, Texas sites by April 30, 2016 . The Company is party to lease agreements for these facilities for which it has non-cancellable future rental obligations of approximately $4.6 million , for which the Company will establish accruals upon exit of the facilities, net of estimated recoveries. The lease agreements expire in 2019 and 2020, respectively. Most of the manufacturing is being relocated to the Company's existing facilities in Reynosa, Mexico. The distribution operations are moving to a new warehouse facility, also in Reynosa, Mexico. During the year ended December 31, 2015 , the Company recorded charges, primarily for severance benefits for its approximately 214 hourly workers to be involuntarily terminated. These charges were approximately $0.9 million , of which $0.8 million is included in cost of sales and approximately $0.1 million is included in selling, general and administrative expenses. Also, during the three months ended December 31, 2015 , the Company recorded charges, primarily related to severance benefits for approximately 47 salaried employees to be involuntarily terminated as part of the closure of approximately $0.9 million , of which approximately $0.7 million is included in cost of sales and approximately $0.2 million is included in selling, general and administrative expenses. Through December 31, 2015 , the Company paid approximately $0.2 million of the total hourly and salaried severance benefits, with the remainder expected to be paid by mid-2016. In addition, during the year ended December 31, 2015 , the Company incurred $0.1 million of pre-tax non-cash charges related to accelerated depreciation expense as a result of shortening the expected lives on certain machinery, equipment and leasehold improvement assets that the Company will no longer utilize following the facility closure. Goshen, Indiana facility In November 2012, the Company announced plans to close its manufacturing facility in Goshen, Indiana, moving production to lower-cost manufacturing facilities during 2013. The Company completed the move and ceased operations in Goshen during the fourth quarter of 2013. During 2013, the Company recorded charges, primarily for severance benefits for its approximately 350 union hourly workers to be involuntarily terminated, of approximately $4.0 million . As of December 31, 2014, the hourly and salary benefits had been fully paid, with approximately $1.1 million being paid during the year ended December 31, 2014. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill Changes in the carrying amount of goodwill, which is specific to the Cequent Americas reportable segment, for the years ended December 31, 2015 and 2014 are as follows: Cequent Cequent Americas APEA Total (dollars in thousands) Balance, December 31, 2013 $ 7,180 $ — $ 7,180 Foreign currency translation (600 ) — (600 ) Balance, December 31, 2014 $ 6,580 $ — $ 6,580 Foreign currency translation (2,170 ) — (2,170 ) Balance, December 31, 2015 $ 4,410 $ — $ 4,410 Other Intangible Assets The gross carrying amounts and accumulated amortization of the Company's other intangibles as of December 31, 2015 and 2014 are summarized below. The Company amortizes these assets over periods ranging from 3 to 25 years. As of December 31, 2015 As of December 31, 2014 Intangible Category by Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (dollars in thousands) Finite-lived intangible assets: Customer relationships, 5 - 12 years $ 32,550 $ (26,880 ) $ 34,170 $ (26,190 ) Customer relationships, 15 - 25 years 105,380 (78,180 ) 105,380 (72,250 ) Total customer relationships 137,930 (105,060 ) 139,550 (98,440 ) Technology and other, 3 - 15 years 14,480 (14,060 ) 14,600 (13,910 ) Total finite-lived intangible assets 152,410 (119,120 ) 154,150 (112,350 ) Trademark/Trade names 22,730 — 24,710 — Total other intangible assets $ 175,140 $ (119,120 ) $ 178,860 $ (112,350 ) Amortization expense related to intangible assets as included in the accompanying consolidated statement of income is summarized as follows: Year ended December 31, 2015 2014 2013 (dollars in thousands) Technology and other, included in cost of sales $ 190 $ 280 $ 410 Customer relationships, included in selling, general and administrative expenses 7,150 7,270 7,070 Total amortization expense $ 7,340 $ 7,550 $ 7,480 Estimated amortization expense for the next five fiscal years beginning after December 31, 2015 is as follows: Year ended December 31, Estimated Amortization Expense (dollars in thousands) 2016 $7,740 2017 $7,220 2018 $4,150 2019 $3,700 2020 $3,610 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following components: December 31, December 31, (dollars in thousands) Finished goods $ 83,870 $ 89,550 Work in process 7,080 6,810 Raw materials 28,520 27,170 Total inventories $ 119,470 $ 123,530 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consists of the following components: December 31, December 31, (dollars in thousands) Land and land improvements $ — $ 290 Buildings 8,330 9,250 Machinery and equipment 95,860 118,460 104,190 128,000 Less: Accumulated depreciation 58,300 72,820 Property and equipment, net $ 45,890 $ 55,180 Depreciation expense as included in the accompanying consolidated statement of income is as follows: Year ended December 31, 2015 2014 2013 (dollars in thousands) Depreciation expense, included in cost of sales $ 8,210 $ 9,580 $ 10,190 Depreciation expense, included in selling, general and administrative expense 1,530 1,800 1,780 Total depreciation expense $ 9,740 $ 11,380 $ 11,970 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | Accrued Liabilities As of December 31, 2015 and 2014 , accrued wages and bonus were approximately $9.6 million and $8.7 million , respectively. No other classification of accrued liabilities exceeded 5% of current liabilities as of December 31, 2015 and 2014 . Other long-term liabilities consist of the following components: December 31, December 31, (dollars in thousands) Unrecognized tax benefits and related penalties and interest $ 7,210 $ 10,590 Deferred purchase price and contingent consideration 4,580 7,710 Other 7,780 7,690 Total accrued liabilities $ 19,570 $ 25,990 |
Long-term Debt
Long-term Debt | 12 Months Ended |
Dec. 31, 2013 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt The Company's long-term debt consists of the following: December 31, December 31, (dollars in thousands) Term B Loan $ 188,520 $ — Bank facilities — 140 Capital leases and other long-term debt 220 620 188,740 760 Less: Current maturities, long-term debt 10,130 460 Long-term debt $ 178,610 $ 300 ABL Facility On December 22, 2015, the Company entered into an amended and restated loan agreement among the Company, Cequent Performance Products, Inc. ("Cequent Performance"), Cequent Consumer Products, Inc. ("Cequent Consumer"), Cequent UK Limited, Cequent Towing Products of Canada Ltd., certain other subsidiaries of the Company party thereto as guarantors, the lenders party thereto and Bank of America, N.A., as agent for the lenders (the "ABL Loan Agreement"), under which the lenders party thereto agreed to provide the Company and certain of its subsidiaries with a committed asset-based revolving credit facility (the "ABL Facility") providing for revolving loans up to an aggregate principal amount of $99.0 million . The ABL Loan Agreement provides for the increase of the U.S. sub-facility from an aggregate principal amount of $85.0 million to up to $94.0 million (subject to availability under a U.S.-specific borrowing base) (the "U.S. Facility"), and the establishment of two new sub-facilities, (i) a Canadian sub-facility, in an aggregate principal amount of up to $2.0 million (subject to availability under a Canadian-specific borrowing base) (the "Canadian Facility") and (ii) a U.K. sub-facility in an aggregate principal amount of up to $3.0 million (subject to availability under a U.K.-specific borrowing base) (the "U.K. Facility"). The ABL Facility also includes a $20.0 million letter of credit sub-facility, which matures on June 30, 2020. Borrowings under the ABL Facility bear interest, at the Company's election, at either (i) the Base Rate (as defined per the credit agreement, the "Base Rate") plus the Applicable Margin (as defined per the credit agreement "Applicable Margin"), or (ii) the London Interbank Offered Rate ("LIBOR") plus the Applicable Margin. The Company incurs fees with respect to the ABL Facility, including (i) an unused line fee of 0.25% times the amount by which the revolver commitments exceed the average daily revolver usage during any month, (ii) facility fees equal to the applicable margin in effect for LIBOR revolving loans, as defined per the credit agreement, times the average daily stated amount of letters of credit, (iii) a fronting fee equal to 0.125% per annum on the stated amount of each letter of credit and (iv) customary administrative fees. All of the indebtedness of the U.S. Facility is and will be guaranteed by the Company's existing and future material domestic subsidiaries and is and will be secured by substantially all of the assets of the Company and such guarantors. In connection with the ABL Loan Agreement, Cequent Performance and certain other subsidiaries of the Company party to the ABL Loan Agreement entered into a foreign facility guarantee and collateral agreement (the "Foreign Collateral Agreement") in order to secure and guarantee the obligation under the Canadian Facility and the U.K. Facility. Under the Foreign Collateral Agreement, Cequent Performance and the other subsidiaries of the Company party thereto granted a lien on certain of their assets to Bank of America, N.A., as the agent for the lenders and other secured parties under the Canadian Facility and U.K. Facility. The ABL Loan Agreement contains customary negative covenants, and does not include any financial maintenance covenants other than a springing minimum fixed charge coverage ratio of at least 1.00 to 1.00 on a trailing twelve-month basis, which will be tested only upon the occurrence of an event of default or certain other conditions as specified in the agreement. At December 31, 2015 , the Company was in compliance with its financial covenants contained in the ABL Facility. Debt issuance costs of approximately $2.3 million were incurred in connection with the entry into and amendment of the ABL Facility. These debt issuance costs will be amortized into interest expense over the contractual term of the loan. The Company recognized $0.1 million related to the amortization of debt issuance costs during the year ended December 31, 2015 , which is included in the accompanying consolidated statements of income. As of December 31, 2015 , there were $2.2 million of unamortized debt issuance costs included in other assets in the accompanying consolidated balance sheet. As of December 31, 2015 , there were no amounts outstanding under the ABL facility. Total letters of credit issued at December 31, 2015 were $6.4 million . Subject to borrowing base availability, the Company had $92.6 million in available funds from the ABL facility as of December 31, 2015 . Term Loan On June 30, 2015, the Company entered into a term loan agreement ("Term B Loan") under which the Company borrowed an aggregate of $200.0 million , which matures on June 30, 2021. The Term B Loan permits the Company to request incremental term loan facilities, subject to certain conditions, in an aggregate principal amount, together with the aggregate principal amount of incremental equivalent debt incurred by the Company, of up to $25.0 million , plus an additional amount such that the Company's pro forma first lien net leverage ratio (as defined in the term loan agreement) would not exceed 3.50 to 1.00 as a result of the incurrence thereof. Borrowings under the Term B Loan bear interest, at the Company's election, at either (i) the Base Rate plus 5% per annum, or (ii) LIBOR plus 6% per annum. Principal payments required under the Term B Loan are $2.5 million due each calendar quarter beginning September 2015. Commencing with the fiscal year ending December 31, 2016, and for each fiscal year thereafter, the Company will also be required to make prepayments of outstanding amounts under the Term B Loan in an amount equal to 50.0% of the Company's excess cash flow for such fiscal year, as defined in the Term B Loan, subject to adjustments based on the Company's leverage ratio and optional prepayments of term loans and certain other indebtedness. All of the indebtedness under the Term B Loan is and will be guaranteed by the Company's existing and future material domestic subsidiaries and is and will be secured by substantially all of the assets of the Company and such guarantors. The Term B Loan contains customary negative covenants, and also contains a financial maintenance covenant which requires the Company to maintain a net leverage ratio not exceeding, through the fiscal quarter ending September 30, 2016, 5.25 to 1.00 ; through the fiscal quarter ending September 30, 2017, 5.00 to 1.00 ; through the fiscal quarter ending September 30, 2018, 4.75 to 1.00 ; and thereafter, 4.50 to 1.00 . At December 31, 2015 , the Company was in compliance with its financial covenants as described in the Term B Loan. Debt issuance costs of approximately $3.2 million were incurred in connection with the Term B Loan, along with the original issue discount of $4.0 million . Both the debt issuance costs and the original issue discount will be amortized into interest expense over the life of the Term B Loan. The Company recognized $0.7 million related to the amortization of debt issuance costs and original issue discount during the year ended December 31, 2015 , which is included in the accompanying consolidated statements of income. As of December 31, 2015 , the Company had an aggregate principal amount of $195.0 million outstanding under the Term B Loan bearing interest at 7.00% , and had $6.5 million of unamortized debt issuance costs and original issue discount, all of which are recorded as a reduction of the debt balance on the Company's consolidated balance sheet. As of December 31, 2015 , the Company's Term B Loan traded at approximately 99.0% of par value. The valuation of the Term B Loan was determined based on Level 2 inputs under the fair value hierarchy, as defined in Note 3 , " Summary of Significant Accounting Polices. " Bank facilities In Australia, the Company's subsidiary is party to a revolving debt facility with a borrowing capacity of approximately $10.9 million , which matures on March 31, 2016 , is subject to interest at a bank-specified rate plus 1.90% and is secured by substantially all the assets of the subsidiary. No amounts were outstanding as of December 31, 2015 and December 31, 2014 under this agreement. In May 2014, the Company's Dutch subsidiary entered into a credit agreement consisting of a $12.5 million uncommitted working capital facility which matured on May 29, 2015 . This facility was subject to interest at LIBOR plus 2.75% per annum and was guaranteed by TriMas. In addition, this Dutch subsidiary was subject to an overdraft facility in conjunction with the uncommitted working capital facility up to $1.0 million , subject to interest at U.S. dollar prime rate plus 0.75% . This facility matured in May 2015 and accordingly no balances were outstanding at December 31, 2015 . As of December 31, 2014 , $0.1 million was outstanding on this facility. Long-term Debt Maturities Future maturities of the face value of long-term debt at December 31, 2015 are as follows (in thousands): 2016 $ 10,000 2017 10,000 2018 10,000 2019 10,000 2020 10,000 Thereafter 145,000 Total $ 195,000 |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Foreign Currency Exchange Rate Risk As of December 31, 2015 , the Company was party to forward contracts to hedge changes in foreign currency exchange rates with notional amounts of approximately $29.5 million . The Company uses foreign currency forward contracts to mitigate the risk associated with fluctuations in currency rates impacting cash flows related to certain payments for contract manufacturing in its lower-cost manufacturing facilities. The foreign currency forward contracts hedge currency exposure between the Mexican peso and the U.S. dollar, the Thai baht and the Australian dollar and the U.S. dollar and the Australian dollar and mature at specified monthly settlement dates through December 2016. At inception, the Company designated the foreign currency forward contracts as cash flow hedges. Upon purchase of certain inventories the Company de-designates the foreign currency forward contract. Financial Statement Presentation As of December 31, 2015 and 2014 , the fair value carrying amount of the Company's derivative instruments are recorded as follows: Asset / (Liability) Derivatives Balance Sheet Caption December 31, 2015 December 31, 2014 (dollars in thousands) Derivatives designated as hedging instruments Foreign currency forward contracts Accrued liabilities $ (800 ) $ (150 ) Total derivatives designated as hedging instruments (800 ) (150 ) Derivatives de-designated as hedging instruments Foreign currency forward contracts Other assets 30 — Foreign currency forward contracts Accrued liabilities (190 ) — Total derivatives de-designated as hedging instruments (160 ) — Total derivatives $ (960 ) $ (150 ) The following table summarizes the loss recognized in accumulated other comprehensive income ("AOCI") and the amounts reclassified from AOCI into earnings as of December 31, 2015 and 2014 , and for the years ended December 31, 2015 , 2014 and 2013 . Amount of Loss Recognized Location of Income (Loss) Reclassified from AOCI into Earnings Amount of Income (Loss) Reclassified from As of December 31, Year ended December 31, 2015 2014 2015 2014 2013 (dollars in thousands) (dollars in thousands) Derivatives designated as hedging instruments Foreign currency forward contracts $ (710 ) $ (70 ) Cost of sales $ (590 ) $ 170 $ — Over the next 12 months, the Company expects to reclassify approximately $0.8 million of pre-tax deferred losses from AOCI to cost of sales as inventory purchases are settled. De-designated Derivatives The gain or loss resulting from the change in fair value on de-designated derivative forward contracts is reported within cost of sales on the Company's consolidated statements of income. The loss on de-designated derivatives amounted to $0.1 million for the year ended December 31, 2015 . There were no de-designated derivatives during the years ended December 31, 2014 and 2013 . Fair Value Measurements The fair value of the Company's derivatives are estimated using an income approach based on valuation techniques to convert future amounts to a single, discounted amount. Estimates of the fair value of the Company's foreign currency forward contracts use observable inputs such as forward currency exchange rates. Fair value measurements and the fair value hierarchy level for the Company's assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and December 31, 2014 are shown below. Frequency Liability Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (dollars in thousands) December 31, 2015 Foreign currency forward contracts Recurring $ (960 ) $ — $ (960 ) $ — December 31, 2014 Foreign currency forward contracts Recurring $ (150 ) $ — $ (150 ) $ — |
Leases
Leases | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Leases | Leases The Company leases certain equipment and facilities under non-cancelable operating leases. Rental expense for the Company totaled approximately $15.8 million in 2015 , $15.1 million in 2014 and $15.1 million in 2013 . Minimum payments for operating leases having initial or remaining non-cancelable lease terms in excess of one year at December 31, 2015 are summarized below (in thousands): 2016 $ 13,550 2017 13,370 2018 11,770 2019 9,080 2020 6,420 Thereafter 8,780 Total $ 62,970 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company's domestic salaried and hourly employees participate in a defined contribution profit sharing plan sponsored by TriMas and reimbursed by Horizon. The plan contains both contributory and noncontributory profit sharing arrangements, as defined. Aggregate charges included in the accompanying consolidated statements of income under this plan were approximately $1.6 million , $1.6 million and $1.7 million for the years ended December 31, 2015 , 2014 and 2013 , respectively. |
Equity Awards
Equity Awards | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Awards | Equity Awards Description of the Plan Prior to the spin-off, certain employees of Horizon participated in the following TriMas equity incentive plans: the 2011 TriMas Corporation Omnibus Incentive Compensation Plan, the TriMas Corporation 2006 Long Term Equity Incentive Plan and the TriMas Corporation 2002 Long Term Equity Incentive Plan (collectively, the "TriMas Plans") and were eligible to receive TriMas stock-based awards including stock options, restricted share awards and performance-based restricted share units. Effective June 30, 2015, Horizon employees and non-employee directors began participating in the Horizon Global Corporation 2015 Equity and Incentive Compensation Plan ("Horizon 2015 Plan"). The Horizon 2015 Plan authorizes the Compensation Committee of the Horizon Board of Directors to grant stock options (including "incentive stock options" as defined in Section 422 of the U.S. Internal Revenue Code), restricted shares, restricted stock units, performance shares, performance units, cash incentive awards, and certain other awards based on or related to our common stock to Horizon employees and non-employee directors. No more than 2.0 million Horizon common shares may be delivered under the Horizon 2015 Plan, with no more than 0.5 million "replacement awards" to former holders of TriMas equity awards under the TriMas Plans. In connection with the spin-off, certain stock compensation awards granted under the TriMas Plans were modified to substitute awards under the Horizon 2015 Plan and adjusted as follows: ▪ with respect to each adjusted stock option award covering Horizon common stock, the per-share exercise price for such award was established so that the award would retain immediately after the spin-off, in the aggregate, the same intrinsic value that the original TriMas stock option award had immediately prior to the spin-off (subject to rounding); ▪ with respect to each adjusted stock option, restricted share, and restricted stock unit award covering Horizon common stock, the number of underlying shares of common stock subject to such award was equitably adjusted so that the award would retain immediately after the spin-off, in the aggregate, the same intrinsic value that the award had immediately prior to the spin-off (subject to rounding); ▪ with respect to any continuous employment requirement associated with any equity incentive awards, such requirement will be satisfied after the spin-off by a Horizon employee based on his or her continuous employment with Horizon; ▪ to the extent any original TriMas equity incentive award is subject to accelerated vesting or exercisability in the event of a "change of control," the corresponding post-spin-off Horizon equity incentive awards will generally accelerate in the same manner in the event of a change of control of Horizon; and The modification of the stock compensation awards occurred in conjunction with the distribution of Horizon common shares to TriMas shareholders on the June 30, 2015 after-market distribution. As a result, no grant, exercise or cancellation activity occurred and no additional compensation was recognized as a result of the substitution. Stock Options During 2015, the Company granted 215,706 total stock options to certain key employees, including named executive officers. Stock options granted on August 14, 2015, in the quantity of 154,856 , have a term of ten years and vest ratably on (i) the first anniversary of the date of grant, (ii) March 1, 2017 and (iii) March 1, 2018 . Stock options granted on October 7, 2015, in the quantity of 60,850 have a term of ten years and vest in full on March 5, 2017. The following table provides the significant assumptions used to calculate the grant date fair market value of options granted using the Black-Scholes option pricing method: October 7, 2015 Grant August 14, 2015 Grant Weighted-average fair value per option $ 3.60 $ 4.41 Exercise price $ 9.20 $ 11.02 Risk-free interest rate 1.56 % 1.79 % Dividend yield 0 % 0 % Expected stock volatility 39.54 % 39.54 % Expected life (years) 5.7 5.8 The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model. The expected term was determined using the simplified method as described in Staff Accounting Bulletin Topic 14: "Share-Based Payment", as the Company did not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term . In the absence of adequate stock price history for Horizon common stock, the expected volatility related to stock option awards granted subsequent to the spin-off is based on the historical volatility of a selected group of peer companies' stock. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The following summarizes Horizon stock option activity from June 30, 2015 to December 31, 2015 : Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at June 30, 2015 (1) 9,299 $ 3.69 Granted 215,706 10.56 Exercised (6,569 ) 0.53 Canceled, forfeited — — Expired — — Outstanding at December 31, 2015 218,436 $ 10.57 9.6 $ 63,767 __________________________ (1) Amounts outstanding at June 30, 2015 represent replacement awards issued as a result of the spin-off from TriMas. As of December 31, 2015 , there was $0.7 million in unrecognized compensation costs related to stock options that is expected to be recognized over a weighted-average period of 1.3 years. There was no unrecognized compensation costs related to stock options as of December 31, 2014 . The Company recognized approximately $0.2 million of stock-based compensation expense related to stock options during the year ended December 31, 2015 . The Company recognized no stock option related compensation expense for the years ended December 31, 2014 and 2013 . At December 31, 2015 , there were 2,730 vested and exercisable stock options with a weighted average exercise price of $11.3 . Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying consolidated statements of income. Restricted Shares In August 2015, the Company granted 205,922 restricted shares to certain key employees and non-employee directors. The total grant consisted of 32,180 restricted shares that vest on May 1, 2016, 20,884 restricted shares that vest on March 5, 2017 and 152,858 restricted shares that vest on July 1, 2018 . In October 2015, the Company granted 8,045 restricted shares to key employees, the restricted shares vest in full on July 1, 2018. The grant date fair value of r estricted shares is expensed on a straight-line basis over the vesting period. Restricted share fair values are based on the closing trading price of the Company's common stock on the date of grant. These shares are subject only to a service condition and vest as described above so long as each individual remains an employee or non-employee director, as applicable. The following summarizes Horizon restricted share activity from June 30, 2015 to December 31, 2015 : Number of Unvested Restricted Shares Weighted Average Grant Date Fair Value Outstanding at June 30, 2015 (1) 229,046 $ 16.05 Granted 213,967 10.96 Vested (7,752 ) 8.98 Canceled, forfeited (63,042 ) 16.58 Outstanding at December 31, 2015 372,219 $ 13.11 __________________________ (1) Amounts outstanding at June 30, 2015 represent replacement awards issued as a result of the spin-off from TriMas. As of December 31, 2015 , there was $2.6 million in unrecognized compensation costs related to unvested restricted shares that is expected to be recognized over a weighted-average period of 1.5 years. The Company recognized approximately $2.3 million , $2.7 million and $3.6 million of stock-based compensation expense related to restricted shares during the years ended December 31, 2015 , 2014 and 2013 , respectively. Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying consolidated statements of income. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share On June 30, 2015 , approximately 18.1 million common shares of Horizon Global were distributed to TriMas shareholders in conjunction with the spin-off. For comparative purposes, and to provide a more meaningful calculation for weighted average shares, the weighted average shares outstanding as of June 30, 2015 were assumed to be outstanding as of the beginning of each period presented prior to the spin-off in the calculation of basic weighted average shares. Diluted earnings per share are calculated to give effect to stock options and restricted shares outstanding during each period. The following table sets forth the reconciliation of the numerator and the denominator of basic earnings per share and diluted earnings per share for the years ended December 31, 2015 , 2014 and 2013 : Year Ended December 31, 2015 2014 2013 (dollars in thousands, except for per share amounts) Numerator: Net income for basic and diluted earnings per share $ 8,300 $ 15,350 $ 9,780 Denominator: Weighted average shares outstanding, basic 18,064,491 18,062,027 18,062,027 Dilutive effect of stock-based awards 96,361 51,389 36,618 Weighted average shares outstanding, diluted 18,160,852 18,113,416 18,098,645 Basic earnings per share $ 0.46 $ 0.85 $ 0.54 Diluted earnings per share $ 0.46 $ 0.85 $ 0.54 The effect of certain common stock equivalents, including a number of our stock options, were excluded from the computation of weighted average diluted shares outstanding for years ended December 31, 2015 , 2014 and 2013 , as inclusion would have resulted in antidilution. A summary of these antidilutive common stock equivalents is provided in the table below: Year Ended December 31, 2015 2014 2013 Number of options 212,088 — — Exercise price of options $9.20-11.29 — — |
Other Comprehensive Income
Other Comprehensive Income | 12 Months Ended |
Dec. 31, 2015 | |
Other Comprehensive Income [Abstract] | |
Other Comprehensive Income | Other Comprehensive Income Changes in AOCI by component for the years ended December 31, 2015 and 2014 are summarized as follows, net of tax: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2013 $ — $ 14,700 $ 14,700 Net unrealized losses arising during the period (1) 80 (7,240 ) (7,160 ) Less: Net realized losses reclassified to net income (2) 150 — 150 Net current-period change $ (70 ) $ (7,240 ) $ (7,310 ) Balance, December 31, 2014 $ (70 ) $ 7,460 $ 7,390 Net transfer from former parent — 5,230 5,230 Net unrealized losses arising during the period (3) (1,310 ) (9,510 ) (10,820 ) Less: Net realized losses reclassified to net income (4) (670 ) — (670 ) Net current-period change (640 ) (4,280 ) (4,920 ) Balance, December 31, 2015 $ (710 ) $ 3,180 $ 2,470 __________________________ (1) Derivative instruments, net of income tax benefit of $20 thousand . (2) Derivative instruments, net of income tax benefit of $20 thousand . See Note 10 , " Derivative Instruments ," for further details. (3) Derivative instruments, net of income tax benefit of $0.1 million . (4) Derivative instruments, net of income tax expense of $0.8 million . See Note 10 , " Derivative Instruments ," for further details. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2013 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Horizon groups its operating segments into reportable segments by the region in which sales and manufacturing efforts are focused. Each operating segment has discrete financial information evaluated regularly by the Company's chief operating decision maker in determining resource allocation and assessing performance. See below for further information regarding the types of products and services provided within each reportable segment. Cequent Americas - A market leader in the design, manufacture and distribution of a wide variety of high-quality, custom engineered towing, trailering and cargo management products and related accessories. These products are designed to support OEMs, original equipment suppliers, aftermarket and retail customers in the agricultural, automotive, construction, industrial, marine, military, recreational vehicle, trailer and utility end markets. Products include brake controllers, cargo management, heavy-duty towing products, jacks and couplers, protection/securing systems, trailer structural and electrical components, tow bars, vehicle roof racks, vehicle trailer hitches and additional accessories. Cequent APEA - With a product offering similar to Cequent Americas, Cequent APEA focuses its sales and manufacturing efforts in the Asia Pacific, Europe and Africa regions of the world. Segment activity is as follows: Year ended December 31, 2015 2014 2013 (dollars in thousands) Net Sales Cequent Americas $ 429,310 $ 446,670 $ 436,650 Cequent APEA 146,200 165,110 151,620 Total $ 575,510 $ 611,780 $ 588,270 Operating Profit (Loss) Cequent Americas $ 30,300 $ 30,810 $ 8,040 Cequent APEA 7,550 7,650 13,700 Corporate (18,280 ) (14,000 ) (16,070 ) Total $ 19,570 $ 24,460 $ 5,670 Capital Expenditures Cequent Americas $ 5,970 $ 4,530 $ 5,610 Cequent APEA 2,050 6,910 9,650 Corporate 300 — — Total $ 8,320 $ 11,440 $ 15,260 Depreciation and Amortization Cequent Americas $ 10,750 $ 11,410 $ 13,680 Cequent APEA 6,200 7,520 5,770 Corporate 130 — — Total $ 17,080 $ 18,930 $ 19,450 As of December 31, 2015 2014 (dollars in thousands) Total Assets Cequent Americas $ 220,030 $ 241,030 Cequent APEA 89,360 98,350 Corporate 22,190 120 Total $ 331,580 $ 339,500 The following tables present the Company's net sales for each of the years ended December 31 and total assets at each year ended December 31, attributed to each subsidiary's continent of domicile. Other than Australia, there was no single non-U.S. country for which net sales and net assets were significant to the combined net sales and net assets of the Company taken as a whole. Year ended December 31, 2015 2014 2013 (dollars in thousands) Net Sales Total U.S. $ 412,500 $ 424,090 $ 419,360 Non-U.S. Australia $ 73,640 $ 87,010 $ 95,320 Europe 39,490 45,340 22,740 Asia 21,630 23,960 30,250 Africa 11,440 8,800 3,310 Other Americas 16,810 22,580 17,290 Total non-U.S 163,010 187,690 168,910 Total $ 575,510 $ 611,780 $ 588,270 As of December 31, 2015 2014 (dollars in thousands) Total Assets Total U.S. $ 217,180 $ 192,960 Non-U.S. Australia $ 44,350 $ 52,330 Europe 27,890 29,540 Asia 10,170 18,670 Africa 7,120 6,810 Other Americas 24,870 39,190 Total non-U.S 114,400 146,540 Total $ 331,580 $ 339,500 The Company's export sales from the U.S. approximated $33.8 million , $38.0 million and $37.9 million for the years ended 2015 , 2014 and 2013 , respectively. The following table presents the Company's net sales contributed by product group for the years ended December 31, 2015 , 2014 and 2013 . Year ended December 31, 2015 2014 2013 Towing 58.1 % 58.2 % 57.7 % Trailering 23.8 % 24.4 % 24.3 % Cargo Management 9.5 % 10.6 % 10.7 % Other 8.6 % 6.8 % 7.3 % 100.0 % 100.0 % 100.0 % |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's income before income taxes and income tax expense, each by tax jurisdiction, consisted of the following: Year ended December 31, 2015 2014 2013 (dollars in thousands) Income (loss) before income taxes: Domestic $ (9,750 ) $ 5,170 $ (13,930 ) Foreign 16,770 15,420 20,000 Income before income taxes $ 7,020 $ 20,590 $ 6,070 Current income tax benefit (expense): Federal $ 550 $ (4,690 ) $ 1,770 State and local (610 ) (450 ) (80 ) Foreign (3,580 ) (2,820 ) (2,440 ) Total current income tax expense (3,640 ) (7,960 ) (750 ) Deferred income tax benefit (expense): Federal 3,840 2,880 3,150 State and local (40 ) 80 450 Foreign 1,120 (240 ) 860 Total deferred income tax benefit 4,920 2,720 4,460 Income tax benefit (expense) $ 1,280 $ (5,240 ) $ 3,710 The components of deferred taxes at December 31, 2015 and 2014 are as follows: As of December 31, 2015 2014 (dollars in thousands) Deferred tax assets: Accounts receivable $ 1,080 $ 1,250 Inventories 3,640 3,680 Property and equipment 100 — Accrued liabilities and other long-term liabilities 12,260 10,390 Tax loss and credit carryforwards 4,570 5,100 Gross deferred tax asset 21,650 20,420 Valuation allowances (4,420 ) (3,850 ) Net deferred tax asset 17,230 16,570 Deferred tax liabilities: Property and equipment — (400 ) Goodwill and other intangible assets (14,530 ) (18,430 ) Other, principally deferred income (1,110 ) (180 ) Gross deferred tax liability (15,640 ) (19,010 ) Net deferred tax (liability) asset $ 1,590 $ (2,440 ) The following is a reconciliation of income tax expense computed at the U.S. federal statutory rate to income tax expense: Year ended December 31, 2015 2014 2013 (dollars in thousands) U.S. federal statutory rate 35 % 35 % 35 % Tax at U.S. federal statutory rate $ 2,460 $ 7,210 $ 2,130 State and local taxes, net of federal tax benefit 650 240 (220 ) Differences in statutory foreign tax rates (4,350 ) (4,950 ) (4,090 ) Change in recognized tax benefits (2,950 ) 720 610 Tax holiday (1) (1,190 ) (410 ) (1,980 ) Nontaxable gains — — (850 ) Withholding taxes 590 460 450 Tax credits (300 ) (370 ) (720 ) Net change in valuation allowance 1,480 1,790 780 Spin-off related restructuring costs 2,450 — — Other, net (120 ) 550 180 Income tax expense (benefit) $ (1,280 ) $ 5,240 $ (3,710 ) __________________________ (1) Tax holiday related to Thailand which expires on December 31, 2017. The Company has recorded deferred tax assets on $1.0 million of various state operating loss carryforwards and $14.6 million of various foreign operating loss carryforwards. The majority of the state tax loss carryforwards expire between 2025 - 2027 and the majority foreign losses have indefinite carryforward periods. Prior to the spin-off, cash payments for federal and state income taxes were made by our former parent on behalf of the Company. Subsequent to the spin-off, the Company made cash payments for federal and state income taxes of $0.3 million during 2015 . Cash payments for foreign income taxes were $2.8 million , $3.2 million and $5.6 million for the years ended December 31, 2015 , 2014 and 2013 respectively. In general, it is the practice and intention of the Company to reinvest the earnings of its non-U.S. subsidiaries in those operations. As of December 31, 2015 , the Company has not made a provision for U.S. or additional non-U.S. withholding taxes on approximately $75.7 million of undistributed earnings of non-U.S. subsidiaries that are considered to be permanently reinvested. Generally, such amounts become subject to U.S. taxation upon remittance of dividends and under certain other circumstances. It is not practicable to estimate the amount of deferred tax liability related to investments in these non-U.S. subsidiaries. Unrecognized Tax Benefits The Company has approximately $4.6 million and $10.0 million of unrecognized tax benefits (“UTBs”) as of December 31, 2015 and 2014 , respectively. If the unrecognized tax benefits were recognized, the impact to the Company’s effective tax rate would be to reduce reported income tax expense for the years ended December 31, 2015 and 2014 approximately $4.5 million and $9.7 million , respectively. A reconciliation of the change in the UTBs and related accrued interest and penalties for the years ended December 31, 2015 and 2014 is as follows: Unrecognized Tax Benefits (dollars in thousands) Balance at December 31, 2013 $ 10,710 Tax positions related to current year: Additions — Tax positions related to prior years: Additions — Reductions (750 ) Settlements — Lapses in the statutes of limitations — Balance at December 31, 2014 $ 9,960 Tax positions related to current year: Additions — Reductions (60 ) Tax positions related to prior years: Additions — Reductions (2,030 ) Settlements — Lapses in the statutes of limitations (3,300 ) Balance at December 31, 2015 $ 4,570 In addition to the UTBs summarized above, the Company has recorded approximately $4.5 million and $6.1 million in potential interest and penalties associated with uncertain tax positions as of December 31, 2015 and 2014 , respectively. The decrease in UTBs and liabilities for interest and penalties for tax positions related to prior years is primarily related to the rolloff of certain statutes of limitations and changes in currency exchange rates during 2015 . Income tax returns are filed in multiple domestic and foreign jurisdictions, which are subject to examinations by taxing authorities. As of December 31, 2015 the Company is subject to U.S. federal tax examination for tax years 2012 through 2014 . The Company is subject to state, local and foreign income tax examinations for tax years 2008 through 2014 . The Company does not believe that the results of these examinations will have a significant impact on the Company's tax position or its effective tax rate. Management monitors changes in tax statutes and regulations and the issuance of judicial decisions to determine the potential impact to unrecognized tax benefits. As of December 31, 2015 it is not possible to reasonably estimate the expected change to the total amount of unrecognized tax benefits in the next twelve months. |
Relationship with TriMas and Re
Relationship with TriMas and Related Entities | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Relationship with TriMas and Related Entities | Relationship with TriMas and Related Entities Transactions with TriMas Prior to the spin-off, Horizon purchased certain inventory items from, and sold certain inventory items to, TriMas in the normal course of business. For the years ended December 31, 2015 (on a related-party basis prior to the spin-off), 2014 and 2013 , these transactions were immaterial to the financial statements. Prior to the spin-off, Horizon recorded related-party receivables from, and related-party payables to, other TriMas businesses as accounts due to related parties in its consolidated balance sheets. Intercompany transactions between the Company and TriMas were considered to be effectively settled for cash at the time of spin-off. The total net effect of the settlement of these intercompany transactions is reflected in the consolidated balance sheets as parent company investment and in the consolidated statements of cash flows as a financing activity. Material Agreements between Horizon and TriMas On June 30, 2015, Horizon entered into a separation and distribution agreement and several other agreements with TriMas to effect the spin-off and to provide a framework for the relationship with TriMas. These agreements govern the relationship between Horizon and TriMas subsequent to the completion of the spin-off. Because these agreements were entered into in the context of a related party transaction, the terms may not be comparable to terms that would be obtained in a transaction between unaffiliated parties. The agreement contains the key provisions relating to the principal intercompany transactions required to effect the spin-off, the conditions to the spin-off and provisions governing the relationships between Horizon and TriMas after the spin-off. The tax sharing agreement generally governs TriMas’ and our respective rights, responsibilities and obligations following the distribution with respect to taxes for any tax period ending on or before our June 30, 2015 distribution date, as well as tax periods beginning before and ending after the distribution date. Generally, we will be liable for certain pre-distribution U.S. federal income taxes, foreign income taxes and non-income taxes attributable to our business, and other taxes attributable to us, paid after the distribution. In addition, the tax sharing agreement will address the allocation of liability for taxes that are incurred as a result of restructuring activities undertaken to effect the distribution. The employee matters agreement generally provides that Horizon and TriMas has responsibility for its own employees and compensation plans, subject to certain exceptions as described in the agreement. In general, prior to the spin-off, Horizon employees participated in various retirement, health and other employee benefit and compensation plans maintained by TriMas. Following the spin-off, pursuant to the employee matters agreement, Horizon employees and former employees generally participate in similar plans and arrangements established and maintained by Horizon. The transition services agreement governs the process under which Horizon and TriMas provide and/or make available various administrative services and assets to each other, for a period expected to end December 31, 2016. Services to be provided by TriMas to Horizon include certain services related to finance, accounting, information technology, legal and employee benefits. Services to be provided by us include certain treasury services. In consideration for such services, we and TriMas pay fees to the other for the services provided, and those fees are generally in amounts intended to allow the party providing the services to recover all of its direct and indirect costs incurred in providing those services. The personnel performing services under the transition services agreement are employees and/or independent contractors of the party providing the service and are not under the direction or control of the party to whom the service is being provided. The transition services agreement also contains customary indemnification provisions. We are permitted to extend or renew any of the services to be performed under the transition services agreement for a period to be mutually agreed by us and TriMas by sending advance written notice to TriMas. |
Summary Quarterly Financial Dat
Summary Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary Quarterly Financial Data | Summary Quarterly Financial Data Three months ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 (unaudited, dollars in thousands, except for per share data) Net sales $ 142,360 $ 158,540 $ 153,340 $ 121,270 Gross profit $ 35,300 $ 37,750 $ 37,760 $ 32,230 Net income (loss) $ 1,480 $ 2,200 $ 6,350 $ (1,730 ) Net income (loss) per share: Basic $ 0.08 $ 0.12 $ 0.35 $ (0.10 ) Diluted $ 0.08 $ 0.12 $ 0.35 $ (0.10 ) Three months ended March 31, 2014 June 30, 2014 September 30, 2014 December 31, 2014 (unaudited, dollars in thousands, except for per share data) Net sales $ 148,090 $ 178,260 $ 157,860 $ 127,570 Gross profit $ 35,660 $ 46,660 $ 38,170 $ 27,600 Net income (loss) $ 2,380 $ 10,820 $ 5,210 $ (3,060 ) Net income (loss) per share: Basic $ 0.13 $ 0.60 $ 0.29 $ (0.17 ) Diluted $ 0.13 $ 0.60 $ 0.29 $ (0.17 ) |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Notes) | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II PURSUANT TO ITEM 15(a)(2) OF FORM 10-K VALUATION AND QUALIFYING ACCOUNTS FOR THE YEARS ENDED December 31, 2015 , 2014 AND 2013 (Dollars in thousands) ADDITIONS DESCRIPTION BALANCE AT BEGINNING OF PERIOD CHARGED TO COSTS AND EXPENSES CHARGED (CREDITED) TO OTHER ACCOUNTS (1) DEDUCTIONS (2) BALANCE AT END OF PERIOD Allowance for doubtful accounts deducted from accounts receivable in the balance sheet Year ended December 31, 2015 $ 3,230 $ 470 $ 320 $ 1,060 $ 2,960 Year ended December 31, 2014 $ 2,940 $ 730 $ 30 $ 470 $ 3,230 Year ended December 31, 2013 $ 2,990 $ 290 $ 260 $ 600 $ 2,940 ______________ (1) Allowance of companies acquired, and other adjustments, net. (2) Deductions, representing uncollectible accounts written-off, less recoveries of amounts written-off in prior years. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation. The consolidated financial statements include the assets, liabilities, revenues and expenses related to Horizon Global as of December 31, 2015 and 2014 and for the years ended December 31, 2015 , 2014 and 2013 . All intercompany accounts and transactions within Horizon have been eliminated in the preparation of the consolidated financial statements. Transactions historically treated as intercompany between the Company and our former parent have been included in these consolidated financial statements and were considered effectively settled for cash at the time the transaction was recorded. The net effect of these transactions is reflected in the consolidated statements of cash flows as a financing activity and in the consolidated balance sheets as parent company investment. |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements. Such estimates and assumptions also affect the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include the carrying amount of property and equipment, goodwill and other intangibles, valuation allowances for receivables, inventories and deferred income tax assets, valuation of derivatives, estimated future unrecoverable lease costs, estimated unrecognized tax benefits, legal and product liability matters, assets and obligations related to employee benefits and allocated expenses, liabilities and assets from TriMas and the respective allocation methods. Actual results may differ from such estimates and assumptions. |
Cash and Cash Equivalents | Cash and Cash Equivalents. The Company considers cash on hand and on deposit and investments in all highly liquid debt instruments with initial maturities of three months or less to be cash and cash equivalents. |
Receivables | Receivables. Receivables are presented net of allowances for doubtful accounts of approximately $3.0 million and $3.2 million at December 31, 2015 and 2014 , respectively. The Company monitors its exposure for credit losses and maintains allowances for doubtful accounts based upon the Company's best estimate of probable losses inherent in the accounts receivable balances. The Company does not believe that significant credit risk exists due to its diverse customer base. |
Inventories | Inventories. Inventories are stated at the lower of cost or market, with cost determined using the first-in, first-out method. Direct materials, direct labor and allocations of variable and fixed manufacturing-related overhead are included in inventory cost. |
Property and Equipment | Property and Equipment. Property and equipment additions, including significant improvements, are recorded at cost. Upon retirement or disposal of property and equipment, the cost and accumulated depreciation are removed from the accounts, and any gain or loss is included in the accompanying statement of income. Repair and maintenance costs are charged to expense as incurred. |
Depreciation and Amortization and Impairment of Long-Lived Assets and Definted-Lived Intangible Assets | Depreciation and Amortization. Depreciation is computed principally using the straight-line method over the estimated useful lives of the assets. Annual depreciation rates are as follows: building and land/building improvements 10 to 40 years, and machinery and equipment, 3 to 15 years. Customer relationship intangibles are amortized over periods ranging from 5 to 25 years, while technology and other intangibles are amortized over periods ranging from 3 to 15 years. Capitalized debt issuance costs are amortized over the underlying terms of the related debt. Impairment of Long-Lived Assets and Definite-Lived Intangible Assets. The Company reviews, on at least a quarterly basis, the financial performance of each business unit for indicators of impairment. In reviewing for impairment indicators, the Company also considers events or changes in circumstances such as business prospects, customer retention, market trends, potential product obsolescence, competitive activities and other economic factors. An impairment loss is recognized when the carrying value of an asset group exceeds the future net undiscounted cash flows expected to be generated by that asset group. The impairment loss recognized is the amount by which the carrying value of the asset group exceeds its fair value. |
Goodwill and Indefinite-Lived Intangibles | Goodwill. Goodwill relating to a single business reporting unit is included as an asset of the applicable segment. Goodwill arising from major acquisitions that involve multiple reportable segments is allocated to the reporting units based on the relative fair value of the reporting unit. The Company determines its reporting units at the individual operating segment level, or one level below, when there is discrete financial information available that is regularly reviewed by segment management for evaluating operating results. For purposes of the Company's 2015 goodwill impairment test, the Company had three reporting units within its two reportable segments, one of which had goodwill. Goodwill is reviewed by the Company for impairment on a reporting unit basis annually on October 1st or more frequently if indicators are present or changes in circumstances suggest that impairment may exist. The testing of goodwill for possible impairment is a two-step process. In the first step, the fair value of a reporting unit is compared with its carrying value, including goodwill. If fair value exceeds the carrying value, goodwill is not considered to be impaired. If the fair value of a reporting unit is below the carrying value, then step two is performed to measure the amount of the goodwill impairment loss for the reporting unit. This analysis requires the determination of the fair value of all of the individual assets and liabilities of the reporting unit, as if the reporting unit had been purchased on the analysis date. The Company estimates the fair value of each of its reporting units utilizing a weighting of the income approach and the market approach. The fair value under the income approach is calculated as the present value of estimated cash flows discounted using a risk-free market rate adjusted for a market participant's view of similar companies and perceived risks in cash flows. The fair value under the market approach is calculated using market multiples for peer groups applied to the operating results of the reporting units to determine fair value. The implied fair value of goodwill is then determined by subtracting the fair value of all identifiable net assets other than goodwill from the fair value of the reporting units, with an impairment charge recorded for the excess, if any, of the carrying amount of goodwill over the implied fair value. The impairment test performed on October 1, 2015, indicated the fair value of the reporting unit containing goodwill was in excess of the related carrying value of the net assets. Indefinite-Lived Intangibles. The Company assesses indefinite-lived intangible assets, primarily trademarks and trade names, for impairment on an annual basis by reviewing relevant quantitative factors. More frequent evaluations may be required if the Company experiences changes in its business climate or as a result of other triggering events that take place. Indefinite-lived assets are tested for impairment by comparing the fair value of each intangible asset with its carrying value. The value of indefinite-lived assets are based on the present value of projected cash flows using an income approach. If the carrying value exceeds fair value, the intangible asset is considered impaired and is reduced to fair value. |
Self-insurance | Self-insurance. Horizon has historically, indirectly as a component of TriMas, participated in TriMas' self-insurance plans and has been allocated a portion of the related expenses and liabilities for the periods presented prior to the spin-off. TriMas was generally self-insured for losses and liabilities related to workers’ compensation, health and welfare claims and comprehensive general, product and vehicle liability. Liabilities associated with the risks were estimated by considering historical claims experience and other actuarial assumptions. Following the spin-off, we continued to participate in TriMas' health and welfare plan and reimbursed them for claims paid on our behalf. We instituted self-insurance plans for losses and liabilities related to workers' compensation and comprehensive general, product and vehicle liability. We are generally responsible for up to $0.5 million per occurrence under our retention program for workers' compensation and $1.0 million per occurrence under our comprehensive general, product and vehicle liability plan. Reserves for claims losses, including an estimate of related litigation defense costs, are recorded based upon the Company's estimates of the aggregate liability for claims incurred using actuarial assumptions about future events. Changes in assumptions for factors such as actual experience could cause these estimates to change. |
Revenue Recognition | Revenue Recognition. Revenues from product sales are recognized when products are shipped or provided to customers, the customer takes ownership and assumes risk of loss, the sales price is fixed and determinable and collectability is reasonably assured. Net sales is comprised of gross revenues less estimates of expected returns, trade discounts and customer allowances, which include incentives such as cooperative advertising agreements, volume discounts and other supply agreements in connection with various programs. Such deductions are recorded during the period the related revenue is recognized. |
Cost of Sales | Cost of Sales. Cost of sales includes material, labor and overhead costs incurred in the manufacture of products sold in the period. Material costs include raw material, purchased components, outside processing and inbound freight costs. Overhead costs consist of variable and fixed manufacturing costs, wages and fringe benefits, and purchasing, receiving and inspection costs. |
Selling, General and Administrative Expenses | Selling, General and Administrative Expenses. Selling, general and administrative expenses include the following: costs related to the advertising, sale, marketing and distribution of the Company’s products, shipping and handling costs, amortization of customer intangible assets, costs of finance, human resources, legal functions, executive management costs and other administrative expenses. |
Research and Development Costs | Research and Development Costs. Research and development ("R&D") costs are expensed as incurred. R&D expenses were approximately $0.7 million , $0.9 million and $1.3 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, and are included in cost of sales in the accompanying statement of income. |
Shipping and Handling Expenses | Shipping and Handling Expenses. Freight costs are included in cost of sales. Shipping and handling expenses, including those of Cequent Americas’ distribution network, are included in selling, general and administrative expenses in the accompanying statement of income. Shipping and handling costs were $4.3 million , $5.4 million and $4.6 million for each of the years ended December 31, 2015 , 2014 and 2013 , respectively. |
Advertising and Sales Promotion Costs | Advertising and Sales Promotion Costs. Advertising and sales promotion costs are expensed as incurred. Advertising costs were approximately $7.8 million , $8.8 million and $8.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, and are included in selling, general and administrative expenses in the accompanying statement of income. |
Income Taxes | Income Taxes. For the purposes of the consolidated financial statements as of and for the six months ended June 30, 2015, the Company’s income tax expense and deferred income tax balances have been estimated as if the Company filed income tax returns on a stand-alone basis separate from former parent. As a stand-alone entity, deferred income taxes and effective tax rates may differ from those in the historical periods. Following the spin-off, the Company computes income taxes using the asset and liability method, whereby deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of assets and liabilities and for operating loss and tax credit carryforwards. Under the method, changes in tax rates and laws are recognized in income in the period such changes are enacted. Valuation allowances are determined based on an assessment of positive and negative evidence on a jurisdiction-by-jurisdiction basis and are utilized to reduce deferred tax assets to the amount more likely than not to be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to unrecognized tax benefits within income tax expense. Accrued interest and penalties are included within the related tax liability line in the consolidated balance sheets. The provision for federal, foreign, and state and local income taxes is calculated on income before income taxes based on current tax law and includes the cumulative effect of any changes in tax rates from those used previously in determining deferred tax assets and liabilities. Such provision differs from the amounts currently payable because certain items of income and expense are recognized in different reporting periods for financial reporting purposes than for income tax purposes. |
Foreign Currency Translation | Foreign Currency Translation. The financial statements of subsidiaries located outside of the United States are measured using the currency of the primary economic environment in which they operate as the functional currency. When translating into U.S. dollars, income and expense items are translated at average monthly exchange rates and assets and liabilities are translated at exchange rates in effect at the balance sheet date. Translation adjustments resulting from translating the functional currency into U.S. dollars are deferred as a component of accumulated other comprehensive income in the statement of shareholders' equity. Net foreign currency transaction losses were approximately $1.4 million , $0.3 million and $0.2 million for the years ended December 31, 2015 , 2014 and 2013 , respectively, and are included in other expense, net in the accompanying statement of income. |
Derivative Financial Instruments | Derivative Financial Instruments. The Company records all derivative financial instruments at fair value on the balance sheet as either assets or liabilities, and changes in their fair values are immediately recognized in earnings if the derivatives do not qualify as effective hedges. If a derivative is designated as a fair value hedge, then changes in the fair value of the derivative are offset against the changes in the fair value of the underlying hedged item. If a derivative is designated as a cash flow hedge, then the effective portion of the changes in the fair value of the derivative is recognized as a component of other comprehensive income until the underlying hedged item is recognized in earnings or the forecasted transaction is no longer probable of occurring. When the underlying hedged transaction is realized or the hedged transaction is no longer probable, the gain or loss included in accumulated other comprehensive loss is recorded in earnings and reflected in the consolidated statements of net income through cost of sales. The Company formally documents hedging relationships for all derivative transactions and the underlying hedged items, as well as its risk management objectives and strategies for undertaking the hedge transactions. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments. In accounting for and disclosing the fair value of these instruments, the Company uses the following hierarchy: ▪ Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; ▪ Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and ▪ Level 3 inputs are unobservable inputs for the asset or liability. Valuation of the Company's foreign currency forward contracts are based on the income approach, which uses observable inputs such as forward currency exchange rates. The carrying value of financial instruments reported in the balance sheet for current assets and current liabilities approximates fair value due to the short maturity of these instruments |
Business Combinations | Business Combinations. The Company records assets acquired and liabilities assumed from acquisitions at fair value. The fair value of working capital accounts generally approximate book value. The valuation of inventory, property, plant and equipment, and intangible assets require significant assumptions. Inventory is recorded based on the estimated selling price less costs to sell, including completion, disposal and holding period costs with a reasonable profit margin. Property, plant and equipment is recorded at fair value using a combination of both the cost and market approaches for both the real and personal property acquired. Under the cost approach, consideration is given to the amount required to construct or purchase a new asset of equal value at current prices, with adjustments in value for physical deterioration, as well as functional and economic obsolescence. Under the market approach, recent transactions for similar types of assets are used as the basis for estimating fair value. For trademark/trade names and technology and other intangible assets, the estimated fair value is based on projected discounted future net cash flows using the relief-from-royalty method. For customer relationship intangible assets, the estimated fair value is based on projected discounted future cash flows using the excess earnings method. The relief-from-royalty and excess earnings method are both income approaches that utilize key assumptions such as forecasts of revenue and expenses over an extended period of time, royalty rate percentages, tax rates, and estimated costs of debt and equity capital to discount the projected cash flows. |
Earnings Per Share | Earnings Per Share. Basic earnings per share ("EPS") is computed based upon the weighted average number of common shares outstanding for each period. Diluted EPS is computed based on the weighted average number of common shares and common equivalent shares. Common equivalent shares represent the effect of stock-based awards during each period presented, which, if exercised, earned, or converted, would have a dilutive effect on earnings per share. On June 30, 2015, 18,062,027 shares of our common stock were distributed to TriMas shareholders of record to complete the spin-off from TriMas. For comparative purposes we have used weighted average shares of 18,062,027 to calculate basic EPS for all periods prior to the spin-off. Dilutive earnings per share are calculated to give effect to stock options and restricted shares outstanding during each period. |
Stock-based Compensation | Stock-based Compensation. The Company measures stock-based compensation expense at fair value as of the grant date in accordance with U.S. GAAP and recognizes such expenses over the vesting period of the stock-based employee awards, net of estimated forfeitures. Stock options are issued with an exercise price equal to the opening market price of Horizon common shares on the date of grant. The fair value of stock options is determined using a Black-Scholes option pricing model, which incorporates assumptions regarding the expected volatility, expected option life, risk-free interest rate and expected dividend yield. In addition, the Company periodically updates its estimate of attainment for each restricted share with a performance factor based on current and forecasted results, reflecting the change from prior estimate, if any, in current period compensation expense. |
Other Comprehensive Income | Other Comprehensive Income. The Company refers to other comprehensive income as revenues, expenses, gains and losses that under U.S. GAAP are included in comprehensive income but are excluded from net earnings as these amounts are recorded directly as an adjustment to accumulated deficit. Other comprehensive income is comprised of foreign currency translation adjustments and changes in unrealized gains and losses on forward currency contracts. |
Goodwill and Other Intangible29
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill, which is specific to the Cequent Americas reportable segment, for the years ended December 31, 2015 and 2014 are as follows: Cequent Cequent Americas APEA Total (dollars in thousands) Balance, December 31, 2013 $ 7,180 $ — $ 7,180 Foreign currency translation (600 ) — (600 ) Balance, December 31, 2014 $ 6,580 $ — $ 6,580 Foreign currency translation (2,170 ) — (2,170 ) Balance, December 31, 2015 $ 4,410 $ — $ 4,410 |
Schedule of Intangible Assets (excluding Goodwill) by Major Class | The gross carrying amounts and accumulated amortization of the Company's other intangibles as of December 31, 2015 and 2014 are summarized below. The Company amortizes these assets over periods ranging from 3 to 25 years. As of December 31, 2015 As of December 31, 2014 Intangible Category by Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (dollars in thousands) Finite-lived intangible assets: Customer relationships, 5 - 12 years $ 32,550 $ (26,880 ) $ 34,170 $ (26,190 ) Customer relationships, 15 - 25 years 105,380 (78,180 ) 105,380 (72,250 ) Total customer relationships 137,930 (105,060 ) 139,550 (98,440 ) Technology and other, 3 - 15 years 14,480 (14,060 ) 14,600 (13,910 ) Total finite-lived intangible assets 152,410 (119,120 ) 154,150 (112,350 ) Trademark/Trade names 22,730 — 24,710 — Total other intangible assets $ 175,140 $ (119,120 ) $ 178,860 $ (112,350 ) |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | Amortization expense related to intangible assets as included in the accompanying consolidated statement of income is summarized as follows: Year ended December 31, 2015 2014 2013 (dollars in thousands) Technology and other, included in cost of sales $ 190 $ 280 $ 410 Customer relationships, included in selling, general and administrative expenses 7,150 7,270 7,070 Total amortization expense $ 7,340 $ 7,550 $ 7,480 |
Schedule of Expected Amortization Expense | Estimated amortization expense for the next five fiscal years beginning after December 31, 2015 is as follows: Year ended December 31, Estimated Amortization Expense (dollars in thousands) 2016 $7,740 2017 $7,220 2018 $4,150 2019 $3,700 2020 $3,610 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories consist of the following components: December 31, December 31, (dollars in thousands) Finished goods $ 83,870 $ 89,550 Work in process 7,080 6,810 Raw materials 28,520 27,170 Total inventories $ 119,470 $ 123,530 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following components: December 31, December 31, (dollars in thousands) Land and land improvements $ — $ 290 Buildings 8,330 9,250 Machinery and equipment 95,860 118,460 104,190 128,000 Less: Accumulated depreciation 58,300 72,820 Property and equipment, net $ 45,890 $ 55,180 |
Depreciation Expense | Depreciation expense as included in the accompanying consolidated statement of income is as follows: Year ended December 31, 2015 2014 2013 (dollars in thousands) Depreciation expense, included in cost of sales $ 8,210 $ 9,580 $ 10,190 Depreciation expense, included in selling, general and administrative expense 1,530 1,800 1,780 Total depreciation expense $ 9,740 $ 11,380 $ 11,970 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities [Abstract] | |
Schedule of Accrued Liabilities | Other long-term liabilities consist of the following components: December 31, December 31, (dollars in thousands) Unrecognized tax benefits and related penalties and interest $ 7,210 $ 10,590 Deferred purchase price and contingent consideration 4,580 7,710 Other 7,780 7,690 Total accrued liabilities $ 19,570 $ 25,990 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company's long-term debt consists of the following: December 31, December 31, (dollars in thousands) Term B Loan $ 188,520 $ — Bank facilities — 140 Capital leases and other long-term debt 220 620 188,740 760 Less: Current maturities, long-term debt 10,130 460 Long-term debt $ 178,610 $ 300 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | As of December 31, 2015 and 2014 , the fair value carrying amount of the Company's derivative instruments are recorded as follows: Asset / (Liability) Derivatives Balance Sheet Caption December 31, 2015 December 31, 2014 (dollars in thousands) Derivatives designated as hedging instruments Foreign currency forward contracts Accrued liabilities $ (800 ) $ (150 ) Total derivatives designated as hedging instruments (800 ) (150 ) Derivatives de-designated as hedging instruments Foreign currency forward contracts Other assets 30 — Foreign currency forward contracts Accrued liabilities (190 ) — Total derivatives de-designated as hedging instruments (160 ) — Total derivatives $ (960 ) $ (150 ) |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The following table summarizes the loss recognized in accumulated other comprehensive income ("AOCI") and the amounts reclassified from AOCI into earnings as of December 31, 2015 and 2014 , and for the years ended December 31, 2015 , 2014 and 2013 . Amount of Loss Recognized Location of Income (Loss) Reclassified from AOCI into Earnings Amount of Income (Loss) Reclassified from As of December 31, Year ended December 31, 2015 2014 2015 2014 2013 (dollars in thousands) (dollars in thousands) Derivatives designated as hedging instruments Foreign currency forward contracts $ (710 ) $ (70 ) Cost of sales $ (590 ) $ 170 $ — |
Fair Value Measurements, Recurring and Nonrecurring | Fair value measurements and the fair value hierarchy level for the Company's assets and liabilities measured at fair value on a recurring basis as of December 31, 2015 and December 31, 2014 are shown below. Frequency Liability Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (dollars in thousands) December 31, 2015 Foreign currency forward contracts Recurring $ (960 ) $ — $ (960 ) $ — December 31, 2014 Foreign currency forward contracts Recurring $ (150 ) $ — $ (150 ) $ — |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Minimum payments for operating leases having initial or remaining non-cancelable lease terms in excess of one year at December 31, 2015 are summarized below (in thousands): 2016 $ 13,550 2017 13,370 2018 11,770 2019 9,080 2020 6,420 Thereafter 8,780 Total $ 62,970 |
Equity Awards (Tables)
Equity Awards (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The following table provides the significant assumptions used to calculate the grant date fair market value of options granted using the Black-Scholes option pricing method: October 7, 2015 Grant August 14, 2015 Grant Weighted-average fair value per option $ 3.60 $ 4.41 Exercise price $ 9.20 $ 11.02 Risk-free interest rate 1.56 % 1.79 % Dividend yield 0 % 0 % Expected stock volatility 39.54 % 39.54 % Expected life (years) 5.7 5.8 |
Schedule of Share-based Compensation, Stock Options, Activity | The following summarizes Horizon stock option activity from June 30, 2015 to December 31, 2015 : Number of Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at June 30, 2015 (1) 9,299 $ 3.69 Granted 215,706 10.56 Exercised (6,569 ) 0.53 Canceled, forfeited — — Expired — — Outstanding at December 31, 2015 218,436 $ 10.57 9.6 $ 63,767 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following summarizes Horizon restricted share activity from June 30, 2015 to December 31, 2015 : Number of Unvested Restricted Shares Weighted Average Grant Date Fair Value Outstanding at June 30, 2015 (1) 229,046 $ 16.05 Granted 213,967 10.96 Vested (7,752 ) 8.98 Canceled, forfeited (63,042 ) 16.58 Outstanding at December 31, 2015 372,219 $ 13.11 __________________________ (1) Amounts outstanding at June 30, 2015 represent replacement awards issued as a result of the spin-off from TriMas. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the reconciliation of the numerator and the denominator of basic earnings per share and diluted earnings per share for the years ended December 31, 2015 , 2014 and 2013 : Year Ended December 31, 2015 2014 2013 (dollars in thousands, except for per share amounts) Numerator: Net income for basic and diluted earnings per share $ 8,300 $ 15,350 $ 9,780 Denominator: Weighted average shares outstanding, basic 18,064,491 18,062,027 18,062,027 Dilutive effect of stock-based awards 96,361 51,389 36,618 Weighted average shares outstanding, diluted 18,160,852 18,113,416 18,098,645 Basic earnings per share $ 0.46 $ 0.85 $ 0.54 Diluted earnings per share $ 0.46 $ 0.85 $ 0.54 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | A summary of these antidilutive common stock equivalents is provided in the table below: Year Ended December 31, 2015 2014 2013 Number of options 212,088 — — Exercise price of options $9.20-11.29 — — |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income | Changes in AOCI by component for the years ended December 31, 2015 and 2014 are summarized as follows, net of tax: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2013 $ — $ 14,700 $ 14,700 Net unrealized losses arising during the period (1) 80 (7,240 ) (7,160 ) Less: Net realized losses reclassified to net income (2) 150 — 150 Net current-period change $ (70 ) $ (7,240 ) $ (7,310 ) Balance, December 31, 2014 $ (70 ) $ 7,460 $ 7,390 Net transfer from former parent — 5,230 5,230 Net unrealized losses arising during the period (3) (1,310 ) (9,510 ) (10,820 ) Less: Net realized losses reclassified to net income (4) (670 ) — (670 ) Net current-period change (640 ) (4,280 ) (4,920 ) Balance, December 31, 2015 $ (710 ) $ 3,180 $ 2,470 __________________________ (1) Derivative instruments, net of income tax benefit of $20 thousand . (2) Derivative instruments, net of income tax benefit of $20 thousand . See Note 10 , " Derivative Instruments ," for further details. (3) Derivative instruments, net of income tax benefit of $0.1 million . (4) Derivative instruments, net of income tax expense of $0.8 million . See Note 10 , " Derivative Instruments ," for further details. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment activity is as follows: Year ended December 31, 2015 2014 2013 (dollars in thousands) Net Sales Cequent Americas $ 429,310 $ 446,670 $ 436,650 Cequent APEA 146,200 165,110 151,620 Total $ 575,510 $ 611,780 $ 588,270 Operating Profit (Loss) Cequent Americas $ 30,300 $ 30,810 $ 8,040 Cequent APEA 7,550 7,650 13,700 Corporate (18,280 ) (14,000 ) (16,070 ) Total $ 19,570 $ 24,460 $ 5,670 Capital Expenditures Cequent Americas $ 5,970 $ 4,530 $ 5,610 Cequent APEA 2,050 6,910 9,650 Corporate 300 — — Total $ 8,320 $ 11,440 $ 15,260 Depreciation and Amortization Cequent Americas $ 10,750 $ 11,410 $ 13,680 Cequent APEA 6,200 7,520 5,770 Corporate 130 — — Total $ 17,080 $ 18,930 $ 19,450 As of December 31, 2015 2014 (dollars in thousands) Total Assets Cequent Americas $ 220,030 $ 241,030 Cequent APEA 89,360 98,350 Corporate 22,190 120 Total $ 331,580 $ 339,500 |
Reconciliation of Assets from Segment to Consolidated | As of December 31, 2015 2014 (dollars in thousands) Total Assets Cequent Americas $ 220,030 $ 241,030 Cequent APEA 89,360 98,350 Corporate 22,190 120 Total $ 331,580 $ 339,500 |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | The following tables present the Company's net sales for each of the years ended December 31 and total assets at each year ended December 31, attributed to each subsidiary's continent of domicile. Other than Australia, there was no single non-U.S. country for which net sales and net assets were significant to the combined net sales and net assets of the Company taken as a whole. Year ended December 31, 2015 2014 2013 (dollars in thousands) Net Sales Total U.S. $ 412,500 $ 424,090 $ 419,360 Non-U.S. Australia $ 73,640 $ 87,010 $ 95,320 Europe 39,490 45,340 22,740 Asia 21,630 23,960 30,250 Africa 11,440 8,800 3,310 Other Americas 16,810 22,580 17,290 Total non-U.S 163,010 187,690 168,910 Total $ 575,510 $ 611,780 $ 588,270 As of December 31, 2015 2014 (dollars in thousands) Total Assets Total U.S. $ 217,180 $ 192,960 Non-U.S. Australia $ 44,350 $ 52,330 Europe 27,890 29,540 Asia 10,170 18,670 Africa 7,120 6,810 Other Americas 24,870 39,190 Total non-U.S 114,400 146,540 Total $ 331,580 $ 339,500 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The Company's income before income taxes and income tax expense, each by tax jurisdiction, consisted of the following: Year ended December 31, 2015 2014 2013 (dollars in thousands) Income (loss) before income taxes: Domestic $ (9,750 ) $ 5,170 $ (13,930 ) Foreign 16,770 15,420 20,000 Income before income taxes $ 7,020 $ 20,590 $ 6,070 Current income tax benefit (expense): Federal $ 550 $ (4,690 ) $ 1,770 State and local (610 ) (450 ) (80 ) Foreign (3,580 ) (2,820 ) (2,440 ) Total current income tax expense (3,640 ) (7,960 ) (750 ) Deferred income tax benefit (expense): Federal 3,840 2,880 3,150 State and local (40 ) 80 450 Foreign 1,120 (240 ) 860 Total deferred income tax benefit 4,920 2,720 4,460 Income tax benefit (expense) $ 1,280 $ (5,240 ) $ 3,710 |
Schedule of Deferred Tax Assets and Liabilities | The components of deferred taxes at December 31, 2015 and 2014 are as follows: As of December 31, 2015 2014 (dollars in thousands) Deferred tax assets: Accounts receivable $ 1,080 $ 1,250 Inventories 3,640 3,680 Property and equipment 100 — Accrued liabilities and other long-term liabilities 12,260 10,390 Tax loss and credit carryforwards 4,570 5,100 Gross deferred tax asset 21,650 20,420 Valuation allowances (4,420 ) (3,850 ) Net deferred tax asset 17,230 16,570 Deferred tax liabilities: Property and equipment — (400 ) Goodwill and other intangible assets (14,530 ) (18,430 ) Other, principally deferred income (1,110 ) (180 ) Gross deferred tax liability (15,640 ) (19,010 ) Net deferred tax (liability) asset $ 1,590 $ (2,440 ) |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of income tax expense computed at the U.S. federal statutory rate to income tax expense: Year ended December 31, 2015 2014 2013 (dollars in thousands) U.S. federal statutory rate 35 % 35 % 35 % Tax at U.S. federal statutory rate $ 2,460 $ 7,210 $ 2,130 State and local taxes, net of federal tax benefit 650 240 (220 ) Differences in statutory foreign tax rates (4,350 ) (4,950 ) (4,090 ) Change in recognized tax benefits (2,950 ) 720 610 Tax holiday (1) (1,190 ) (410 ) (1,980 ) Nontaxable gains — — (850 ) Withholding taxes 590 460 450 Tax credits (300 ) (370 ) (720 ) Net change in valuation allowance 1,480 1,790 780 Spin-off related restructuring costs 2,450 — — Other, net (120 ) 550 180 Income tax expense (benefit) $ (1,280 ) $ 5,240 $ (3,710 ) __________________________ (1) Tax holiday related to Thailand which expires on December 31, 2017. |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the change in the UTBs and related accrued interest and penalties for the years ended December 31, 2015 and 2014 is as follows: Unrecognized Tax Benefits (dollars in thousands) Balance at December 31, 2013 $ 10,710 Tax positions related to current year: Additions — Tax positions related to prior years: Additions — Reductions (750 ) Settlements — Lapses in the statutes of limitations — Balance at December 31, 2014 $ 9,960 Tax positions related to current year: Additions — Reductions (60 ) Tax positions related to prior years: Additions — Reductions (2,030 ) Settlements — Lapses in the statutes of limitations (3,300 ) Balance at December 31, 2015 $ 4,570 |
Summary Quarterly Financial D41
Summary Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Three months ended March 31, 2015 June 30, 2015 September 30, 2015 December 31, 2015 (unaudited, dollars in thousands, except for per share data) Net sales $ 142,360 $ 158,540 $ 153,340 $ 121,270 Gross profit $ 35,300 $ 37,750 $ 37,760 $ 32,230 Net income (loss) $ 1,480 $ 2,200 $ 6,350 $ (1,730 ) Net income (loss) per share: Basic $ 0.08 $ 0.12 $ 0.35 $ (0.10 ) Diluted $ 0.08 $ 0.12 $ 0.35 $ (0.10 ) Three months ended March 31, 2014 June 30, 2014 September 30, 2014 December 31, 2014 (unaudited, dollars in thousands, except for per share data) Net sales $ 148,090 $ 178,260 $ 157,860 $ 127,570 Gross profit $ 35,660 $ 46,660 $ 38,170 $ 27,600 Net income (loss) $ 2,380 $ 10,820 $ 5,210 $ (3,060 ) Net income (loss) per share: Basic $ 0.13 $ 0.60 $ 0.29 $ (0.17 ) Diluted $ 0.13 $ 0.60 $ 0.29 $ (0.17 ) |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation - Cequent Spinoff (Details) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 25, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Percent of outstanding shares distributed as of spinoff | 1 | ||||
Number of TriMas shares per one Horizon share in spinoff | 2.5 | ||||
Cash Dividends Paid to Parent Company | $ (214,500) | $ 0 | $ 0 |
New Accounting Pronouncements N
New Accounting Pronouncements New Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Deferred tax assets, noncurrent | $ 4,500 | $ 2,200 |
Deferred tax liabilities, noncurrent | 2,910 | 4,640 |
New Accounting Pronouncement, Early Adoption, Effect [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Deferred tax assets, noncurrent | 2,600 | 500 |
Deferred tax liabilities, noncurrent | 3,700 | $ 4,300 |
Term B Loan [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Debt Instrument, Unamortized Discount and Debt Issuance Cost | 6,500 | |
Unamortized Debt Issuance Expense | $ 2,900 |
Summary of Significant Accoun44
Summary of Significant Accounting Policies - Receivables (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
Allowance for Doubtful Accounts | $ 3 | $ 3.2 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Depreciation and Amortization (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Minimum [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 3 years |
Minimum [Member] | Customer Relationships [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 5 years |
Minimum [Member] | Technology and Other [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 3 years |
Minimum [Member] | Land and Land Improvements/Buildings [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Minimum [Member] | Machinery and Equipment [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Maximum [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 25 years |
Maximum [Member] | Customer Relationships [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 25 years |
Maximum [Member] | Technology and Other [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Assets, Useful Life | 15 years |
Maximum [Member] | Land and Land Improvements/Buildings [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Maximum [Member] | Machinery and Equipment [Member] | |
Property, Plant and Equipment and Finite-Lived Intangible Assets [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Goodwill and Indefinite-Lived Intangibles (Details) | 12 Months Ended |
Dec. 31, 2015segmentreporting_unit | |
Annual Goodwill Impairment Assessment [Abstract] | |
Number of reporting units | reporting_unit | 3 |
Number of Reportable Segments | 2 |
Number of reporting units that have goodwill | 1 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Self-insurance (Details) $ in Millions | Dec. 31, 2015USD ($) |
Workers' Compensation [Member] | |
Self-insurance coverage [Line Items] | |
Maximum Retention | $ 0.5 |
General, Product and Vehicle Liability [Member] | |
Self-insurance coverage [Line Items] | |
Maximum Retention | $ 1 |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Research and Development Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cost of Sales [Member] | |||
Research and Development Assets Acquired Other than Through Business Combination [Line Items] | |||
Research and Development Expense | $ 0.7 | $ 0.9 | $ 1.3 |
Summary of Significant Accoun49
Summary of Significant Accounting Policies - Shipping and Handling Expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Selling, General and Administrative Expenses [Member] | |||
Shipping and Handling Costs [Line Items] | |||
Shipping and Handling Costs | $ 4.3 | $ 5.4 | $ 4.6 |
Summary of Significant Accoun50
Summary of Significant Accounting Policies - Advertising and Sales Promotion Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Selling, General and Administrative Expenses [Member] | |||
Advertising Costs [Line Items] | |||
Advertising Costs | $ 7.8 | $ 8.8 | $ 8.2 |
Summary of Significant Accoun51
Summary of Significant Accounting Policies - Foreign Currency Translation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Other Expense, Net [Member] | |||
Foreign Currency Translation [Line Items] | |||
Net Foreign Currency Transaction Gains (Losses) | $ 1.4 | $ 0.3 | $ 0.2 |
Summary of Significant Accoun52
Summary of Significant Accounting Policies - Fair Value of Financial Instruments (Details) | Dec. 31, 2015 |
Term B Loan [Member] | |
Debt Instrument [Line Items] | |
Long-term Debt, Fair Value, % of par value | 99.00% |
Summary of Significant Accoun53
Summary of Significant Accounting Policies - Earnings Per Share (Details) - shares | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | |
Accounting Policies [Abstract] | ||||
Common Stock, Shares, Issued | 18,131,865 | 0 | 18,062,027 | |
Weighted average common shares outstanding—basic | 18,064,491 | 18,062,027 | 18,062,027 |
Facility Closures Narrative (De
Facility Closures Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015USD ($)employee | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($)employee | |
Facility Closing [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Contractual Obligation | $ 4.6 | ||
Facility Closing Juarez [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Payments for Postemployment Benefits | 0.2 | ||
Accelerated Depreciation | $ 0.1 | ||
Facility Closing Goshen [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Number of Positions Eliminated | employee | 350 | ||
Severance Costs | $ 4 | ||
Payments for Postemployment Benefits | $ 1.1 | ||
Hourly Employees [Member] | Facility Closing Juarez [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Number of Positions Eliminated | employee | 214 | ||
Severance Costs | $ 0.9 | ||
Hourly Employees [Member] | Facility Closing Juarez [Member] | Cost of Sales [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance Costs | 0.8 | ||
Hourly Employees [Member] | Facility Closing Juarez [Member] | Selling, General and Administrative [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance Costs | $ 0.1 | ||
Salaried Employees [Member] | Facility Closing Juarez [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Number of Positions Eliminated | employee | 47 | ||
Severance Costs | $ 0.9 | ||
Salaried Employees [Member] | Facility Closing Juarez [Member] | Cost of Sales [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance Costs | 0.7 | ||
Salaried Employees [Member] | Facility Closing Juarez [Member] | Selling, General and Administrative [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance Costs | $ 0.2 |
Goodwill and Other Intangible55
Goodwill and Other Intangible Assets - Goodwill Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | ||
Balance, beginning | $ 6,580 | $ 7,180 |
Foreign currency translation | (2,170) | (600) |
Balance, ending | 4,410 | 6,580 |
Cequent Americas [Member] | ||
Goodwill [Roll Forward] | ||
Balance, beginning | 6,580 | 7,180 |
Foreign currency translation | (2,170) | (600) |
Balance, ending | 4,410 | 6,580 |
Cequent Asia Pacific [Member] | ||
Goodwill [Roll Forward] | ||
Balance, beginning | 0 | 0 |
Foreign currency translation | 0 | 0 |
Balance, ending | $ 0 | $ 0 |
Goodwill and Other Intangible56
Goodwill and Other Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | $ 152,410 | $ 154,150 |
Finite-lived intangible assets, accumulated amortization | (119,120) | (112,350) |
Total finite and indefinite-lived other intangible assets, gross carrying amount | 175,140 | 178,860 |
Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 137,930 | 139,550 |
Finite-lived intangible assets, accumulated amortization | (105,060) | (98,440) |
Trademarks and Trade Names [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Indefinite-lived intangible assets, gross carrying amount | 22,730 | 24,710 |
Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 32,550 | 34,170 |
Finite-lived intangible assets, accumulated amortization | (26,880) | (26,190) |
Useful Life Fifteen to Twentyfive Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 105,380 | 105,380 |
Finite-lived intangible assets, accumulated amortization | (78,180) | (72,250) |
Useful Life Three to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 14,480 | 14,600 |
Finite-lived intangible assets, accumulated amortization | $ (14,060) | $ (13,910) |
Minimum [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 3 years | |
Minimum [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 5 years | |
Minimum [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 3 years | |
Minimum [Member] | Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 5 years | |
Minimum [Member] | Useful Life Fifteen to Twentyfive Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 15 years | |
Minimum [Member] | Useful Life Three to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 3 years | |
Maximum [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 25 years | |
Maximum [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 25 years | |
Maximum [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 15 years | |
Maximum [Member] | Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 12 years | |
Maximum [Member] | Useful Life Fifteen to Twentyfive Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 25 years | |
Maximum [Member] | Useful Life Three to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-Lived Intangible Assets, Useful Life | 15 years |
Goodwill and Other Intangible57
Goodwill and Other Intangible Assets - Other Intangible Assets Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Amortization of Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 7,340 | $ 7,550 | $ 7,480 |
Continuing Operations [Member] | |||
Amortization of Intangible Assets [Line Items] | |||
Amortization of intangible assets | 7,340 | 7,550 | 7,480 |
Continuing Operations [Member] | Cost of Sales [Member] | Technology and Other [Member] | |||
Amortization of Intangible Assets [Line Items] | |||
Amortization of intangible assets | 190 | 280 | 410 |
Continuing Operations [Member] | Selling, General and Administrative Expenses [Member] | Customer Relationships [Member] | |||
Amortization of Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 7,150 | $ 7,270 | $ 7,070 |
Goodwill and Other Intangible58
Goodwill and Other Intangible Assets - Expected Amortization Expense (Details) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity | |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months (2016) | $ 7,740 |
Finite-Lived Intangible Assets, Amortization Expense, Year Two (2017) | 7,220 |
Finite-Lived Intangible Assets, Amortization Expense, Year Three (2018) | 4,150 |
Finite-Lived Intangible Assets, Amortization Expense, Year Four (2019) | 3,700 |
Finite-Lived Intangible Assets, Amortization Expense, Year Five (2020) | $ 3,610 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 83,870 | $ 89,550 |
Work in process | 7,080 | 6,810 |
Raw materials | 28,520 | 27,170 |
Total inventories | $ 119,470 | $ 123,530 |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment Table (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 104,190 | $ 128,000 |
Less: Accumulated depreciation | 58,300 | 72,820 |
Property and equipment, net | 45,890 | 55,180 |
Land and Land Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 0 | 290 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,330 | 9,250 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 95,860 | $ 118,460 |
Property and Equipment, Net - D
Property and Equipment, Net - Depreciation Expense Table (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Depreciation Expense [Line Items] | |||
Depreciation expense | $ 9,740 | $ 11,380 | $ 11,970 |
Continuing Operations [Member] | |||
Depreciation Expense [Line Items] | |||
Depreciation expense | 9,740 | 11,380 | 11,970 |
Cost of Sales [Member] | Continuing Operations [Member] | |||
Depreciation Expense [Line Items] | |||
Depreciation expense | 8,210 | 9,580 | 10,190 |
Selling, General and Administrative Expenses [Member] | Continuing Operations [Member] | |||
Depreciation Expense [Line Items] | |||
Depreciation expense | $ 1,530 | $ 1,800 | $ 1,780 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued Liabilities [Abstract] | ||
Wages and bonus | $ 9,600 | $ 8,700 |
Unrecognized tax benefits and related penalties and interest | 7,210 | 10,590 |
Deferred purchase price and contingent consideration | 4,580 | 7,710 |
Other | 7,780 | 7,690 |
Total accrued liabilities | $ 19,570 | $ 25,990 |
Long-term Debt - Debt (Details)
Long-term Debt - Debt (Details) | 1 Months Ended | 12 Months Ended | |
May. 31, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Debt Instrument [Line Items] | |||
Long-term Debt | $ 188,740,000 | $ 760,000 | |
Less: Current maturities, long-term debt | 10,130,000 | 460,000 | |
Long-term debt | 178,610,000 | 300,000 | |
Term B Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | 188,520,000 | 0 | |
Debt Issuance Cost | 3,200,000 | ||
Amortization of Financing Costs | 700,000 | ||
Unamortized Debt Issuance Costs | 2,900,000 | ||
Debt Instrument, Face Amount | 200,000,000 | ||
Incremental debt commitments capacity | $ 25,000,000 | ||
Net leverage ratio | 3.50 | ||
Debt Instrument, Periodic Payment, Principal | $ 2,500,000 | ||
Debt Instrument, Periodic Payment, Percentage of Excess Cash Flow | 50.00% | ||
Debt Instrument, Unamortized Discount | $ 4,000,000 | ||
Term Loan, Aggregate Amount Outstanding | $ 195,000,000 | ||
Debt Instrument, Interest Rate, Effective Percentage | 7.00% | ||
Debt Instrument, Unamortized Discount and Debt Issuance Cost | $ 6,500,000 | ||
Long-term Debt, Fair Value, % of par value | 99.00% | ||
Bank Facilities [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 0 | 140,000 | |
Capital Leases and other long-term debt [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | $ 220,000 | 620,000 | |
Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Fixed Charge Coverage Ratio | 1 | ||
Debt Issuance Cost | $ 2,300,000 | ||
Amortization of Financing Costs | 100,000 | ||
Unamortized Debt Issuance Costs | 2,200,000 | ||
Long-term Line of Credit | 0 | ||
Letters of Credit Outstanding, Amount | 6,400,000 | ||
Line of Credit Facility, Remaining Borrowing Capacity | 92,600,000 | ||
Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 99,000,000 | ||
Letter of Credit, Maximum Borrowing Capacity | $ 20,000,000 | ||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | ||
Line of Credit Facility, Fronting Fee Percentage | 0.125% | ||
Dutch Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,500,000 | ||
Short-term Debt | $ 0 | $ 100,000 | |
Line of Credit Facility, Overdraft, Amount | $ 1,000,000 | ||
U.S. Sub-facility [Member] | Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 94,000,000 | ||
Line of Credit Facility, Increase (Decrease) in Maximum Borrowing Capacity | 85,000,000 | ||
Canadian Sub-facility [Member] | Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 2,000,000 | ||
UK Sub-facility [Member] | Revolving credit facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | ||
Base Rate [Member] | Term B Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 5.00% | ||
London Interbank Offered Rate (LIBOR) [Member] | Term B Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 6.00% | ||
London Interbank Offered Rate (LIBOR) [Member] | Dutch Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||
Prime Rate [Member] | Dutch Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | ||
Through September 30, 2016 [Member] | Term B Loan [Member] | |||
Debt Instrument [Line Items] | |||
Net leverage ratio | 5.25 | ||
Through September 30, 2017 [Member] | Term B Loan [Member] | |||
Debt Instrument [Line Items] | |||
Net leverage ratio | 5 | ||
Through September 30, 2018 [Member] | Term B Loan [Member] | |||
Debt Instrument [Line Items] | |||
Net leverage ratio | 4.75 | ||
Thereafter [Member] | Term B Loan [Member] | |||
Debt Instrument [Line Items] | |||
Net leverage ratio | 4.50 | ||
Australia Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,900,000 | ||
Short-term Debt | $ 0 | ||
Australia Facility [Member] | Bank-Specified Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.90% |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Narrative (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Foreign Exchange Contract [Member] | Cash Flow Hedging [Member] | Derivative, March 2016 Maturity [Member] | |
Derivative [Line Items] | |
Derivative, Notional Amount | $ 29.5 |
Foreign Exchange Contract [Member] | |
Derivative [Line Items] | |
Gain (loss) on derivative | $ (0.1) |
Derivative Instruments - Design
Derivative Instruments - Designated as hedging, Financial Position (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Derivative, Fair Value, Net | $ (960) | $ (150) |
Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative, Fair Value, Net | (800) | (150) |
Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative, Fair Value, Net | (160) | 0 |
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | (800) | (150) |
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | (190) | 0 |
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | $ 30 | $ 0 |
Derivative Instruments - Desi66
Derivative Instruments - Designated as hedging, Financial Performance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Loss Recognized in AOCI on Derivative (Effective Portion, net of tax) | $ (710) | $ (70) | $ 0 |
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Loss Recognized in AOCI on Derivative (Effective Portion, net of tax) | (710) | (70) | |
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | Cost of Sales [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Income (Loss) Reclassified from AOCI into Earnings | $ (590) | $ 170 | $ 0 |
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer | 12 months | ||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | $ (800) |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value Measurements (Details) - Foreign Exchange Contract [Member] - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | $ (960) | $ (150) |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | (960) | (150) |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | $ 0 | $ 0 |
Leases Narrative (Details)
Leases Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Leases [Abstract] | |||
Operating Leases, Rent Expense, Net | $ 15.8 | $ 15.1 | $ 15.1 |
Leases (Details)
Leases (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Leases [Abstract] | |
2,016 | $ 13,550 |
2,017 | 13,370 |
2,018 | 11,770 |
2,019 | 9,080 |
2,020 | 6,420 |
Thereafter | 8,780 |
Total | $ 62,970 |
Employee Benefit Plans Defined
Employee Benefit Plans Defined Contribution Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Defined Contribution Plan, Cost Recognized | $ 1.6 | $ 1.6 | $ 1.7 |
Equity Awards - Equity Awards N
Equity Awards - Equity Awards Narrative (Details) - Horizon 2015 Plan [Member] shares in Millions | Dec. 31, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Approved for Issuance | 2 |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized to Replace Shares from Previous Plan | 0.5 |
Equity Awards - Stock Options N
Equity Awards - Stock Options Narrative (Details) - USD ($) | Oct. 07, 2015 | Aug. 14, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Options Granted | 60,850 | 154,856 | 215,706 | |||
Stock options, term (in years) | 10 years | 10 years | ||||
Employee Stock Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized Compensation Cost | $ 700,000 | $ 700,000 | $ 0 | |||
Unrecognized compensation costs term (in years) | 1 year 3 months 18 days | |||||
Stock-based compensation expense | $ 200,000 | $ 0 | $ 0 | |||
Number of shares vested and exercisable | 2,730 | 2,730 | ||||
Shares vested and exercisable, Weighted Average Exercise Price | $ 11.3 | $ 11.3 |
Equity Awards - Fair Value Assu
Equity Awards - Fair Value Assumptions (Details) - $ / shares | Oct. 07, 2015 | Aug. 14, 2015 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price | $ 10.56 | ||
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average fair value per option | $ 3.60 | $ 4.41 | |
Exercise price | $ 9.20 | $ 11.02 | |
Risk-free interest rate | 1.56% | 1.79% | |
Dividend yield | 0.00% | 0.00% | |
Expected stock volatility | 39.54% | 39.54% | |
Expected life (years) | 5 years 8 months 14 days | 5 years 10 months 6 days |
Equity Awards - Stock Option Ac
Equity Awards - Stock Option Activity Table (Details) - USD ($) | Oct. 07, 2015 | Aug. 14, 2015 | Dec. 31, 2015 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Number of Options Outstanding, beginning balance | 9,299 | |||
Granted | 60,850 | 154,856 | 215,706 | |
Exercised | (6,569) | |||
Canceled, forfeited | 0 | |||
Expired | 0 | |||
Number of Options Outstanding, ending balance | 218,436 | 218,436 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Options Outstanding, Weighted Average Price, beginning | $ 3.69 | |||
Exercise price | 10.56 | |||
Options Exercised, Weighted Average Price | 0.53 | |||
Options Canceled/forfeited, Weighted Average Price | 0 | |||
Options Expired, Weighted Average Price | 0 | |||
Options Outstanding, Weighted Average Price, ending | $ 10.57 | $ 10.57 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures | ||||
Weighted Average Remaining Contractual Term (Years) | 9 years 7 months 11 days | |||
Aggregate Intrinsic Value | $ 63,767.34 | $ 63,767.34 |
Equity Awards - Restricted Shar
Equity Awards - Restricted Shares Narrative (Details) - Restricted Shares [Member] - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Oct. 31, 2015 | Aug. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 205,922 | 213,967 | ||||
Unrecognized Compensation Cost | $ 2.6 | $ 2.6 | ||||
Period for Recognition of Share-based Compensation Cost Not yet Recognized | 1 year 6 months | |||||
Restricted shares-based compensation expense | $ 2.3 | $ 2.7 | $ 3.6 | |||
May 1, 2016 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 32,180 | |||||
March 5, 2017 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 20,884 | |||||
July 1, 2018 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Unvested Restricted Shares Granted | 8,045 | 152,858 |
Equity Awards - Restricted Sh76
Equity Awards - Restricted Shares Activity Table (Details) - Restricted Shares [Member] - $ / shares | 1 Months Ended | 6 Months Ended |
Aug. 31, 2015 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Number of Unvested Restricted Shares Outstanding, beginning balance | 229,046 | |
Number of Unvested Restricted Shares Granted | 205,922 | 213,967 |
Number of Unvested Restricted Shares Vested | (7,752) | |
Number of Unvested Restricted Shares Canceled, forfeited | (63,042) | |
Number of Unvested Restricted Shares Outstanding, ending balance | 372,219 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Unvested Restricted Shares Outstanding, Weighted Average Grant Date Fair Value, beginning | $ 16.05 | |
Unvested Restricted Shares Granted, Weighted Average Grant Date Fair Value | 10.96 | |
Unvested Restricted Shares Vested, Weighted Average Grant Date Fair Value | 8.98 | |
Unvested Restricted Shares Canceled/forfeited, Weighted Average Grant Date Fair Value | 16.58 | |
Unvested Restricted Shares Outstanding, Weighted Average Grant Date Fair Value, ending | $ 13.11 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Earnings Per Share [Abstract] | |||||||||||
Common Stock, Shares, Issued | 18,131,865 | 18,062,027 | 0 | 18,131,865 | 0 | ||||||
Net income for basic and diluted earnings per share | $ 8,300 | $ 15,350 | $ 9,780 | ||||||||
Weighted average shares outstanding, basic | 18,064,491 | 18,062,027 | 18,062,027 | ||||||||
Dilutive effect of stock-based awards | 96,361 | 51,389 | 36,618 | ||||||||
Weighted average shares outstanding, diluted | 18,160,852 | 18,113,416 | 18,098,645 | ||||||||
Basic earnings per share | $ 0.46 | $ 0.85 | $ 0.54 | ||||||||
Diluted earnings per share | $ (0.10) | $ 0.35 | $ 0.12 | $ 0.08 | $ (0.17) | $ 0.29 | $ 0.60 | $ 0.13 | $ 0.46 | $ 0.85 | $ 0.54 |
Earnings per Share (Antidilutiv
Earnings per Share (Antidilutive Securities) (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Number of options | 212,088 | 0 | 0 |
Exercise price of options | $ 0 | $ 0 | |
Minimum [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Exercise price of options | $ 9.20 | ||
Maximum [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Exercise price of options | $ 11.29 |
Other Comprehensive Income (Det
Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax [Abstract] | |||
Beginning balance | $ (70) | $ 0 | |
Net transfer from former parent | 0 | ||
Net unrealized losses arising during the period | (1,310) | 80 | |
Less: Net realized losses reclassified to net income | (670) | 150 | |
Net current-period change | (640) | (70) | $ 0 |
Ending balance | (710) | (70) | 0 |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax [Abstract] | |||
Beginning balance | 7,460 | 14,700 | |
Net transfer from former parent | 5,230 | ||
Net unrealized losses arising during the period | (9,510) | (7,240) | |
Less: Net realized losses reclassified to net income | 0 | 0 | |
Net current-period change | (4,280) | (7,240) | |
Ending balance | 3,180 | 7,460 | 14,700 |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
Beginning Balance | 7,390 | 14,700 | |
Net transfer from former parent | 5,230 | ||
Net unrealized losses arising during the period | (10,820) | (7,160) | |
Less: Net realized losses reclassified to net income | (670) | 150 | |
Net current-period change | (4,920) | (7,310) | |
Ending Balance | 2,470 | 7,390 | $ 14,700 |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | 100 | 20 | |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax | $ 800 | $ 20 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||
Operating Profit (Loss) | $ 19,570 | $ 24,460 | $ 5,670 |
Capital Expenditures | 8,320 | 11,440 | 15,260 |
Continuing Operations [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | 575,510 | 611,780 | 588,270 |
Operating Profit (Loss) | 19,570 | 24,460 | 5,670 |
Capital Expenditures | 8,320 | 11,440 | 15,260 |
Depreciation and Amortization | 17,080 | 18,930 | 19,450 |
Cequent Americas [Member] | Continuing Operations [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | 429,310 | 446,670 | 436,650 |
Operating Profit (Loss) | 30,300 | 30,810 | 8,040 |
Capital Expenditures | 5,970 | 4,530 | 5,610 |
Depreciation and Amortization | 10,750 | 11,410 | 13,680 |
Cequent Asia Pacific [Member] | Continuing Operations [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales | 146,200 | 165,110 | 151,620 |
Operating Profit (Loss) | 7,550 | 7,650 | 13,700 |
Capital Expenditures | 2,050 | 6,910 | 9,650 |
Depreciation and Amortization | 6,200 | 7,520 | 5,770 |
Corporate [Member] | Continuing Operations [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating Profit (Loss) | (18,280) | (14,000) | (16,070) |
Capital Expenditures | 300 | 0 | 0 |
Depreciation and Amortization | $ 130 | $ 0 | $ 0 |
Segment Information Operating N
Segment Information Operating Net Assets by Segment (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Operating Net Assets | $ 331,580 | $ 339,500 |
Continuing Operations [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Operating Net Assets | 331,580 | 339,500 |
Continuing Operations [Member] | Cequent Americas [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Operating Net Assets | 220,030 | 241,030 |
Continuing Operations [Member] | Cequent Asia Pacific [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Operating Net Assets | 89,360 | 98,350 |
Continuing Operations [Member] | Corporate [Member] | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Operating Net Assets | $ 22,190 | $ 120 |
Segment Information Revenues an
Segment Information Revenues and Operating Net Assets by Geographical Areas (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Operating Net Assets | $ 331,580 | $ 339,500 | |
Continuing Operations [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 575,510 | 611,780 | $ 588,270 |
Operating Net Assets | 331,580 | 339,500 | |
Continuing Operations [Member] | Total U.S. [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 412,500 | 424,090 | 419,360 |
Operating Net Assets | 217,180 | 192,960 | |
Continuing Operations [Member] | Australia [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 73,640 | 87,010 | 95,320 |
Operating Net Assets | 44,350 | 52,330 | |
Continuing Operations [Member] | Europe [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 39,490 | 45,340 | 22,740 |
Operating Net Assets | 27,890 | 29,540 | |
Continuing Operations [Member] | Asia [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 21,630 | 23,960 | 30,250 |
Operating Net Assets | 10,170 | 18,670 | |
Continuing Operations [Member] | Africa [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 11,440 | 8,800 | 3,310 |
Operating Net Assets | 7,120 | 6,810 | |
Continuing Operations [Member] | Other Americas [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 16,810 | 22,580 | 17,290 |
Operating Net Assets | 24,870 | 39,190 | |
Continuing Operations [Member] | Reportable Geographical Components [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Net Sales | 163,010 | 187,690 | $ 168,910 |
Operating Net Assets | $ 114,400 | $ 146,540 |
Segment Information Narrative (
Segment Information Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting [Abstract] | |||
Export Sales from the United States of America | $ 33.8 | $ 38 | $ 37.9 |
Segment Information Net Sales b
Segment Information Net Sales by Product Group (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||
Net Sales (as a percent) | 100.00% | 100.00% | 100.00% |
Towing [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales (as a percent) | 58.10% | 58.20% | 57.70% |
Trailering [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales (as a percent) | 23.80% | 24.40% | 24.30% |
Cargo Management [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales (as a percent) | 9.50% | 10.60% | 10.70% |
Other [Member] | |||
Segment Reporting Information [Line Items] | |||
Net Sales (as a percent) | 8.60% | 6.80% | 7.30% |
Income Taxes Income Tax by Juri
Income Taxes Income Tax by Jurisdiction (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | |||
Domestic | $ (9,750) | $ 5,170 | $ (13,930) |
Foreign | 16,770 | 15,420 | 20,000 |
Income before income taxes | 7,020 | 20,590 | 6,070 |
Current income tax expense: | |||
Federal | (610) | (450) | (80) |
State and local | 550 | (4,690) | 1,770 |
Foreign | (3,580) | (2,820) | (2,440) |
Total current income tax expense | (3,640) | (7,960) | (750) |
Deferred income tax expense (benefit): | |||
Federal | 3,840 | 2,880 | 3,150 |
State and local | (40) | 80 | 450 |
Foreign | 1,120 | (240) | 860 |
Total deferred income tax benefit | 4,920 | 2,720 | 4,460 |
Income tax expense (benefit) | $ 1,280 | $ (5,240) | $ 3,710 |
Income Taxes Components of Defe
Income Taxes Components of Deferred Taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Components of Deferred Tax Assets | ||
Accounts receivable | $ 1,080 | $ 1,250 |
Inventories | 3,640 | 3,680 |
Deferred Tax Assets, Property, Plant and Equipment | 100 | 0 |
Accrued liabilities and other long-term liabilities | 12,260 | 10,390 |
Tax loss and credit carryforwards | 4,570 | 5,100 |
Gross deferred tax asset | 21,650 | 20,420 |
Valuation allowances | (4,420) | (3,850) |
Net deferred tax asset | 17,230 | 16,570 |
Components of Deferred Tax Liabilities | ||
Property and equipment | 0 | (400) |
Goodwill and other intangible assets | (14,530) | (18,430) |
Other, principally deferred income | (1,110) | (180) |
Gross deferred tax liability | (15,640) | (19,010) |
Net deferred tax (liability) asset | $ 1,590 | |
Net deferred tax (liability) asset | $ (2,440) |
Income Taxes Income Tax Expense
Income Taxes Income Tax Expense Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation | |||
U.S. federal statutory rate | 35.00% | 35.00% | 35.00% |
Tax at U.S. federal statutory rate | $ 2,460 | $ 7,210 | $ 2,130 |
State and local taxes, net of federal tax benefit | 650 | 240 | (220) |
Differences in statutory foreign tax rates | (4,350) | (4,950) | (4,090) |
Change in recognized tax benefits | (2,950) | 720 | 610 |
Tax Holiday | (1,190) | (410) | (1,980) |
Nontaxable gains | 0 | 0 | (850) |
Withholding taxes | 590 | 460 | 450 |
Tax credits | (300) | (370) | (720) |
Net change in valuation allowance | 1,480 | 1,790 | 780 |
Restructuring costs | 2,450 | 0 | 0 |
Other, net | (120) | 550 | 180 |
Income tax expense (benefit) | $ (1,280) | $ 5,240 | $ (3,710) |
Income Taxes Operating Loss Car
Income Taxes Operating Loss Carryforwards Narrative (Details) $ in Millions | Dec. 31, 2015USD ($) |
Domestic Tax Authority [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating Loss Carryforwards | $ 1 |
Foreign Tax Authority [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating Loss Carryforwards | $ 14.6 |
Income Taxes Narrative (Details
Income Taxes Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Schedule of taxes paid by jurisdiction [Line Items] | |||
Undistributed Earnings of Foreign Subsidiaries | $ 75.7 | ||
Domestic Tax Authority [Member] | |||
Schedule of taxes paid by jurisdiction [Line Items] | |||
Income Taxes Paid | 0.3 | ||
Foreign Tax Authority [Member] | |||
Schedule of taxes paid by jurisdiction [Line Items] | |||
Income Taxes Paid | $ 2.8 | $ 3.2 | $ 5.6 |
Income Taxes Unrecognized Tax B
Income Taxes Unrecognized Tax Benefits Narrative (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Income Tax Contingency [Line Items] | |||
Unrecognized Tax Benefits | $ 4,570 | $ 9,960 | $ 10,710 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 4,500 | 9,700 | |
Unrecognized tax benefits and related penalties and interest | $ 4,500 | $ 6,100 |
Income Taxes Unrecognized Tax91
Income Taxes Unrecognized Tax Benefits Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized Tax Benefits, Beginning | $ 9,960 | $ 10,710 |
Unrecognized Tax Benefits, Increases Resulting from Current Period Tax Positions | 0 | 0 |
Unrecognized Tax Benefits, Decrease Resulting from Current Period Tax Positions | (60) | |
Unrecognized Tax Benefits, Increases Resulting from Prior Period Tax Positions | 0 | 0 |
Unrecognized Tax Benefits, Decreases Resulting from Prior Period Tax Positions | (2,030) | (750) |
Unrecognized Tax Benefits, Decreases Resulting from Settlements with Taxing Authorities | 0 | 0 |
Unrecognized Tax Benefits, Reductions Resulting from Lapse of Applicable Statute of Limitations | (3,300) | 0 |
Unrecognized Tax Benefits, Ending | $ 4,570 | $ 9,960 |
Summary Quarterly Financial D92
Summary Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 121,270 | $ 153,340 | $ 158,540 | $ 142,360 | $ 127,570 | $ 157,860 | $ 178,260 | $ 148,090 | $ 575,510 | $ 611,780 | $ 588,270 |
Gross profit | 32,230 | 37,760 | 37,750 | 35,300 | 27,600 | 38,170 | 46,660 | 35,660 | $ 143,040 | $ 148,090 | $ 125,010 |
Net income (loss) | $ (1,730) | $ 6,350 | $ 2,200 | $ 1,480 | $ (3,060) | $ 5,210 | $ 10,820 | $ 2,380 | |||
Basic earnings per share attributable to Horizon Global Corporation: | |||||||||||
Net income (loss) per share-basic | $ (0.10) | $ 0.35 | $ 0.12 | $ 0.08 | $ (0.17) | $ 0.29 | $ 0.60 | $ 0.13 | $ 0.46 | $ 0.85 | $ 0.54 |
Diluted earnings per share attributable to Horizon Global Corporation: | |||||||||||
Net income (loss) per share-diluted | $ (0.10) | $ 0.35 | $ 0.12 | $ 0.08 | $ (0.17) | $ 0.29 | $ 0.60 | $ 0.13 | $ 0.46 | $ 0.85 | $ 0.54 |
Schedule II - Valuation and Q93
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Valuation and Qualifying Accounts [Abstract] | |||
Beginning Balance | $ 3,230 | $ 2,940 | $ 2,990 |
Additions, Charged to Costs and Expenses | 470 | 730 | 290 |
Additions, Charged (Credited) to Other Accounts | 320 | 30 | 260 |
Deductions | 1,060 | 470 | 600 |
Ending Balance | $ 2,960 | $ 3,230 | $ 2,940 |