Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 28, 2016 | |
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-Q | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 20,898,726 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 41,420 | $ 23,520 |
Receivables, net of reserves of approximately $2.3 million and $3.0 million as of September 30, 2016 and December 31, 2015, respectively | 73,380 | 63,050 |
Inventories | 100,780 | 119,470 |
Prepaid expenses and other current assets | 7,740 | 5,120 |
Total current assets | 223,320 | 211,160 |
Property and equipment, net | 47,560 | 45,890 |
Goodwill | 5,360 | 4,410 |
Other intangibles, net | 49,970 | 56,020 |
Deferred income taxes | 3,700 | 4,500 |
Other assets | 9,960 | 9,600 |
Total assets | 339,870 | 331,580 |
Current liabilities: | ||
Current maturities, long-term debt | 11,740 | 10,130 |
Accounts payable | 72,310 | 78,540 |
Accrued liabilities | 42,810 | 39,820 |
Total current liabilities | 126,860 | 128,490 |
Long-term debt | 178,890 | 178,610 |
Deferred income taxes | 680 | 2,910 |
Other long-term liabilities | 17,440 | 19,570 |
Total liabilities | 323,870 | 329,580 |
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: 18,194,416 shares at September 30, 2016 and 18,131,865 shares at December 31, 2015 | 180 | 180 |
Paid-in capital | 3,910 | 1,300 |
Retained earnings (accumulated deficit) | 7,940 | (1,950) |
Accumulated other comprehensive income | 3,970 | 2,470 |
Total shareholders' equity | 16,000 | 2,000 |
Total liabilities and shareholders' equity | $ 339,870 | $ 331,580 |
Consolidated Balance Sheet Pare
Consolidated Balance Sheet Parentheticals - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Receivables, reserves (in dollars) | $ 2.3 | $ 3 |
Stockholders' Equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares | 100,000,000 | 100,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, authorized shares | 400,000,000 | 400,000,000 |
Common Stock, issued shares | 18,194,416 | 18,131,865 |
Common Stock, outstanding shares | 18,194,416 | 18,131,865 |
Consolidated Statement of Incom
Consolidated Statement of Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 151,720 | $ 153,340 | $ 465,590 | $ 454,240 |
Cost of sales | (109,210) | (115,580) | (339,760) | (343,430) |
Gross profit | 42,510 | 37,760 | 125,830 | 110,810 |
Selling, general and administrative expenses | (35,850) | (29,090) | (97,510) | (91,280) |
Impairment of intangible assets | 0 | 0 | (2,240) | 0 |
Net loss on dispositions of property and equipment | (30) | (60) | (520) | (1,850) |
Operating profit | 6,630 | 8,610 | 25,560 | 17,680 |
Other expense, net: | ||||
Interest expense | (4,100) | (4,350) | (12,600) | (4,590) |
Other expense, net | (1,000) | (1,060) | (2,170) | (3,030) |
Other expense, net | (5,100) | (5,410) | (14,770) | (7,620) |
Income before income tax credit (expense) | 1,530 | 3,200 | 10,790 | 10,060 |
Income tax credit (expense) | (1,160) | 3,150 | (900) | (30) |
Net income | $ 370 | $ 6,350 | $ 9,890 | $ 10,030 |
Net income per share: | ||||
Net income per share-Basic (in usd per share) | $ 0.02 | $ 0.35 | $ 0.55 | $ 0.55 |
Net income per share-Diluted (in usd per share) | $ 0.02 | $ 0.35 | $ 0.54 | $ 0.55 |
Weighted average common shares outstanding: | ||||
Weighted average common shares-Basic | 18,174,509 | 18,098,404 | 18,144,998 | 18,073,836 |
Weighted average common shares-Diluted | 18,519,077 | 18,215,209 | 18,333,226 | 18,160,858 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 370 | $ 6,350 | $ 9,890 | $ 10,030 |
Other comprehensive income | ||||
Foreign currency translation | 830 | (5,350) | 1,130 | (9,440) |
Derivative instruments | (30) | (30) | 370 | (210) |
Total other comprehensive income (loss) | 800 | (5,380) | 1,500 | (9,650) |
Total comprehensive income | $ 1,170 | $ 970 | $ 11,390 | $ 380 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash Flows from Operating Activities: | ||
Net income | $ 9,890 | $ 10,030 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Net loss on dispositions of property and equipment | 520 | 1,850 |
Depreciation | 7,490 | 7,580 |
Amortization of intangible assets | 5,480 | 5,540 |
Impairment of intangible assets | 2,240 | 0 |
Amortization of original issuance discount and debt issuance costs | 1,390 | 330 |
Deferred income taxes | (1,500) | (4,620) |
Non-cash compensation expense | 2,840 | 1,750 |
Increase in receivables | (8,260) | (16,120) |
Decrease in inventories | 19,920 | 5,330 |
Increase in prepaid expenses and other assets | (1,670) | (1,910) |
Increase (decrease) in accounts payable and accrued liabilities | (10,040) | 2,860 |
Other, net | (790) | 170 |
Net cash provided by operating activities | 27,510 | 12,790 |
Cash Flows from Investing Activities: | ||
Capital expenditures | (10,090) | (6,400) |
Net proceeds from disposition of property and equipment | 240 | 1,770 |
Net cash used for investing activities | (9,850) | (4,630) |
Cash Flows from Financing Activities: | ||
Proceeds from borrowings on credit facilities | 37,050 | 100,420 |
Repayments of borrowings on credit facilities | (37,210) | (95,420) |
Proceeds from Term B Loan, net of issuance costs | 0 | 192,920 |
Repayments of borrowings on Term B Loan | (7,500) | (2,500) |
Proceeds from ABL Revolving Debt | 105,230 | 37,900 |
Repayments of borrowings on ABL Revolving Debt | (98,430) | (30,980) |
Proceeds from borrowings on Vendor Financing | 3,110 | 0 |
Repayments of borrowings on Vendor Financing | (1,820) | 0 |
Net transfers from former parent | 0 | 27,630 |
Cash dividend paid to former parent | 0 | (214,500) |
Shares surrendered upon vesting of employees' share based payment awards to cover tax obligations | (230) | 0 |
Net cash provided by financing activities | 200 | 15,470 |
Effect of exchange rate changes on cash | 40 | (1,220) |
Increase for the period | 17,900 | 22,410 |
At beginning of period | 23,520 | 5,720 |
At end of period | 41,420 | 28,130 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | $ 11,180 | $ 3,760 |
Consolidated Statement of Share
Consolidated Statement of Shareholders' Equity - 9 months ended Sep. 30, 2016 - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member] | Accumulated Other Comprehensive Income [Member] |
Balances at Dec. 31, 2015 | $ 2,000 | $ 180 | $ 1,300 | $ (1,950) | $ 2,470 |
Net income | 9,890 | 9,890 | |||
Other comprehensive income, net of tax | 1,500 | 1,500 | |||
Shares surrendered upon vesting of employees' share based payment awards to cover tax obligations | (230) | (230) | |||
Non-cash compensation expense | 2,840 | 2,840 | |||
Balances at Sep. 30, 2016 | $ 16,000 | $ 180 | $ 3,910 | $ 7,940 | $ 3,970 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
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 ("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 Horizon North America and Horizon International. See Note 9 , " Segment Information ," for further information on each of the Company's reportable segments. The accompanying condensed consolidated financial statements for periods prior to the spin-off are derived from TriMas' historical accounting records on a carve-out basis. For periods subsequent to the spin-off, the condensed consolidated financial statements are derived from the historical accounting records of Horizon on a stand-alone basis. As such, the condensed consolidated statement of income, condensed consolidated statement of comprehensive income and condensed consolidated statement of cash flows for the nine months ended September 30, 2015 consist of the consolidated results of operations of Horizon on a stand-alone basis for the three months ended September 30, 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 condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Our interim condensed consolidated financial statements are unaudited. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted. You should read these financial statements in conjunction with our audited consolidated financial statements and the accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2015 . It is management's opinion that these financial statements contain all adjustments, including adjustments of a normal and recurring nature, necessary for a fair presentation of financial position and results of operations. The Company's condensed consolidated financial statements may not be indicative of the Company's future performance and do not necessarily reflect what the results of operations, financial position, and cash flows would have been had it been operated as a stand-alone company during all periods presented. For periods prior to the separation, the combined 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 condensed consolidated financial statements also include certain assets and liabilities that have historically been held at the parent 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 condensed consolidated financial statements and were considered effectively settled for cash at the time of the spin-off. |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, "Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting." ASU 2016-09 simplifies several aspects of share-based payment award transactions including: income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. This guidance is effective for public entities for fiscal years beginning after December 15, 2016, including interim periods within those annual periods, with early adoption permitted. The Company early adopted this guidance effective June 30, 2016. The Company adopted the provisions related to forfeitures on a modified retrospective basis to record actual forfeitures as they occur, and the impact on our condensed consolidated balance sheet as of December 31, 2015 includes an increase of accumulated deficit of $40 thousand , with a corresponding increase in paid-in capital. The provisions related to income taxes and the statement of cash flows were adopted on a prospective basis and did not have a material impact on the Company's condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)", which supersedes the leases requirements in "Leases (Topic 840)." The objective of this update is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those annual periods, with early adoption permitted. The Company is in the process of assessing the impact of the adoption of ASU 2016-02 on its consolidated financial statements. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory." This guidance 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. 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. Application of the new requirements of ASU 2015-11 is not expected to have a material impact on the Company's consolidated financial position or results of operations. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)." This guidance 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." In March 2016, the FASB issued ASU 2016-08, "Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Gross versus Net)," which provides amendments to improve the operability and understandability of the implementation guidance on principal versus agent considerations by amending certain existing illustrative examples and adding additional illustrative examples to assist in the application of the guidance. In April 2016, the FASB issued ASU 2016-10, "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing," which provides amendments to clarify two aspects of Topic 606: identifying performance obligations; and licensing implementation guidance. The FASB issued ASU 2016-11, "Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting," in May 2016, which rescinded of several SEC Staff Announcements that are codified in Topic 605, including, among other items, guidance related to accounting for shipping and handling fees and costs, freight services and consideration given by a vendor to a customer. Also in May 2016, the FASB issued ASU 2016-12, "Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients," which provides amendments to Topic 606, including improvements to guidance on collectability, non-cash consideration, and completed contracts at transition. Furthermore, the ASU 2016-12 amendments include a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other taxes collected from customers. The Company is in the process of assessing the impact of the adoption of the aforementioned ASUs on its consolidated financial statements. |
Facility Closure
Facility Closure | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Facility Closure | Facility Closure 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. During the second quarter of 2016, the Company vacated the El Paso, Texas and Juarez, Mexico sites. Upon the cease use date of the facilities, the Company recorded an accrual of approximately $2.6 million for estimated future unrecoverable lease obligations, net of estimated sublease recoveries, for the lease agreements expiring in 2019 and 2020, respectively. The corresponding expense consists of $1.9 million recorded as cost of sales and $0.7 million recorded as selling, general and administrative expenses in the accompanying condensed consolidated statement of income. Most of the manufacturing was relocated to the Company's existing facilities in Reynosa, Mexico. The distribution operations moved to a new warehouse facility, also in Reynosa, Mexico. During the third quarter of 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 approximately $0.8 million was included in cost of sales and approximately $0.1 million was included in selling, general and administrative expenses. Also, during the third quarter of 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 was included in cost of sales and approximately $0.2 million was included in selling, general and administrative expenses. As of September 30, 2016 , the hourly and salaried severance benefits have been fully paid. In addition, the Company incurred pre-tax non-cash charges related to accelerated depreciation expense of less than $0.1 million for the three months ended September 30, 2015 , and $0.4 million and less than $0.1 million for the nine months ended September 30, 2016 and 2015 , respectively. No expenses were incurred for the three months ended September 30, 2016 related to accelerated depreciation expense as these facilities were completely vacated by the end of the second quarter. These depreciation charges are the 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. |
Acquisitions (Notes)
Acquisitions (Notes) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | 0 . Acquisitions |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are summarized as follows: Horizon North America Horizon International Total (dollars in thousands) Balance, December 31, 2015 $ — $ 4,410 $ 4,410 Foreign currency translation and other — 950 950 Balance, September 30, 2016 $ — $ 5,360 $ 5,360 In May 2016, the Company made a decision to simplify its brand offering in the Horizon North America reportable segment. Based on this decision, the Company no longer expects that the economic benefit of certain indefinite-lived trade names extends beyond the foreseeable future. As a result, during the second quarter of 2016, the Company determined these trade names with an aggregate carrying value of $2.4 million should be assigned finite useful lives. In accordance with ASC 350, " Intangibles - Goodwill and Other ," these trade names were first tested for impairment as indefinite-lived intangible assets resulting in non-cash intangible asset impairment charges of $2.2 million . The remaining $0.2 million was reclassified to amortizable intangible assets during the second quarter of 2016, and will be amortized within selling, general and administrative costs over the remainder of the year. The Company incurred approximately $60 thousand and $100 thousand of charges related to the amortization of the remaining carrying value of these intangible assets during the three and nine months ended September 30, 2016 . The gross carrying amounts and accumulated amortization of the Company's other intangibles as of September 30, 2016 and December 31, 2015 are summarized below. The Company amortizes these assets over periods ranging from three to 25 years, except for impaired trade names which will be amortized over the remainder of the year. September 30, 2016 December 31, 2015 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 $ 33,090 $ (27,810 ) $ 32,550 $ (26,880 ) Customer relationships, 15 – 25 years 105,380 (82,630 ) 105,380 (78,180 ) Total customer relationships 138,470 (110,440 ) 137,930 (105,060 ) Technology and other, 3 – 15 years 15,420 (14,300 ) 14,480 (14,060 ) Trademark/Trade names, <1 year 150 (100 ) — — Total finite-lived intangible assets 154,040 (124,840 ) 152,410 (119,120 ) Trademark/Trade names, indefinite-lived 20,770 — 22,730 — Total other intangible assets $ 174,810 $ (124,840 ) $ 175,140 $ (119,120 ) Amortization expense related to intangible assets as included in the accompanying condensed consolidated statements of income is summarized as follows: Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands) Technology and other, included in cost of sales $ 30 $ 40 $ 100 $ 160 Customer relationships & Trademark/Trade names, included in selling, general and administrative expenses 1,810 1,780 5,380 5,380 Total amortization expense $ 1,840 $ 1,820 $ 5,480 $ 5,540 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following components: September 30, December 31, (dollars in thousands) Finished goods $ 65,830 $ 83,870 Work in process 7,440 7,080 Raw materials 27,510 28,520 Total inventories $ 100,780 $ 119,470 |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consists of the following components: September 30, December 31, (dollars in thousands) Buildings $ 8,170 $ 8,330 Machinery and equipment 103,070 95,860 111,240 104,190 Less: Accumulated depreciation 63,680 58,300 Property and equipment, net $ 47,560 $ 45,890 Depreciation expense included in the accompanying condensed consolidated statements of income is as follows: Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands) Depreciation expense, included in cost of sales $ 2,060 $ 2,100 $ 6,310 $ 6,360 Depreciation expense, included in selling, general and administrative expense 440 400 1,180 1,220 Total depreciation expense $ 2,500 $ 2,500 $ 7,490 $ 7,580 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt The Company's long-term debt consists of the following: September 30, December 31, (dollars in thousands) ABL Facility $ 6,800 $ — Term B Loan 182,030 188,520 Bank facilities, capital leases and other long-term debt 1,800 220 190,630 188,740 Less: Current maturities, long-term debt 11,740 10,130 Long-term debt $ 178,890 $ 178,610 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 September 30, 2016 , the Company was in compliance with its financial covenants contained in the ABL Facility. Debt issuance costs of approximately $2.5 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 approximately $0.1 million of amortization of debt issuance costs for the three months ended September 30, 2016 and 2015 , respectively and $0.4 million and $0.1 million for the nine months ended September 30, 2016 and 2015 , respectively. As of September 30, 2016 , there were $2.0 million of unamortized debt issuance costs included in other assets in the accompanying condensed consolidated balance sheets. As of September 30, 2016 , there was approximately $6.8 million outstanding under the ABL Facility with a weighted average interest rate of 3.1% . Total letters of credit issued at September 30, 2016 were approximately $11.9 million . The Company had $72.2 million in available funds from the ABL Facility as of September 30, 2016 . 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 5.0% per annum, or (ii) LIBOR plus 6.0% 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 up 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 September 30, 2016 , 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 approximately $0.3 million and $0.2 million of amortization of debt issuance cost and original issue discount during the three months ended September 30, 2016 and 2015 , respectively, and $1.0 million and $0.2 million during the nine months ended September 30, 2016 and 2015 , respectively, which is included in the accompanying condensed consolidated statements of income. As of September 30, 2016 , the Company had an aggregate principal amount of $187.5 million outstanding under the Term B Loan bearing interest at 7.0% , and had $5.5 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 condensed consolidated balance sheets. The Company's Term B Loan traded at approximately 100.5% and 99.0% of par value as of September 30, 2016 and December 31, 2015 , respectively. The valuation of the Term B Loan was determined based on Level 2 inputs under the fair value hierarchy. Bank facilities, capital leases and other long-term debt In Australia, the Company's subsidiary is party to a revolving debt facility with a borrowing capacity of approximately $3.8 million , which matures on November 30, 2016 subject to interest at a bank-specified rate plus 1.9% and secured by substantially all the assets of the subsidiary. No amounts were outstanding under this agreement as of September 30, 2016 and December 31, 2015 . Other long-term debt consists primarily of a bank credit line that provides liquidity for supplier payments for our Netherlands subsidiary which was entered into during the first quarter of 2016. The line provides total credit of $20.0 million . The total balance outstanding as of September 30, 2016 was $1.3 million , which is included in current maturities, long-term debt on the Company's condensed consolidated balance sheets. Term B Loan incremental borrowings On September 19, 2016, the Company entered into the First Amendment to Term B Loan (the "Term Loan Amendment") which amended the Term B Loan to provide for incremental commitments in an aggregate principal amount of $152.0 million (the "Incremental Term Loans"). In connection with the consummation of the acquisition of Westfalia-Automotive Holding GmbH and TeIJs Holding B.V. (collectively, the "Westfalia Group" or "Westfalia"), the Company was extended the Incremental Term Loans on October 3, 2016. Borrowings under the Incremental Term Loans bear interest, at the Company's election, at either (i) the Base Rate plus 5.0% per annum, or (ii) LIBOR plus 6.0% per annum. Principal payments required under the Incremental Term Loans are $2.0 million due at the end of each calendar quarter beginning December 2016. The Term Loan Amendment modified the commencement date of required prepayments resulting from excess cash flows from December 31, 2016 to December 31, 2017. Additionally, the Term Loan Amendment modified the financial maintenance covenant such that the Company is required to maintain a net leverage ratio not exceeding: 5.25 to 1.00 through the fiscal quarter ending September 30, 2017; 5.00 to 1.00 through the fiscal quarter ending March 31, 2018; 4.75 to 1.00 through the fiscal quarter ending September 30, 2018; and thereafter, 4.50 to 1.00 . |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Foreign Currency Exchange Rate Risk As of September 30, 2016 , the Company was party to forward contracts to hedge changes in foreign currency exchange rates with notional amounts of approximately $26.5 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 2017. 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. Additionally, during the third quarter of 2016, the Company entered into forward contracts to acquire a total of €125.0 million or $140.5 million , to hedge changes in foreign currency related to the cash portion of the purchase price of the Westfalia acquisition. Refer to Note 15 , " Subsequent Events " for additional information. At inception, these forward contracts were not designated as hedging instruments. Financial Statement Presentation As of September 30, 2016 and December 31, 2015 , the fair value carrying amount of the Company's derivative instruments were recorded as follows: Asset / (Liability) Derivatives Balance Sheet Caption September 30, December 31, (dollars in thousands) Derivatives designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets $ 150 $ — Foreign currency forward contracts Other assets 50 — Foreign currency forward contracts Accrued liabilities (520 ) (800 ) Total derivatives designated as hedging instruments (320 ) (800 ) Derivatives not designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets 460 30 Foreign currency forward contracts Accrued liabilities (240 ) (190 ) Total derivatives de-designated as hedging instruments 220 (160 ) Total derivatives $ (100 ) $ (960 ) The following tables summarize the loss recognized in accumulated other comprehensive income ("AOCI"), the amounts reclassified from AOCI into earnings and the amounts recognized directly into earnings as of and for the three and nine months ended September 30, 2016 and 2015 : Amount of Gain (Loss) Recognized in Amount of Loss Reclassified Three months ended Nine months ended As of As of December 31, 2015 Location of Loss Reclassified from AOCI into Earnings (Effective Portion) 2016 2015 2016 2015 (dollars in thousands) (dollars in thousands) Derivatives instruments Foreign currency forward contracts $ (340 ) $ (710 ) Cost of sales $ (350 ) $ (610 ) $ (1,120 ) $ (1,060 ) Over the next 12 months , the Company expects to reclassify approximately $0.5 million of pre-tax deferred losses from AOCI to cost of sales as the inventory purchases are settled. Derivatives not designated as hedging instruments The gain or loss resulting from the change in fair value on de-designated forward contracts is reported within cost of sales on the Company's condensed consolidated statements of income. The gains on de-designated derivatives amounted to $0.1 million and $0.3 million for the three and nine months ended September 30, 2016 , respectively. There were no gains or losses on de-designated derivatives during the three and nine months ended September 30, 2015 . Gains or losses resulting from the change in fair value on the forward contracts entered into to hedge changes in foreign currency related to the purchase price of Westfalia are recorded within other expense, net on the Company's condensed consolidated statements of income. The gains on these derivative instruments amounted to $0.5 million for the three and nine months ended September 30, 2016. During the third quarter of 2016 the Company purchased a currency option to buy €55.0 million at a specified exchange rate in connection with the Westfalia acquisition. Upon entering the agreement the Company paid a premium of approximately $0.9 million . This option was sold in the third quarter for approximately $0.4 million ; the resulting loss of $0.5 million is included within other expense, net in the Company's condensed consolidated statements of income for the three and nine months ended September 30, 2016 . 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 September 30, 2016 and December 31, 2015 are shown below. Frequency Asset / (Liability) Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (dollars in thousands) September 30, 2016 Foreign currency forward contracts Recurring $ (100 ) $ — $ (100 ) $ — December 31, 2015 Foreign currency forward contracts Recurring $ (960 ) $ — $ (960 ) $ — |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information In March 2016, the Company realigned its executive management structure and, as a result, the information used by our chief operating decision maker ("CODM") to assess performance and allocate resources changed. Our Brazilian operations, which had previously been included in the Cequent Americas segment, is now managed as part of our former Cequent APEA segment, which has been renamed Horizon International. The remaining businesses within our former Cequent Americas segment have been renamed as Horizon North America. We believe reporting our results in this manner will provide better visibility and understanding into our business and better reflect our operational structure. We have recast prior period amounts to conform to the way we currently manage and monitor segment performance under the new segments. Horizon North America - 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. Horizon International - With a product offering similar to Horizon North America, Horizon International focuses its sales and manufacturing efforts in the Asia Pacific, Europe, Africa and Latin America regions of the world. Segment activity is as follows: Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands) Net Sales Horizon North America $ 108,640 $ 114,480 $ 344,230 $ 334,770 Horizon International 43,080 38,860 121,360 119,470 Total $ 151,720 $ 153,340 $ 465,590 $ 454,240 Operating Profit (Loss) Horizon North America $ 13,330 $ 11,220 $ 36,910 $ 25,360 Horizon International 3,540 1,210 8,150 4,690 Corporate expenses (10,240 ) (3,820 ) (19,500 ) (12,370 ) Total $ 6,630 $ 8,610 $ 25,560 $ 17,680 |
Equity Awards
Equity Awards | 9 Months Ended |
Sep. 30, 2016 | |
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 (as amended and restated, the "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. Stock Options On March 1, 2016, the Company granted 137,372 stock options to certain key employees, including named executive officers. These stock options have a term of ten years and vest ratably on (i) March 1, 2017, (ii) March 1, 2018 and (iii) March 1, 2019. 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: March 1, 2016 Grant Fair value per option $ 3.93 Exercise price $ 10.08 Risk-free interest rate 1.39 % Dividend yield 0.00 % Expected stock volatility 40.59 % Expected life (years) 5.5 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" because 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 of Horizon common stock, the expected volatility 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 table summarizes Horizon stock option activity from December 31, 2015 to September 30, 2016 : Number of Weighted Average Exercise Price Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at December 31, 2015 218,436 $ 10.57 Granted 137,372 10.08 Exercised (1,397 ) 11.02 Canceled, forfeited — — Expired — — Outstanding at September 30, 2016 354,411 $ 10.38 9.1 $ 3,385,390 As of September 30, 2016 , there was $0.6 million in unrecognized compensation cost related to stock options that is expected to be recognized over a weighted-average period of 2.0 years. The Company recognized approximately $0.2 million and $0.1 million of stock-based compensation expense related to stock options during the three months ended September 30, 2016 and 2015 , respectively, and approximately $0.6 million and $0.1 million during the nine months ended September 30, 2016 and 2015 , respectively. Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income. Restricted Shares In the first nine months of 2016 , the Company granted an aggregate of 330,052 restricted stock units and performance stock units to certain key employees and non-employee directors. The total grants consisted of the following: ▪ 2,375 time-based restricted stock units that vested on May 1, 2016 ▪ 152,113 time-based restricted stock units that vest in equal installments on March 1, 2017, March 1, 2018 and March 1, 2019 ▪ 20,787 time-based restricted stock units that vest on February 1, 2018 ▪ 40,000 time-based restricted stock units that vest on March 1, 2019 ▪ 68,559 market-based performance stock units that vest on March 1, 2019 ▪ 3,968 time-based restricted stock units that vest on March 1, 2018 ▪ 40,710 time-based restricted stock units that vest on July 1, 2017 ▪ 1,540 time-based restricted stock units that vest on August 1, 2018 The performance criteria for the market-based performance stock units is based on the Company's total shareholder return ("TSR") relative to the TSR of the common stock of a pre-defined industry peer group, measured over a period beginning January 1, 2016 and ending December 31, 2018. TSR is calculated as the Company's average closing stock price for the 20-trading days at the end of the performance period plus Company dividends, divided by the Company's average closing stock price for the 20-trading days prior to the start of the performance period. Depending on the performance achieved, the amount of shares earned can vary from 0% of the target award to a maximum of 200% of the target award. The Company estimated the grant-date fair value of the awards subject to a market condition using a Monte Carlo simulation model, using the following weighted-average assumptions: risk-free interest rate of 0.96% and annualized volatility of 34.3% . Due to the lack of adequate stock price history of Horizon common stock, the expected volatility is based on the historical volatility of the common stock of the peer group. The grant date fair value of the performance stock units was $16.07 . The grant date fair value of r estricted shares is expensed 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. Changes in the number of restricted shares outstanding for the period ended September 30, 2016 were as follows: Number of Restricted Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2015 372,219 $ 13.11 Granted 330,052 11.55 Vested (129,827 ) 14.49 Canceled, forfeited (5,356 ) 11.46 Outstanding at September 30, 2016 567,088 $ 11.90 As of September 30, 2016 , there was $4.1 million in unrecognized compensation costs related to unvested restricted shares that is expected to be recognized over a weighted-average period of 2.0 years. The Company recognized approximately $0.8 million and $0.4 million of stock-based compensation expense related to restricted shares during the three months ended September 30, 2016 and 2015 , respectively, and $2.2 million and $1.7 million for the nine months ended September 30, 2016 and 2015 , respectively. Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2016 | |
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, this amount was assumed to be outstanding as of the beginning of the nine months ended September 30, 2015 presented below 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 three and nine months ended September 30, 2016 and 2015 : Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands, except for per share amounts) Numerator: Net income for basic and diluted earnings per share $ 370 $ 6,350 $ 9,890 $ 10,030 Denominator: Weighted average shares outstanding, basic 18,174,509 18,098,404 18,144,998 18,073,836 Dilutive effect of stock-based awards 344,568 116,805 188,228 87,022 Weighted average shares outstanding, diluted 18,519,077 18,215,209 18,333,226 18,160,858 Basic earnings per share $ 0.02 $ 0.35 $ 0.55 $ 0.55 Diluted earnings per share $ 0.02 $ 0.35 $ 0.54 $ 0.55 The effect of certain common stock equivalents were excluded from the computation of weighted average diluted shares outstanding for the three and nine months ended September 30, 2016 and 2015 , as inclusion would have resulted in antidilution. A summary of these antidilutive common stock equivalents is provided in the table below: Three months ended Nine months ended 2016 2015 2016 2015 Number of options — — 268,331 — Exercise price of options — — $10.08 - $11.02 — Restricted stock units — — 53,546 — |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans 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 Horizon. The plan contains both contributory and noncontributory profit sharing arrangements, as defined. Aggregate charges included in the accompanying condensed consolidated statements of income under this plan were approximately $0.5 million and $0.4 million for the three months ended September 30, 2016 and 2015 , respectively, and $1.3 million and $1.2 million for the nine months ended September 30, 2016 and 2015 , respectively. |
Other Comprehensive Income
Other Comprehensive Income | 9 Months Ended |
Sep. 30, 2015 | |
Other Comprehensive Income [Abstract] | |
Other Comprehensive Income | Other Comprehensive Income Changes in AOCI by component, net of tax, for the nine months ended September 30, 2016 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2015 $ (710 ) $ 3,180 $ 2,470 Net unrealized gains (losses) arising during the period (a) (660 ) 1,130 470 Less: Net realized losses reclassified to net income (b) (1,030 ) — (1,030 ) Net current-period change 370 1,130 1,500 Balance, September 30, 2016 $ (340 ) $ 4,310 $ 3,970 __________________________ (a) Derivative instruments, net of income tax benefit of $0.1 million . See Note 8 , " Derivative Instruments ," for further details. (b) Derivative instruments, net of income tax benefit of $0.1 million . See Note 8 , " Derivative Instruments ," for further details. Changes in AOCI by component, net of tax, for the nine months ended September 30, 2015 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) 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 (a) (1,570 ) (9,440 ) (11,010 ) Less: Net realized losses reclassified to net income (b) (1,360 ) — (1,360 ) Net current-period change (210 ) (4,210 ) (4,420 ) Balance, September 30, 2015 $ (280 ) $ 3,250 $ 2,970 __________________________ (a) Derivative instruments, net of income tax benefit of $0.3 million . See Note 8 , " Derivative Instruments ," for further details. (b) Derivative instruments, net of income tax benefit of $0.3 million . See Note 8 , " Derivative Instruments, " for further details. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes At the end of each interim reporting period, the Company makes an estimate of the annual effective income tax rate. Tax items included in the annual effective income tax rate are pro-rated for the full year and tax items discrete to a specific quarter are included in the effective income tax rate for that quarter. The estimate used in providing for income taxes on a year-to-date basis may change in subsequent interim periods. The Company has experienced pre-tax losses in the U.S. As of September 30, 2016, we believe that it is more likely than not that the U.S. deferred tax assets will be realized. If the U.S. continues to experience losses through 2016, management may determine a valuation allowance against the U.S. deferred tax assets is necessary, which would result in additional tax expense. The effective income tax rate was 75.8% and 8.3% for the three and nine months ended September 30, 2016 . For the three and nine months ended September 30, 2015 , the effective income tax rates were (98.4)% and 0.3% , respectively. The higher effective income tax rate in 2016 was driven by the transaction costs associated with the acquisition of the Westfalia Group that are not deductible for U.S. tax purposes, offset by the recognition of the income tax benefits associated with a release of certain unrecognized tax positions. During the nine months ended September 30, 2016 and 2015 , cash paid for domestic taxes was approximately $1.9 million and $2.0 million , respectively. For the six months ended June 30, 2015, domestic taxes were paid by our former parent company. During the nine months ended September 30, 2016 and 2015 , the Company paid cash for foreign taxes of $2.2 million and $1.8 million , respectively. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 4, 2016, the Company completed the acquisition of the Westfalia Group for cash consideration of $100.0 million , the issuance of 2,704,310 shares of the Company's common stock; and assumed debt of approximately $47.2 million . The Westfalia Group is the European market leading manufacturer of towbars and related towing products with annual sales of approximately $247.0 million . The cash portion of the acquisition was financed with $152.0 million of incremental borrowings on the Company's Term B loan facility (refer to Note 7 , " Long-term Debt " for additional information). The acquisition of the Westfalia Group will be accounted for as a business combination, and the assets acquired and liabilities assumed will be recognized and measured as of the acquisition date at fair value. The operating results and cash flows of the Westfalia Group will be included in the consolidated financial statements from the date of acquisition. The Company is in the process of preparing the preliminary estimate of the fair value of assets acquired and liabilities assumed, which will be included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016. |
Goodwill and Other Intangible24
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the nine months ended September 30, 2016 are summarized as follows: Horizon North America Horizon International Total (dollars in thousands) Balance, December 31, 2015 $ — $ 4,410 $ 4,410 Foreign currency translation and other — 950 950 Balance, September 30, 2016 $ — $ 5,360 $ 5,360 |
Schedule of Intangible Assets (excluding Goodwill) by Major Class | The gross carrying amounts and accumulated amortization of the Company's other intangibles as of September 30, 2016 and December 31, 2015 are summarized below. The Company amortizes these assets over periods ranging from three to 25 years, except for impaired trade names which will be amortized over the remainder of the year. September 30, 2016 December 31, 2015 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 $ 33,090 $ (27,810 ) $ 32,550 $ (26,880 ) Customer relationships, 15 – 25 years 105,380 (82,630 ) 105,380 (78,180 ) Total customer relationships 138,470 (110,440 ) 137,930 (105,060 ) Technology and other, 3 – 15 years 15,420 (14,300 ) 14,480 (14,060 ) Trademark/Trade names, <1 year 150 (100 ) — — Total finite-lived intangible assets 154,040 (124,840 ) 152,410 (119,120 ) Trademark/Trade names, indefinite-lived 20,770 — 22,730 — Total other intangible assets $ 174,810 $ (124,840 ) $ 175,140 $ (119,120 ) |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | Amortization expense related to intangible assets as included in the accompanying condensed consolidated statements of income is summarized as follows: Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands) Technology and other, included in cost of sales $ 30 $ 40 $ 100 $ 160 Customer relationships & Trademark/Trade names, included in selling, general and administrative expenses 1,810 1,780 5,380 5,380 Total amortization expense $ 1,840 $ 1,820 $ 5,480 $ 5,540 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventories consist of the following components: September 30, December 31, (dollars in thousands) Finished goods $ 65,830 $ 83,870 Work in process 7,440 7,080 Raw materials 27,510 28,520 Total inventories $ 100,780 $ 119,470 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following components: September 30, December 31, (dollars in thousands) Buildings $ 8,170 $ 8,330 Machinery and equipment 103,070 95,860 111,240 104,190 Less: Accumulated depreciation 63,680 58,300 Property and equipment, net $ 47,560 $ 45,890 |
Depreciation Expense | Depreciation expense included in the accompanying condensed consolidated statements of income is as follows: Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands) Depreciation expense, included in cost of sales $ 2,060 $ 2,100 $ 6,310 $ 6,360 Depreciation expense, included in selling, general and administrative expense 440 400 1,180 1,220 Total depreciation expense $ 2,500 $ 2,500 $ 7,490 $ 7,580 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company's long-term debt consists of the following: September 30, December 31, (dollars in thousands) ABL Facility $ 6,800 $ — Term B Loan 182,030 188,520 Bank facilities, capital leases and other long-term debt 1,800 220 190,630 188,740 Less: Current maturities, long-term debt 11,740 10,130 Long-term debt $ 178,890 $ 178,610 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | As of September 30, 2016 and December 31, 2015 , the fair value carrying amount of the Company's derivative instruments were recorded as follows: Asset / (Liability) Derivatives Balance Sheet Caption September 30, December 31, (dollars in thousands) Derivatives designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets $ 150 $ — Foreign currency forward contracts Other assets 50 — Foreign currency forward contracts Accrued liabilities (520 ) (800 ) Total derivatives designated as hedging instruments (320 ) (800 ) Derivatives not designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets 460 30 Foreign currency forward contracts Accrued liabilities (240 ) (190 ) Total derivatives de-designated as hedging instruments 220 (160 ) Total derivatives $ (100 ) $ (960 ) |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The following tables summarize the loss recognized in accumulated other comprehensive income ("AOCI"), the amounts reclassified from AOCI into earnings and the amounts recognized directly into earnings as of and for the three and nine months ended September 30, 2016 and 2015 : Amount of Gain (Loss) Recognized in Amount of Loss Reclassified Three months ended Nine months ended As of As of December 31, 2015 Location of Loss Reclassified from AOCI into Earnings (Effective Portion) 2016 2015 2016 2015 (dollars in thousands) (dollars in thousands) Derivatives instruments Foreign currency forward contracts $ (340 ) $ (710 ) Cost of sales $ (350 ) $ (610 ) $ (1,120 ) $ (1,060 ) |
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 September 30, 2016 and December 31, 2015 are shown below. Frequency Asset / (Liability) Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (dollars in thousands) September 30, 2016 Foreign currency forward contracts Recurring $ (100 ) $ — $ (100 ) $ — December 31, 2015 Foreign currency forward contracts Recurring $ (960 ) $ — $ (960 ) $ — |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment activity is as follows: Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands) Net Sales Horizon North America $ 108,640 $ 114,480 $ 344,230 $ 334,770 Horizon International 43,080 38,860 121,360 119,470 Total $ 151,720 $ 153,340 $ 465,590 $ 454,240 Operating Profit (Loss) Horizon North America $ 13,330 $ 11,220 $ 36,910 $ 25,360 Horizon International 3,540 1,210 8,150 4,690 Corporate expenses (10,240 ) (3,820 ) (19,500 ) (12,370 ) Total $ 6,630 $ 8,610 $ 25,560 $ 17,680 |
Equity Awards (Tables)
Equity Awards (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | 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: March 1, 2016 Grant Fair value per option $ 3.93 Exercise price $ 10.08 Risk-free interest rate 1.39 % Dividend yield 0.00 % Expected stock volatility 40.59 % Expected life (years) 5.5 |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes Horizon stock option activity from December 31, 2015 to September 30, 2016 : Number of Weighted Average Exercise Price Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at December 31, 2015 218,436 $ 10.57 Granted 137,372 10.08 Exercised (1,397 ) 11.02 Canceled, forfeited — — Expired — — Outstanding at September 30, 2016 354,411 $ 10.38 9.1 $ 3,385,390 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | Changes in the number of restricted shares outstanding for the period ended September 30, 2016 were as follows: Number of Restricted Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2015 372,219 $ 13.11 Granted 330,052 11.55 Vested (129,827 ) 14.49 Canceled, forfeited (5,356 ) 11.46 Outstanding at September 30, 2016 567,088 $ 11.90 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
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 three and nine months ended September 30, 2016 and 2015 : Three months ended Nine months ended 2016 2015 2016 2015 (dollars in thousands, except for per share amounts) Numerator: Net income for basic and diluted earnings per share $ 370 $ 6,350 $ 9,890 $ 10,030 Denominator: Weighted average shares outstanding, basic 18,174,509 18,098,404 18,144,998 18,073,836 Dilutive effect of stock-based awards 344,568 116,805 188,228 87,022 Weighted average shares outstanding, diluted 18,519,077 18,215,209 18,333,226 18,160,858 Basic earnings per share $ 0.02 $ 0.35 $ 0.55 $ 0.55 Diluted earnings per share $ 0.02 $ 0.35 $ 0.54 $ 0.55 |
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: Three months ended Nine months ended 2016 2015 2016 2015 Number of options — — 268,331 — Exercise price of options — — $10.08 - $11.02 — Restricted stock units — — 53,546 — |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Other Comprehensive Income [Abstract] | ||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Changes in AOCI by component, net of tax, for the nine months ended September 30, 2016 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance, December 31, 2015 $ (710 ) $ 3,180 $ 2,470 Net unrealized gains (losses) arising during the period (a) (660 ) 1,130 470 Less: Net realized losses reclassified to net income (b) (1,030 ) — (1,030 ) Net current-period change 370 1,130 1,500 Balance, September 30, 2016 $ (340 ) $ 4,310 $ 3,970 __________________________ (a) Derivative instruments, net of income tax benefit of $0.1 million . See Note 8 , " Derivative Instruments ," for further details. (b) Derivative instruments, net of income tax benefit of $0.1 million . See Note 8 , " Derivative Instruments ," for further details. | Changes in AOCI by component, net of tax, for the nine months ended September 30, 2015 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) 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 (a) (1,570 ) (9,440 ) (11,010 ) Less: Net realized losses reclassified to net income (b) (1,360 ) — (1,360 ) Net current-period change (210 ) (4,210 ) (4,420 ) Balance, September 30, 2015 $ (280 ) $ 3,250 $ 2,970 __________________________ (a) Derivative instruments, net of income tax benefit of $0.3 million . See Note 8 , " Derivative Instruments ," for further details. (b) Derivative instruments, net of income tax benefit of $0.3 million . See Note 8 , " Derivative Instruments, " for further details. |
Basis of Presentation - Cequent
Basis of Presentation - Cequent Spinoff (Details) $ in Thousands | Jun. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Jun. 25, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Percent of outstanding shares distributed as of spinoff | 100.00% | |||
Number of TriMas shares per one Horizon share in spinoff | 2.5 | |||
Cash dividend paid to former parent | $ 214,500 | $ 0 | $ 214,500 |
New Accounting Pronouncements (
New Accounting Pronouncements (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred tax assets, noncurrent | $ 3,700 | $ 4,500 |
Deferred tax liabilities, noncurrent | $ 680 | 2,910 |
Retained Earnings [Member] | Accounting Standards Update 2016-09 [Member] | New Accounting Pronouncement, Early Adoption, Effect [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cumulative effect of new accounting principle | 40 | |
Additional Paid-in Capital [Member] | Accounting Standards Update 2016-09 [Member] | New Accounting Pronouncement, Early Adoption, Effect [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cumulative effect of new accounting principle | $ (40) |
Facility Closure - Narrative (D
Facility Closure - Narrative (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | |
Facility Closing [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Future rental obligations | $ 2,600,000 | ||||
Facility Closing Juarez [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and related cost, accelerated depreciation (less than for the $0.1 million) | $ 0 | $ 100,000 | $ 400,000 | $ 100,000 | |
Cost of Sales [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | 1,900,000 | ||||
Selling, General and Administrative Expenses [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | $ 700,000 | ||||
Hourly Employees [Member] | Facility Closing Juarez [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of employees terminated | 214 | ||||
Severance Costs | $ 900,000 | ||||
Hourly Employees [Member] | Cost of Sales [Member] | Facility Closing Juarez [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance Costs | 800,000 | ||||
Hourly Employees [Member] | Selling, General and Administrative Expenses [Member] | Facility Closing Juarez [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance Costs | $ 100,000 | ||||
Salaried Employees [Member] | Facility Closing Juarez [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Number of employees terminated | 47 | ||||
Severance Costs | $ 900,000 | ||||
Salaried Employees [Member] | Cost of Sales [Member] | Facility Closing Juarez [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance Costs | 700,000 | ||||
Salaried Employees [Member] | Selling, General and Administrative Expenses [Member] | Facility Closing Juarez [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Severance Costs | $ 200,000 |
Goodwill and Other Intangible36
Goodwill and Other Intangible Assets Goodwill Rollforward (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Goodwill [Roll Forward] | |
Balance, beginning | $ 4,410 |
Foreign currency translation and other | 950 |
Balance, ending | 5,360 |
Horizon North America [Member] | |
Goodwill [Roll Forward] | |
Balance, beginning | 0 |
Foreign currency translation and other | 0 |
Balance, ending | 0 |
Horizon International [Member] | |
Goodwill [Roll Forward] | |
Balance, beginning | 4,410 |
Foreign currency translation and other | 950 |
Balance, ending | $ 5,360 |
Goodwill and Other Intangible37
Goodwill and Other Intangible Assets Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Finite-lived intangible assets, gross carrying amount | $ 154,040 | $ 154,040 | $ 152,410 | |||
Impairment of intangible assets | 0 | $ 0 | 2,240 | $ 0 | ||
Amortization of intangible assets | 1,840 | $ 1,820 | 5,480 | $ 5,540 | ||
Trademarks and Trade Names [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Finite-lived intangible assets, gross carrying amount | 150 | $ 2,400 | 150 | $ 0 | ||
Impairment of intangible assets | 2,200 | |||||
Remaining amortizable intangible assets | $ 200 | |||||
Amortization of intangible assets | $ 60 | $ 100 |
Goodwill and Other Intangible38
Goodwill and Other Intangible Assets Schedule of Intangible Assets (excluding Goodwill) by Major Class (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-lived intangible assets, gross carrying amount | $ 154,040 | $ 152,410 | |
Finite-lived intangible assets, accumulated amortization | (124,840) | (119,120) | |
Total other intangible assets, Gross Carrying Amount | 174,810 | 175,140 | |
Trademarks and Trade Names [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Indefinite-lived intangible assets, gross carrying amount | 20,770 | 22,730 | |
Customer Relationships [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-lived intangible assets, gross carrying amount | 138,470 | 137,930 | |
Finite-lived intangible assets, accumulated amortization | (110,440) | (105,060) | |
Trademarks and Trade Names [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-lived intangible assets, gross carrying amount | 150 | $ 2,400 | 0 |
Finite-lived intangible assets, accumulated amortization | (100) | 0 | |
Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-lived intangible assets, gross carrying amount | 33,090 | 32,550 | |
Finite-lived intangible assets, accumulated amortization | (27,810) | (26,880) | |
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 | (82,630) | (78,180) | |
Useful Life Three to Fifteen Years [Member] | Technology and Other [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-lived intangible assets, gross carrying amount | 15,420 | 14,480 | |
Finite-lived intangible assets, accumulated amortization | $ (14,300) | $ (14,060) | |
Minimum [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-Lived Intangible Assets, Useful Life (in years) | 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 (in years) | 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 (in years) | 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 (in years) | 3 years | ||
Maximum [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-Lived Intangible Assets, Useful Life (in years) | 25 years | ||
Maximum [Member] | Trademarks and Trade Names [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-Lived Intangible Assets, Useful Life (in years) | 1 year | ||
Maximum [Member] | Useful Life Five to Twelve Years [Member] | Customer Relationships [Member] | |||
Intangible Assets, excluding Goodwill [Line Items] | |||
Finite-Lived Intangible Assets, Useful Life (in years) | 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 (in years) | 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 (in years) | 15 years |
Goodwill and Other Intangible39
Goodwill and Other Intangible Assets Schedule of Finite-Lived Intangible Assets, Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 1,840 | $ 1,820 | $ 5,480 | $ 5,540 |
Cost of Sales [Member] | Technology and Other [Member] | ||||
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 30 | 40 | 100 | 160 |
Selling, General and Administrative Expenses [Member] | Customer Relationships [Member] | ||||
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 1,810 | $ 1,780 | $ 5,380 | $ 5,380 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 65,830 | $ 83,870 |
Work in process | 7,440 | 7,080 |
Raw materials | 27,510 | 28,520 |
Total inventories | $ 100,780 | $ 119,470 |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment Table (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 111,240 | $ 104,190 |
Less: Accumulated depreciation | 63,680 | 58,300 |
Property and equipment, net | 47,560 | 45,890 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,170 | 8,330 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 103,070 | $ 95,860 |
Property and Equipment, Net - D
Property and Equipment, Net - Depreciation Expense Table (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Depreciation Expense [Line Items] | ||||
Depreciation expense | $ 2,500 | $ 2,500 | $ 7,490 | $ 7,580 |
Cost of Sales [Member] | ||||
Depreciation Expense [Line Items] | ||||
Depreciation expense | 2,060 | 2,100 | 6,310 | 6,360 |
Selling, General and Administrative Expenses [Member] | ||||
Depreciation Expense [Line Items] | ||||
Depreciation expense | $ 440 | $ 400 | $ 1,180 | $ 1,220 |
Long-term Debt - Debt Table (De
Long-term Debt - Debt Table (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 190,630 | $ 188,740 |
Current maturities, debt | 11,740 | 10,130 |
Long-term debt | 178,890 | 178,610 |
ABL Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 6,800 | 0 |
Term B Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 182,030 | 188,520 |
Bank facilities, capital leases and other long-term debt [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 1,800 | $ 220 |
Long-term Debt - ABL Facility (
Long-term Debt - ABL Facility (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016USD ($)sub_facility | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)sub_facility | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) | Dec. 22, 2015USD ($) | |
Debt Instrument [Line Items] | ||||||
Long-term Debt | $ 190,630,000 | $ 190,630,000 | $ 188,740,000 | |||
ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 99,000,000 | |||||
Number of New Sub Facilities | sub_facility | 2 | 2 | ||||
Letters of Credit, Maximum Borrowing Capacity | $ 20,000,000 | $ 20,000,000 | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||||
Line of Credit Facility, Fronting Fee Percentage | 0.125% | |||||
Fixed Charge Coverage Ratio | 1 | 1 | ||||
Payments of Debt Issuance Costs | $ 2,500,000 | |||||
Amortization of debt issuance costs | $ 100,000 | $ 100,000 | 400,000 | $ 100,000 | ||
Unamortized Debt Issuance Costs | 2,000,000 | 2,000,000 | ||||
Long-term Debt | $ 6,800,000 | $ 6,800,000 | $ 0 | |||
Revolving Credit Facility, Weighted Average Interest Rate (as a percent) | 3.10% | 3.10% | ||||
Total amount of letters of credit outstanding | $ 11,900,000 | $ 11,900,000 | ||||
Revolving Credit Facility, Remaining Borrowing Capacity | 72,200,000 | 72,200,000 | ||||
Canadian Sub-facility [Member] | ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 2,000,000 | 2,000,000 | ||||
UK Sub-facility [Member] | ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 3,000,000 | 3,000,000 | ||||
Minimum [Member] | U.S. Sub-facility [Member] | ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 85,000,000 | 85,000,000 | ||||
Maximum [Member] | U.S. Sub-facility [Member] | ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 94,000,000 | $ 94,000,000 |
Long-term Debt - U.S. Bank Debt
Long-term Debt - U.S. Bank Debt (Details) | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2016USD ($)Rate | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)Rate | Sep. 30, 2015USD ($) | Oct. 03, 2016USD ($) | Dec. 31, 2015Rate | Jun. 30, 2015USD ($) | |
Term B Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | $ 200,000,000 | ||||||
Incremental debt commitments capacity | $ 25,000,000 | $ 25,000,000 | |||||
Net leverage ratio | 3.50 | 3.50 | |||||
Required periodic payments | $ 2,500,000 | ||||||
Percentage of excess cash flow required as a prepayment | 50.00% | ||||||
Payments of Debt Issuance Costs | $ 3,200,000 | ||||||
Debt Instrument, Unamortized Discount | $ 4,000,000 | 4,000,000 | |||||
Amortization of debt issuance costs | 300,000 | $ 200,000 | 1,000,000 | $ 200,000 | |||
Term Loan, Aggregate Amount Outstanding | $ 187,500,000 | $ 187,500,000 | |||||
Debt Instrument, Interest Rate, Effective Percentage | 7.00% | 7.00% | |||||
Unamortized Debt Issuance Costs and Discount | $ 5,500,000 | $ 5,500,000 | |||||
Long-term Debt, Fair Value, % of par value | Rate | 100.50% | 100.50% | 99.00% | ||||
Incremental Term Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | $ 152,000,000 | ||||||
Required periodic payments | $ 2,000,000 | ||||||
Through September 30, 2016 [Member] | Term B Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 5.25 | 5.25 | |||||
Through September 30, 2017 [Member] | Term B Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 5 | 5 | |||||
Through September 30, 2017 [Member] | Incremental Term Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 5.25 | 5.25 | |||||
Through September 30, 2018 [Member] | Term B Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 4.75 | 4.75 | |||||
Through September 30, 2018 [Member] | Incremental Term Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 4.75 | 4.75 | |||||
Thereafter [Member] | Term B Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 4.50 | 4.50 | |||||
Thereafter [Member] | Term B Loan Amendment [Member] [Domain] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 4.50 | 4.50 | |||||
Through March 31, 2018 [Member] | Incremental Term Loans [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 5 | 5 | |||||
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% |
Long-term Debt - Non-U.S. Bank
Long-term Debt - Non-U.S. Bank Debt (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Australia Facility [Member] | ||
Short-term Debt [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,800,000 | |
Debt Instrument, Maturity Date | Nov. 30, 2016 | |
Dutch Credit Facility [Member] | ||
Short-term Debt [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 20,000,000 | |
Bank-Specified Rate [Member] | Australia Facility [Member] | ||
Short-term Debt [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.90% | |
Australia Facility [Member] | ||
Short-term Debt [Line Items] | ||
Foreign Debt, Amount Outstanding | $ 0 | $ 0 |
Dutch Credit Facility [Member] | ||
Short-term Debt [Line Items] | ||
Foreign Debt, Amount Outstanding | $ 1,300,000 |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Narrative (Details) - Foreign Exchange Contract [Member] | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016EUR (€) | |
Derivative [Line Items] | |||||
Gain (Loss) on derivative | $ 100,000 | $ 0 | $ 300,000 | $ 0 | |
Cash Flow Hedging [Member] | |||||
Derivative [Line Items] | |||||
Derivative, Notional Amount | 26,500,000 | 26,500,000 | |||
Westfalia [Member] | |||||
Derivative [Line Items] | |||||
Gain (Loss) on derivative | 500,000 | 500,000 | |||
Westfalia [Member] | Cash Flow Hedging [Member] | |||||
Derivative [Line Items] | |||||
Derivative, Notional Amount | $ 140,500,000 | $ 140,500,000 | € 125,000,000 |
Derivative Instruments - Design
Derivative Instruments - Designated as hedging, Financial Position (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Total derivatives | $ (100) | $ (960) |
Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives | (320) | (800) |
Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives | 220 | (160) |
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 150 | 0 |
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 50 | 0 |
Foreign Exchange Contract [Member] | Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | (520) | (800) |
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 460 | 30 |
Foreign Exchange Contract [Member] | Not Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | $ (240) | $ (190) |
Derivative Instruments - Desi49
Derivative Instruments - Designated as hedging, Financial Performance (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Amount of Gain (Loss) Recognized in AOCI on Derivatives (Effective Portion, net of tax) | $ (340) | $ (280) | $ (340) | $ (280) | $ (710) | $ (70) |
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Amount of Gain (Loss) Recognized in AOCI on Derivatives (Effective Portion, net of tax) | (340) | (340) | $ (710) | |||
Designated as Hedging Instrument [Member] | Foreign Exchange Contract [Member] | Cost of Sales [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Amount of Loss Reclassified from AOCI into Earnings | $ (350) | $ (610) | $ (1,120) | $ (1,060) |
Derivative Instruments - Desi50
Derivative Instruments - Designated as hedging, Financial Performance Narrative (Details) € in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016EUR (€) | |
Foreign Exchange Contract [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | $ 100,000 | $ 0 | $ 300,000 | $ 0 | |
Designated as Hedging Instrument [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gain (Loss) Reclassification from AOCI into Earnings, Estimate of Time to Transfer | 12 months | ||||
Designated as Hedging Instrument [Member] | Cost of Sales [Member] | Foreign Exchange Contract [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of gain (loss) expected to be reclassified from AOCI into Earnings | $ (500,000) | ||||
Westfalia [Member] | Foreign Exchange Contract [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | 500,000 | 500,000 | |||
Westfalia [Member] | Foreign Exchange Option [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Foreign currency call option | € | € 55 | ||||
Premium paid on derivative | 900,000 | ||||
Proceeds from sale of derivatives | 400,000 | ||||
Gain (loss) on sale of derivatives | $ (500,000) | $ (500,000) |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value Measurements (Details) - Foreign Exchange Contract [Member] - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | $ (100) | $ (960) |
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 | (100) | (960) |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | $ 0 | $ 0 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 151,720 | $ 153,340 | $ 465,590 | $ 454,240 |
Operating Profit (Loss) | 6,630 | 8,610 | 25,560 | 17,680 |
Horizon North America [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 108,640 | 114,480 | 344,230 | 334,770 |
Operating Profit (Loss) | 13,330 | 11,220 | 36,910 | 25,360 |
Horizon International [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 43,080 | 38,860 | 121,360 | 119,470 |
Operating Profit (Loss) | 3,540 | 1,210 | 8,150 | 4,690 |
Corporate expenses [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating Profit (Loss) | $ (10,240) | $ (3,820) | $ (19,500) | $ (12,370) |
Equity Awards - Stock Options N
Equity Awards - Stock Options Narrative (Details) - USD ($) $ in Millions | Mar. 01, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 137,372 | 137,372 | |||
Term (in years) | 10 years | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 1 year 11 months 27 days | ||||
Employee Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | $ 0.6 | $ 0.6 | |||
Allocated Share-based Compensation Expense | $ 0.2 | $ 0.1 | $ 0.6 | $ 0.1 | |
Horizon 2015 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of Shares Authorized | 2,000,000 | 2,000,000 | |||
Number of shares authorized to be offered to replace shares currently held under TriMas Plans | 500,000 | 500,000 |
Equity Awards - Fair Value Assu
Equity Awards - Fair Value Assumptions (Details) - $ / shares | Mar. 01, 2016 | Sep. 30, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise price (in usd per share) | $ 10.08 | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair value per option (in usd per share) | $ 3.93 | |
Exercise price (in usd per share) | $ 10.08 | |
Risk-free interest rate (as a percent) | 1.39% | |
Dividend yield (as a percent) | 0.00% | |
Expected stock volatility (as a percent) | 40.59% | |
Expected life (years) | 5 years 6 months |
Equity Awards - Stock Option Ac
Equity Awards - Stock Option Activity Table (Details) - USD ($) | Mar. 01, 2016 | Sep. 30, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Beginning balance (in shares) | 218,436 | |
Granted (in shares) | 137,372 | 137,372 |
Exercised (in shares) | (1,397) | |
Canceled, forfeited (in shares) | 0 | |
Expired (in shares) | 0 | |
Ending balance (in shares) | 354,411 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Beginning balance (in usd per share) | $ 10.57 | |
Granted (in usd per share) | 10.08 | |
Exercised (in usd per share) | 11.02 | |
Canceled, forfeited (in usd per share) | 0 | |
Expired (in usd per share) | 0 | |
Ending balance (in usd per share) | $ 10.38 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures | ||
Average Remaining Contractual Life (Years) | 9 years 1 month | |
Aggregate Intrinsic Value | $ 3,385,390 |
Equity Awards - Restricted Shar
Equity Awards - Restricted Shares Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 4.1 | $ 4.1 | ||
Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 330,052 | |||
Grant date fair value (in usd per share) | $ 11.55 | |||
Weighted-average period for recognition of the unrecognized unvested restricted shares-based compensation expense | 2 years 11 days | |||
Restricted shares-based compensation expense | $ 0.8 | $ 0.4 | $ 2.2 | $ 1.7 |
Market-based restricted shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate (as a percent) | 0.96% | |||
Expected stock volatility (as a percent) | 34.30% | |||
Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grant date fair value (in usd per share) | $ 16.07 | |||
Vest on May 1, 2016 [Member] | Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 2,375 | |||
Vest on March 1, 2017, March 1, 2018 and March 1, 2019 [Member] | Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 152,113 | |||
Vest on February 1, 2018 [Member] | Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 20,787 | |||
Vest on March 1, 2019 [Member] | Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 40,000 | |||
Vest on March 1, 2019 [Member] | Market-based restricted shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 68,559 | |||
Vest on March 1, 2018 [Member] | Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 3,968 | |||
Vest on July 1, 2017 | Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 40,710 | |||
Vest on August 1, 2018 | Restricted Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 1,540 | |||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent attainment range | 0.00% | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent attainment range | 200.00% |
Equity Awards - Restricted Sh57
Equity Awards - Restricted Shares Activity Table (Details) - Restricted Shares [Member] | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning balance (in shares) | shares | 372,219 |
Granted (in shares) | shares | 330,052 |
Vested (in shares) | shares | (129,827) |
Canceled, forfeited (in shares) | shares | (5,356) |
Ending balance (in shares) | shares | 567,088 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |
Beginning balance (in usd per share) | $ / shares | $ 13.11 |
Granted (in usd per share) | $ / shares | 11.55 |
Vested (in usd per share) | $ / shares | 14.49 |
Canceled, forfeited (in usd per share) | $ / shares | 11.46 |
Ending balance (in usd per share) | $ / shares | $ 11.90 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | ||||||
Common Stock, Issued Shares | 18,194,416 | 18,194,416 | 18,062,027 | 18,131,865 | ||
Net income for basic and diluted earnings per share | $ 370 | $ 6,350 | $ 9,890 | $ 10,030 | ||
Weighted average shares outstanding, basic (in shares) | 18,174,509 | 18,098,404 | 18,144,998 | 18,073,836 | ||
Dilutive effect of stock-based awards (in shares) | 344,568 | 116,805 | 188,228 | 87,022 | ||
Weighted average shares outstanding, diluted (in shares) | 18,519,077 | 18,215,209 | 18,333,226 | 18,160,858 | ||
Basic earnings per share (in usd per share) | $ 0.02 | $ 0.35 | $ 0.55 | $ 0.55 | ||
Diluted earnings per share (in usd per share) | $ 0.02 | $ 0.35 | $ 0.54 | $ 0.55 |
Earnings per Share Schedule of
Earnings per Share Schedule of Antidilutive Securities (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Exercise price of options (in usd per share) | $ 0 | $ 0 | ||
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 0 | 0 | 268,331.39 | 0 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 0 | 0 | 53,546.08 | 0 |
Minimum [Member] | Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Exercise price of options (in usd per share) | $ 0 | $ 10.08 | ||
Maximum [Member] | Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Exercise price of options (in usd per share) | $ 0 | $ 11.02 |
Employee Benefit Plans - Employ
Employee Benefit Plans - Employee Benefit Plans Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | ||||
Aggregate charges included in consolidated statements of income | $ 0.5 | $ 0.4 | $ 1.3 | $ 1.2 |
Other Comprehensive Income - (D
Other Comprehensive Income - (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax [Abstract] | ||||||
Beginning Balance Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | $ (710,000) | $ (70,000) | ||||
Net transfer from former parent | 0 | |||||
Net unrealized gains (losses) arising during the period | (660,000) | [1] | (1,570,000) | [2] | ||
Less: Net realized losses reclassified to net income | (1,030,000) | [3] | (1,360,000) | [4] | ||
Net current-period change | $ (30,000) | $ (30,000) | 370,000 | (210,000) | ||
Ending Balance Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax | (340,000) | (280,000) | (340,000) | (280,000) | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax [Abstract] | ||||||
Beginning Balance Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | 3,180,000 | 7,460,000 | ||||
Net transfer from former parent | 5,230,000 | |||||
Net unrealized gains (losses) arising during the period | 1,130,000 | (9,440,000) | ||||
Less: Net realized losses reclassified to net income | 0 | 0 | ||||
Net current-period change | 1,130,000 | (4,210,000) | ||||
Ending Balance Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | 4,310,000 | 3,250,000 | 4,310,000 | 3,250,000 | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||
Beginning Balance Accumulated Other Comprehensive Income (Loss), Net of Tax | 2,470,000 | 7,390,000 | ||||
Net transfer from former parent | 5,230,000 | |||||
Net unrealized gains (losses) arising during the period | 470,000 | (11,010,000) | ||||
Less: Net realized losses reclassified to net income | (1,030,000) | (1,360,000) | ||||
Net current-period change | 1,500,000 | (4,420,000) | ||||
Ending Balance Accumulated Other Comprehensive Income (Loss), Net of Tax | $ 3,970,000 | $ 2,970,000 | 3,970,000 | 2,970,000 | ||
Other Comprehensive Income (Loss), Tax [Abstract] | ||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | 100,000 | 300,000 | ||||
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, Tax | $ 70,000 | $ 300,000 | ||||
[1] | Derivative instruments, net of income tax benefit of $0.1 million. See Note 8, "Derivative Instruments," for further details. | |||||
[2] | Derivative instruments, net of income tax benefit of $0.3 million. See Note 8, "Derivative Instruments," for further details | |||||
[3] | Derivative instruments, net of income tax benefit of $0.1 million. See Note 8, "Derivative Instruments," for further details | |||||
[4] | Derivative instruments, net of income tax benefit of $0.3 million. See Note 8, "Derivative Instruments," for further details. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Schedule of taxes paid by jurisdiction [Line Items] | ||||
Effective Income Tax Rate (as a percent) | 75.80% | (98.40%) | 8.30% | 0.30% |
Domestic Tax Authority [Member] | ||||
Schedule of taxes paid by jurisdiction [Line Items] | ||||
Income Taxes Paid | $ 1.9 | $ 2 | ||
Foreign Tax Authority [Member] | ||||
Schedule of taxes paid by jurisdiction [Line Items] | ||||
Income Taxes Paid | $ 2.2 | $ 1.8 |
Subsequent Events (Details)
Subsequent Events (Details) - Westfalia [Member] - USD ($) $ in Thousands | Oct. 04, 2016 | Sep. 30, 2015 |
Subsequent Event [Line Items] | ||
Revenue reported by acquired entity for last annual period | $ 247,000 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Payments for acquisition, net of cash acquired | $ 100,000 | |
Debt assumed in acquisition | $ 47,200 | |
Common Stock [Member] | Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Number of shares issued in acquisition | 2,704,310 |