Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 03, 2018 | |
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 | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Smaller Reporting Company | false | |
Emerging Growth Company | true | |
Transition Period | true | |
Entity Common Stock, Shares Outstanding | 25,112,239 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 27,310 | $ 29,570 |
Receivables, net of reserves of approximately $4.5 million and $3.1 million at September 30, 2018 and December 31, 2017, respectively | 122,250 | 91,770 |
Inventories | 161,110 | 171,500 |
Prepaid expenses and other current assets | 11,930 | 10,950 |
Total current assets | 322,600 | 303,790 |
Property and equipment, net | 105,370 | 113,020 |
Goodwill | 10,410 | 138,190 |
Other intangibles, net | 81,930 | 90,230 |
Deferred income taxes | 6,900 | 4,290 |
Other assets | 9,170 | 11,510 |
Total assets | 536,380 | 661,030 |
Current liabilities: | ||
Current maturities, long-term debt | 12,530 | 16,710 |
Accounts payable | 109,390 | 138,730 |
Accrued liabilities | 57,430 | 53,070 |
Total current liabilities | 179,350 | 208,510 |
Long-term debt | 342,260 | 258,880 |
Deferred income taxes | 13,600 | 14,870 |
Other long-term liabilities | 19,000 | 38,370 |
Total liabilities | 554,210 | 520,630 |
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; 25,798,745 shares issued and 25,112,239 outstanding at September 30, 2018, respectively, and 25,625,571 shares issued and 24,939,065 outstanding at December 31, 2017, respectively | 250 | 250 |
Paid-in capital | 160,960 | 159,830 |
Treasury stock, at cost: 686,506 shares at September 30, 2018 and December 31, 2017 | (10,000) | (10,000) |
Accumulated deficit | (175,960) | (18,760) |
Accumulated other comprehensive income | 9,200 | 10,570 |
Total Horizon Global shareholders' equity | (15,550) | 141,890 |
Noncontrolling interest | (2,280) | (1,490) |
Total shareholders' equity | (17,830) | 140,400 |
Total liabilities and shareholders' equity | $ 536,380 | $ 661,030 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets - Parentheticals - USD ($) $ in Millions | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Receivables, reserves (in dollars) | $ 4.5 | $ 3.1 |
Shareholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized shares (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, issued shares (in shares) | 0 | 0 |
Preferred stock, outstanding shares (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, authorized shares (in shares) | 400,000,000 | 400,000,000 |
Common Stock, issued shares (in shares) | 25,798,745 | 25,625,571 |
Common Stock, outstanding shares (in shares) | 25,112,239 | 24,939,065 |
Treasury stock, shares (in shares) | 686,506 | 686,506 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 227,840 | $ 240,120 | $ 677,990 | $ 696,990 |
Cost of sales | (184,220) | (181,700) | (548,350) | (525,510) |
Gross profit | 43,620 | 58,420 | 129,640 | 171,480 |
Selling, general and administrative expenses | (40,920) | (45,130) | (145,220) | (134,610) |
Impairment | (26,640) | 0 | (125,770) | 0 |
Operating profit (loss) | (23,940) | 13,290 | (141,350) | 36,870 |
Other expense, net: | ||||
Interest expense | (7,650) | (5,540) | (19,790) | (16,650) |
Loss on extinguishment of debt | 0 | 0 | 0 | (4,640) |
Other expense, net | (1,510) | (1,310) | (9,240) | (2,560) |
Other expense, net | (9,160) | (6,850) | (29,030) | (23,850) |
Income (loss) before income tax benefit | (33,100) | 6,440 | (170,380) | 13,020 |
Income tax benefit | 100 | 120 | 12,460 | 3,350 |
Net income (loss) | (33,000) | 6,560 | (157,920) | 16,370 |
Less: Net loss attributable to noncontrolling interest | (240) | (330) | (720) | (920) |
Net income (loss) attributable to Horizon Global | $ (32,760) | $ 6,890 | $ (157,200) | $ 17,290 |
Net income (loss) per share attributable to Horizon Global: | ||||
Basic (in usd per share) | $ (1.31) | $ 0.28 | $ (6.28) | $ 0.70 |
Diluted (in usd per share) | $ (1.31) | $ 0.27 | $ (6.28) | $ 0.69 |
Weighted average common shares outstanding: | ||||
Weighted average common shares - Basic (in shares) | 25,101,847 | 24,948,410 | 25,028,072 | 24,728,643 |
Weighted average common shares - Diluted (in shares) | 25,101,847 | 25,379,252 | 25,028,072 | 25,154,800 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (33,000) | $ 6,560 | $ (157,920) | $ 16,370 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation | (680) | 2,020 | (4,400) | 15,520 |
Derivative instruments | 640 | (1,080) | 2,960 | 170 |
Total other comprehensive income (loss) | (40) | 940 | (1,440) | 15,690 |
Total comprehensive income (loss) | (33,040) | 7,500 | (159,360) | 32,060 |
Less: Comprehensive loss attributable to noncontrolling interest | (240) | (320) | (790) | (900) |
Comprehensive income (loss) attributable to Horizon Global | $ (32,800) | $ 7,820 | $ (158,570) | $ 32,960 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ (157,920) | $ 16,370 |
Adjustments to reconcile net income (loss) to net cash used for operating activities: | ||
Net loss on dispositions of property and equipment | 490 | 330 |
Depreciation | 12,540 | 10,280 |
Amortization of intangible assets | 6,170 | 7,660 |
Impairment of goodwill and intangible assets | 125,770 | 0 |
Amortization of original issuance discount and debt issuance costs | 6,050 | 5,090 |
Deferred income taxes | (3,370) | 840 |
Loss on extinguishment of debt | 0 | 4,640 |
Non-cash compensation expense | 1,430 | 2,760 |
Amortization of purchase accounting inventory step-up | 0 | 420 |
Increase in receivables | (35,120) | (28,360) |
(Increase) decrease in inventories | 5,980 | (7,920) |
Decrease in prepaid expenses and other assets | 1,410 | 3,490 |
Increase (decrease) in accounts payable and accrued liabilities | (30,060) | (17,440) |
Other, net | 590 | (480) |
Net cash used for operating activities | (66,040) | (2,320) |
Cash Flows from Investing Activities: | ||
Capital expenditures | (10,820) | (20,270) |
Acquisition of businesses, net of cash acquired | 0 | (19,800) |
Net proceeds from disposition of property and equipment | 160 | 1,080 |
Net cash used for investing activities | (10,660) | (38,990) |
Cash Flows from Financing Activities: | ||
Proceeds from borrowings on credit facilities | 12,550 | 36,970 |
Repayments of borrowings on credit facilities | (14,390) | (41,630) |
Proceeds from Term B Loan, net of issuance costs | 45,430 | 0 |
Repayments of borrowings on Term B Loan, inclusive of transaction costs | (6,490) | (187,820) |
Proceeds from ABL Revolving Debt | 72,430 | 114,500 |
Repayments of borrowings on ABL Revolving Debt | (34,830) | (94,500) |
Proceeds from issuance of common stock, net of offering costs | 0 | 79,920 |
Repurchase of common stock | 0 | (10,000) |
Proceeds from issuance of Convertible Notes, net of issuance costs | 0 | 121,130 |
Proceeds from issuance of Warrants, net of issuance costs | 0 | 20,930 |
Payments on Convertible Note Hedges, inclusive of issuance costs | 0 | (29,680) |
Other, net | (300) | (240) |
Net cash provided by financing activities | 74,400 | 9,580 |
Effect of exchange rate changes on cash | 40 | 1,960 |
Decrease for the period | (2,260) | (29,770) |
At beginning of period | 29,570 | 50,240 |
At end of period | 27,310 | 20,470 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 13,520 | 10,090 |
Cash paid for taxes | $ 4,340 | $ 6,110 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Previously Reported | Common Stock | Common StockPreviously Reported | Paid-in Capital | Paid-in CapitalPreviously Reported | Paid-in CapitalRestatement Adjustment | Treasury Stock | Treasury StockPreviously Reported | Accumulated Deficit | Accumulated DeficitPreviously Reported | Accumulated DeficitRestatement Adjustment | Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss)Previously Reported | Accumulated Other Comprehensive Income (Loss)Restatement Adjustment | Total Horizon Global Shareholders’ Equity | Total Horizon Global Shareholders’ EquityPreviously Reported | Noncontrolling Interest | Noncontrolling InterestPreviously Reported |
Beginning balance at Dec. 31, 2016 | $ (8,340) | ||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net loss | $ 16,370 | ||||||||||||||||||
Other comprehensive loss, net of tax | 15,690 | 15,670 | |||||||||||||||||
Ending balance at Sep. 30, 2017 | 7,330 | ||||||||||||||||||
Beginning balance at Dec. 31, 2017 | 140,400 | $ 140,400 | $ 250 | $ 250 | $ 159,830 | $ 159,490 | $ 340 | $ (10,000) | $ (10,000) | $ (18,760) | $ (17,860) | $ (900) | 10,570 | $ 10,010 | $ 560 | $ 141,890 | $ 141,890 | $ (1,490) | $ (1,490) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net loss | (57,760) | (57,510) | (57,510) | (250) | |||||||||||||||
Other comprehensive loss, net of tax | 4,690 | 4,680 | 4,680 | 10 | |||||||||||||||
Shares surrendered upon vesting of employees' share based payment awards to cover tax obligations | (200) | (200) | (200) | ||||||||||||||||
Non-cash compensation expense | 720 | 720 | 720 | ||||||||||||||||
Ending balance at Mar. 31, 2018 | 87,850 | 250 | 160,350 | (10,000) | (76,270) | 15,250 | 89,580 | (1,730) | |||||||||||
Beginning balance at Dec. 31, 2017 | 140,400 | $ 140,400 | 250 | $ 250 | 159,830 | $ 159,490 | $ 340 | (10,000) | $ (10,000) | (18,760) | $ (17,860) | $ (900) | 10,570 | $ 10,010 | $ 560 | 141,890 | $ 141,890 | (1,490) | $ (1,490) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net loss | (157,920) | ||||||||||||||||||
Other comprehensive loss, net of tax | (1,440) | (1,370) | |||||||||||||||||
Ending balance at Sep. 30, 2018 | (17,830) | 250 | 160,960 | (10,000) | (175,960) | 9,200 | (15,550) | (2,280) | |||||||||||
Beginning balance at Mar. 31, 2018 | 87,850 | 250 | 160,350 | (10,000) | (76,270) | 15,250 | 89,580 | (1,730) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net loss | (67,160) | (66,930) | (66,930) | (230) | |||||||||||||||
Other comprehensive loss, net of tax | (6,090) | (6,010) | (6,010) | (80) | |||||||||||||||
Shares surrendered upon vesting of employees' share based payment awards to cover tax obligations | (10) | (10) | (10) | ||||||||||||||||
Non-cash compensation expense | 490 | 490 | 490 | ||||||||||||||||
Ending balance at Jun. 30, 2018 | 15,080 | 250 | 160,830 | (10,000) | (143,200) | 9,240 | 17,120 | (2,040) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net loss | (33,000) | (32,760) | (32,760) | (240) | |||||||||||||||
Other comprehensive loss, net of tax | (40) | (40) | (40) | ||||||||||||||||
Shares surrendered upon vesting of employees' share based payment awards to cover tax obligations | (90) | (90) | (90) | ||||||||||||||||
Non-cash compensation expense | 220 | 220 | 220 | ||||||||||||||||
Ending balance at Sep. 30, 2018 | $ (17,830) | $ 250 | $ 160,960 | $ (10,000) | $ (175,960) | $ 9,200 | $ (15,550) | $ (2,280) |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation Horizon Global Corporation (“Horizon,” “Horizon Global,” or the “Company”) 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 and original equipment suppliers (collectively, “OEs”), 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 Americas, Horizon Europe-Africa, and Horizon Asia-Pacific. See Note 10 , “ Segment Information ,” for further information on each of the Company’s reportable segments. The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial information and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 . Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“U.S. GAAP”) for complete financial statements. 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. Results of operations for interim periods are not necessarily indicative of results for the full year. |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-07, “Compensation - Stock Compensation (Topic 718)” (“ASU 2018-07”). ASU 2018-07 expands the scope of Accounting Standard Codification (“ASC”) 718 to include all share-based payment arrangements related to the acquisition of goods and services from both nonemployees and employees. ASU 2018-07 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 with early adoption permitted. The Company is in process of assessing the impact of the adoption of ASU 2018-07 on the condensed consolidated financial statements. In February 2018, the FASB issued ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” (“ASU 2018-02”). ASU 2018-02 allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act (the “2017 Tax Act”). ASU 2018-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. It must be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate from the 2017 Tax Act is recognized. The Company adopted the standard in the third quarter of 2018 and the impact of the adoption of ASU 2018-02 is approximately a $0.9 million increase to accumulated deficit, a $0.3 million decrease to paid-in capital, and a $0.6 million decrease to accumulated other comprehensive income. In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). ASU 2017-12 eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires, for qualifying hedges, the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The guidance also modifies the accounting for components excluded from the assessment of hedge effectiveness, eases documentation and assessment requirements and modifies certain disclosure requirements. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018, including interim periods within those annual periods, with early adoption permitted and should be applied on a modified retrospective basis. The Company is in the process of assessing the impact of the adoption of ASU 2017-12 on the condensed consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting” (“ASU 2017-09”). ASU 2017-09 amends the scope of modification accounting for share-based payment arrangements and provides guidance on when an entity would be required to apply modification accounting. This guidance is effective for all entities for annual periods beginning after December 15, 2017, including interim periods within those annual periods, with early adoption permitted and should be applied on a prospective basis. The Company adopted ASU 2017-09 on January, 1, 2018, on a prospective basis, and there was no impact on the condensed consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business” (“ASU 2017-01”). ASU 2017-01 provides clarification on the definition of a business and adds guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance is effective for public entities for fiscal years beginning after December 15, 2017, including interim periods within those annual periods, and should be applied on a prospective basis. As of January 1, 2018, ASU 2017-01 became effective for the Company for any new acquisitions (or disposals), and there was no impact on the condensed consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory” (“ASU 2016-16”). ASU 2016-16 provides an amendment to the accounting guidance related to the recognition of income tax consequences of an intra-entity transfer of an asset other than inventory. Under the new guidance, an entity is required to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Under the current guidance, the income tax effects are deferred until the asset has been sold to an outside party. The Company adopted ASU 2016-16 on January 1, 2018, on a modified retrospective basis, and there was no impact on the condensed consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force)” (“ASU 2016-15”). ASU 2016-15 was issued to reduce differences in practice with respect to how specific transactions are classified in the statement of cash flows. This guidance is effective for public entities for fiscal years beginning after December 15, 2017, including interim periods within those annual periods, with early adoption permitted and should be applied on a retrospective basis. The Company adopted ASU 2016-15 on January 1, 2018, and there was no impact on the condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” (“ASU 2016-02”), 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. The FASB has subsequently issued an additional ASU that provides entities with an additional (and optional) transition method to adopt the new leases standard. Under this new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The amendments also provide lessors with a practical expedient, by class of underlying asset, to not separate non-lease components from the associated lease component and, instead, to account for those components as a single component if the non-lease components otherwise would be accounted for under the revenue guidance (Topic 606) and certain criteria are met. 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 the condensed consolidated financial statements. The Company expects the impact to the condensed consolidated balance sheet to be significant. The Company plans to elect the practical expedients upon transition that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of the standard. Horizon will not reassess whether any contracts entered into prior to adoption are leases. The Company has formed a cross-functional implementation team and is in the process of cataloging its existing lease contracts and evaluating changes to its systems to implement the new guidance. Accounting Standards Update 2014-09 In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09” or “Topic 606”). ASU 2014-09 supersedes most of the existing guidance on revenue recognition in ASC Topic 605, “Revenue Recognition” (“Topic 605”), and establishes a broad principle that would require an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company did not record a cumulative adjustment related to the adoption of ASU 2014-09, and the effects of adoption were not significant. See Note 3 , “ Revenues, ” for further information. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Revenue Recognition The following tables present the Company’s net sales disaggregated by major sales channel for the three and nine months ended September 30, 2018 : Three Months Ended September 30, 2018 Horizon Americas Horizon Europe-Africa Horizon Total (dollars in thousands) Net Sales Automotive OEM $ 20,320 $ 40,650 $ 5,740 $ 66,710 Automotive OES 1,700 12,600 15,190 29,490 Aftermarket 38,470 19,980 6,170 64,620 Retail 29,600 — 2,860 32,460 Industrial 11,160 — 3,850 15,010 E-commerce 13,750 1,290 — 15,040 Other 510 4,000 — 4,510 Total $ 115,510 $ 78,520 $ 33,810 $ 227,840 Nine Months Ended September 30, 2018 Horizon Americas Horizon Europe-Africa Horizon Total (dollars in thousands) Net Sales Automotive OEM $ 60,320 $ 134,930 $ 18,250 $ 213,500 Automotive OES 4,230 39,980 45,170 89,380 Aftermarket 96,700 65,180 19,210 181,090 Retail 96,330 — 8,050 104,380 Industrial 31,680 — 11,080 42,760 E-commerce 29,340 3,880 — 33,220 Other 1,210 12,450 — 13,660 Total $ 319,810 $ 256,420 $ 101,760 $ 677,990 Revenue is recognized when obligations under the terms of a contract with the Company’s customers are satisfied; generally, this occurs with the transfer of control of its towing, trailering, cargo management and other related accessory products. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring its products. Sales, value add, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. The Company’s payment terms vary by the type and location of its customers and the products offered. The term between invoicing and when payment is due is not significant. For the majority of the Company’s sales arrangements, the Company deems control to transfer at a single point in time and recognizes revenue when it ships products from its manufacturing facilities to its customers. Once a product has shipped, the customer is able to direct the use of, and obtain substantially all of the remaining benefits from, the asset. The Company considers control to transfer upon shipment because the Company has a present right to payment at that time, the customer has legal title to the asset, and the customer has significant risks and rewards of ownership of the asset. For certain sales arrangements within the automotive OEM and automotive OES sales channels, the Company deems control to transfer over time, and recognizes revenue as products are manufactured, when the terms of the arrangement include both a right to payment and contractual restrictions against the alternative use of its products. For revenue recognized over time, the Company estimates the amount of revenue earned at a given point during the production cycle based on certain costs factors such as raw materials and labor, incurred to date, plus a reasonable profit. The Company believes this method, which is the cost-to-cost input method, best estimates the revenue recognizable for these arrangement. At September 30, 2018 , the aggregate amount of the transaction prices allocated to remaining performance obligations was not material, and the Company will recognize this revenue as the manufacturing of the products is completed, which is expected to occur over the next 12 months. Provisions for customer volume rebates, product returns, discounts and allowances are variable consideration and are recorded as a reduction of revenue in the same period the related sales are recorded. Such provisions are calculated using historical averages adjusted for any expected changes due to current business conditions. Consideration given to customers for cooperative advertising is recognized as a reduction of revenue as there is no distinct good or service received in return for the advertising. The Company uses the most likely amount method to estimate variable consideration. Adjustments to estimates of variable consideration for previously recognized revenue were insignificant during the three and nine months ended September 30, 2018 . Contract Balances The timing of revenue recognition, billings and cash collections and payments results in billed accounts receivable, unbilled receivables (contract assets), and deferred revenues (contract liabilities). Revenue recognized over time gives rise to contract assets, which represent revenue recognized but unbilled. The Company’s sales arrangements satisfied over time create contract assets when revenue is recognized as the products are manufactured, as payment is not contractually required until the products have shipped. Contract assets in these arrangements are reclassified to accounts receivable upon shipment. At September 30, 2018 , total opening and closing balances of contract assets were not material. Contract liabilities are comprised of customer payments received or due in advance of the Company’s performance. At September 30, 2018 , total opening and closing balances of deferred revenue were not material. The Company recognizes deferred revenue as net sales after the Company has transferred control of the products to the customer and all revenue recognition criteria is met. For the three and nine months ended September 30, 2018 , the total amount of revenue recognized from revenue deferred in prior periods was not material. Additionally, the Company monitors the aging of uncollected billings and adjusts its accounts receivable allowance on a quarterly basis, as necessary, based upon its evaluation of the probability of collection. The adjustments made by the Company due to the write-off of uncollectible amounts have been immaterial for all periods presented. At September 30, 2018 and December 31, 2017 , the Company’s accounts receivable, net of reserves were $122.3 million and $91.8 million , respectively. Practical Expedients The Company elects the practical expedient to expense costs incurred to obtain a contract with a customer when the amortization period would have been one year or less. These costs include sales commissions as the Company has determined annual compensation is commensurate with annual sales activities. The Company elects the practical expedient that does not require the Company to adjust consideration for the effects of a significant financing component when the period between shipment of its products and customer’s payment is one year or less. |
Facility Closures
Facility Closures | 9 Months Ended |
Sep. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Facility Closure | Facility Closures Solon, Ohio and Mosinee, Wisconsin In the first quarter of 2018, the Company announced plans to close its facility in Solon, Ohio along with an engineering center in Mosinee, Wisconsin. The activities at these locations have been consolidated and moved to the headquarters of the Horizon Americas segment, located in Plymouth, Michigan. As of September 30, 2018 , the Company vacated the Solon, Ohio and Mosinee, Wisconsin facilities. The Company is party to lease agreements for these facilities for which it has non-cancellable future rental obligations. The Company exited the facilities during the third quarter of 2018, and recorded a liability of approximately $1.5 million within accrued liabilities and other long-term liabilities in the Company’s condensed consolidated balance sheets as of September 30, 2018 . The lease agreements expire in 2019 and 2022, respectively. During the second quarter of 2018, the Company finalized workforce consolidation plans related to the facility closures. There were no severance and other employee-related costs incurred in the three months ended September 30, 2018 and approximately $3.4 million of severance and other employee-related costs in the nine months ended September 30, 2018 . |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2018 | |
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, 2018 are summarized as follows: Horizon Americas Horizon Europe-Africa Horizon Total (dollars in thousands) Balance at December 31, 2017 Goodwill $ 5,280 $ 126,160 $ 6,750 $ 138,190 Accumulated impairment losses — — — — Net beginning balance 5,280 126,160 6,750 138,190 Impairment — (124,660 ) — (124,660 ) Foreign currency translation and other (970 ) (1,500 ) (650 ) (3,120 ) Balance at September 30, 2018 $ 4,310 $ — $ 6,100 $ 10,410 During the first quarter of 2018, the Company continued to experience a decline in market capitalization. Additionally, the Europe-Africa reporting unit did not perform in-line with forecasted results driven by a shift in volume to lower margin programs as well as increased commodity costs, which negatively impacted margins. As a result, an indicator of impairment was identified during the first quarter of 2018. The Company performed an interim quantitative assessment as of March 31, 2018, utilizing a combination of the income and market approaches, which were weighted evenly. The results of the quantitative analysis performed indicated the carrying value of the reporting unit exceeded the fair value of the reporting unit by $43.4 million , and accordingly an impairment was recorded. Key assumptions used in the analysis were a discount rate of 13.5% , a terminal growth rate of 2.5% and EBITDA margin. Due to the impairment indicators noted above, the Company also performed an interim impairment assessment of indefinite-lived intangible assets in the first quarter of 2018 in the Horizon Europe-Africa reportable segment. Based on the results of our analyses, there were certain trade names where the estimated fair values approximated the carrying values. Key assumptions used in the analysis were discount rates of 13.5% to 16.0% and royalty rates ranging from 0.5% to 1.0% . During the second quarter of 2018, the Company continued to experience a decline in market capitalization. Additionally, the Europe-Africa reporting unit did not perform in-line with forecasted results driven by an unfavorable shift in volume to lower margin channels as well as increased commodity costs, which negatively impacted margins. Further, the expected benefits of shifting production to lower cost manufacturing sites have not been realized. As a result, an indicator of impairment was identified during the second quarter of 2018. The Company performed an interim quantitative assessment as of June 30, 2018, utilizing a combination of the income and market approaches. The income approach was weighted 75% , while the market approach was weighted 25% . The results of the quantitative analysis performed indicated the carrying value of the reporting unit exceeded the fair value of the reporting unit by $54.6 million and, accordingly, an impairment was recorded. Key assumptions used in the analysis were a discount rate of 14.0% , a terminal growth rate of 2.5% and EBITDA margin. Due to the impairment indicators noted above, the Company performed an interim impairment assessment for indefinite-lived intangible assets within the Horizon Europe-Africa reportable segment, for which the gross carrying amounts totaled approximately $12.1 million as of June 30, 2018. Based on the results of the Company’s analyses, it was determined that the carrying values of the Westfalia and Terwa trade names exceeded their fair values by $1.1 million and, accordingly, an impairment was recorded. Key assumptions used in the analysis were discount rates of 15.0% and royalty rates ranging from 0.5% to 1.0% . During the third quarter of 2018, the Europe-Africa reporting unit continued to underperform in relation to forecasted results driven by increased commodity costs and the failure to realize benefits from previously implemented synergy plans. The Company performed an interim quantitative assessment as of August 31, 2018, utilizing a combination of the income and market approaches. The income approach was weighted 75% , while the market approach was weighted 25% . The results of the quantitative analysis performed indicated the carrying value of the reporting unit exceeded fair value and, accordingly, an impairment of $26.6 million was recorded. Key assumptions used in the analysis were a discount rate of 13.5% , a terminal growth rate of 2.5% and EBITDA margin. Due to impairment indicators noted above, the Company performed an interim impairment assessment for indefinite-lived intangible assets within the Europe-Africa reportable segment as of August 31, 2018, for which the gross carrying amounts totaled approximately $10.9 million as of September 30, 2018 . Based on the results of the Company’s analyses, the carrying value of the trademarks approximated fair value. Key assumptions used in the analysis were discount rates of 14.5% , and royalty rates ranging from 0.5% to 1.0% . The gross carrying amounts and accumulated amortization of the Company’s other intangibles as of September 30, 2018 and December 31, 2017 are summarized below. The Company amortizes these assets over periods ranging from two to 20 years. September 30, 2018 December 31, 2017 Intangible Category by Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (dollars in thousands) Finite-lived intangible assets: Customer relationships, 2 – 20 years $ 178,240 $ (126,170 ) $ 180,850 $ (121,750 ) Technology and other, 3 – 15 years 21,200 (15,930 ) 19,950 (15,260 ) Trademark/Trade names, 1 - 8 years 730 (230 ) 730 (190 ) Total finite-lived intangible assets 200,170 (142,330 ) 201,530 (137,200 ) Trademark/Trade names, indefinite-lived 24,090 — 25,900 — Total other intangible assets $ 224,260 $ (142,330 ) $ 227,430 $ (137,200 ) Amortization expense related to intangible assets as included in the accompanying condensed consolidated statements of income (loss) is summarized as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Technology and other, included in cost of sales $ 430 $ 210 $ 990 $ 570 Customer relationships & Trademark/Trade names, included in selling, general and administrative expenses 1,600 2,490 5,180 7,090 Total amortization expense $ 2,030 $ 2,700 $ 6,170 $ 7,660 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following components: September 30, December 31, (dollars in thousands) Finished goods $ 93,160 $ 105,070 Work in process 18,770 16,590 Raw materials 49,180 49,840 Total inventories $ 161,110 $ 171,500 |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2018 | |
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) Land and land improvements $ 460 $ 480 Buildings 23,730 23,370 Machinery and equipment 163,470 162,830 187,660 186,680 Less: Accumulated depreciation 82,290 73,660 Property and equipment, net $ 105,370 $ 113,020 As discussed in See Note 5 , “Goodwill and other intangible assets,” the Company identified indicators of impairment in its Horizon Europe-Africa reporting unit. As a result, the Company performed an impairment test for long-lived assets in accordance with Accounting Standards Codification (“ASC”) 360, “Property, Plant and Equipment”, as of August 31, 2018. The test did not result in an impairment of long-lived assets. There were no indicators of impairment identified in the Horizon Americas or Horizon Asia-Pacific reporting units. Depreciation expense included in the accompanying condensed consolidated statements of income (loss) is as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Depreciation expense, included in cost of sales $ 3,960 $ 3,440 $ 11,560 $ 9,330 Depreciation expense, included in selling, general and administrative expense 340 330 980 950 Total depreciation expense $ 4,300 $ 3,770 $ 12,540 $ 10,280 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Sep. 30, 2018 | |
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 $ 47,600 $ 10,000 Term B Loan 193,130 149,620 Convertible Notes 125,000 125,000 Bank facilities, capital leases and other long-term debt 22,790 25,780 388,520 310,400 Less: Unamortized debt issuance costs and original issuance discount on Term B Loan 8,110 4,940 Unamortized debt issuance costs and discount on the Convertible Notes 25,620 29,870 Current maturities, long-term debt 12,530 16,710 Long-term debt $ 342,260 $ 258,880 Convertible Notes On February 1, 2017, the Company completed a public offering of 2.75% Convertible Senior Notes (the “Convertible Notes”) in an aggregate principal amount of $125.0 million . Interest is payable on January 1 and July 1 of each year, beginning on July 1, 2017. The Convertible Notes are convertible into 5,005,000 shares of the Company’s common stock, based on an initial conversion price of $24.98 per share. The Convertible Notes will mature on July 1, 2022 unless earlier converted. The Convertible Notes are convertible at the option of the holder (i) during any calendar quarter beginning after March 31, 2017, if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (ii) during the five business days after any five consecutive trading day period in which the trading price per $1,000 principal amount of the Convertible Notes for each trading day of such period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate on each such trading day; (iii) upon the occurrence of specified corporate events; and (iv) on or after January 1, 2022 until the close of business on the second scheduled trading day immediately preceding the maturity date. During the third quarter of 2018 , no conditions allowing holders of the Convertible Notes to convert have been met. Therefore, the Convertible Notes were not convertible during the third quarter of 2018 and are classified as long-term debt. Should conditions allowing holders of the Convertible Notes to convert be met in a future quarter, the Convertible Notes will be convertible at their holders’ option during the immediately following quarter. As of September 30, 2018 , the if-converted value of the Convertible Notes did not exceed the principal value of those Convertible Notes. Upon conversion by the holders, the Company may elect to settle such conversion in shares of its common stock, cash, or a combination thereof. Because the Company may elect to settle conversion in cash, the Company separated the Convertible Notes into their liability and equity components by allocating the issuance proceeds to each of those components in accordance with ASC 470-20, “Debt-Debt with Conversion and Other Options.” The Company first determined the fair value of the liability component by estimating the value of a similar liability that does not have an associated equity component. The Company then deducted that amount from the issuance proceeds to arrive at a residual amount, which represents the equity component. The Company accounted for the equity component as a debt discount (with an offset to paid-in capital in excess of par value). The debt discount created by the equity component is being amortized as additional non-cash interest expense using the effective interest method over the contractual term of the Convertible Notes ending on July 1, 2022. The Company allocated offering costs of $3.9 million to the debt and equity components in proportion to the allocation of proceeds to the components, treating them as debt issuance costs and equity issuance costs, respectively. The debt issuance costs of $2.9 million are being amortized as additional non-cash interest expense using the effective interest method over the contractual term of the Convertible Notes. The Company presents debt issuance costs as a direct deduction from the carrying value of the liability component. The carrying value of the liability component at September 30, 2018 and December 31, 2017 was $99.4 million and $95.1 million , respectively, including total unamortized debt discount and debt issuance costs of $25.6 million and $29.9 million , respectively. The $1.0 million portion of offering costs allocated to equity issuance costs was charged to paid-in capital. The carrying amount of the equity component was $20.0 million at September 30, 2018 and December 31, 2017 , respectively, net of issuance costs and taxes. Interest expense recognized relating to the contractual interest coupon, amortization of debt discount and amortization of debt issuance costs on the Convertible Notes included in the accompanying condensed consolidated statements of income (loss) are as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Contractual interest coupon on convertible debt $ 880 $ 880 $ 2,610 $ 2,310 Amortization of debt issuance costs $ 130 $ 130 $ 400 $ 350 Amortization of "equity discount" related to debt $ 1,290 $ 1,190 $ 3,860 $ 3,180 The estimated fair value of the Convertible Notes based on a market approach as of September 30, 2018 was approximately $94.1 million , which represents a Level 2 valuation. The estimated fair value was determined based on the estimated or actual bids and offers of the Convertible Notes in an over-the-counter market on the last business day of the period. In connection with the issuance of the Convertible Notes, the Company entered into convertible note hedge transactions (the “Convertible Note Hedges”) in privately negotiated transactions with certain of the underwriters or their affiliates (in this capacity, the “option counterparties”). The Convertible Note Hedges provide the Company with the option to acquire, on a net settlement basis, 5,005,000 shares of its common stock, which is equal to the number of shares of common stock that notionally underlie the Convertible Notes, at a strike price of $24.98 , which corresponds to the conversion price of the Convertible Notes. The Convertible Note Hedges have an expiration date that is the same as the maturity date of the Convertible Notes, subject to earlier exercise. The Convertible Note Hedges have customary anti-dilution provisions similar to the Convertible Notes. The Convertible Note Hedges have a default settlement method of net-share settlement but may be settled in cash or shares, depending on the Company’s method of settlement for conversion of the corresponding Convertible Notes. If the Company exercises the Convertible Note Hedges, the shares of common stock it will receive from the option counterparties to the Convertible Note Hedges will cover the shares of common stock that it would be required to deliver to the holders of the converted Convertible Notes in excess of the principal amount thereof. The aggregate cost of the Convertible Note Hedges was $29.0 million (or $7.5 million net of the total proceeds from the Warrants sold, as discussed below), before the allocation of issuance costs of approximately $0.7 million . The Convertible Note Hedges are accounted for as equity transactions in accordance with ASC 815-40 , “Derivatives and Hedging-Contracts in Entity’s own Equity.” In connection with the issuance of the Convertible Notes, the Company also sold net-share-settled warrants (the “Warrants”) in privately negotiated transactions with the option counterparties for the purchase of up to 5,005,000 shares of its common stock at a strike price of $29.60 per share, for total proceeds of $21.5 million , before the allocation of $0.6 million of issuance costs. The Company also recorded the Warrants within shareholders’ equity in accordance with ASC 815-40. The Warrants have customary anti-dilution provisions similar to the Convertible Notes. As a result of the issuance of the Warrants, the Company will experience dilution to its diluted earnings per share if its average closing stock price exceeds $29.60 for any fiscal quarter. The Warrants expire on various dates from October 2022 through February 2023 and must be net-settled in shares of the Company’s common stock. Therefore, upon exercise of the Warrants, the Company will issue shares of its common stock to the purchasers of the Warrants that represent the value by which the price of the common stock exceeds the strike price stipulated within the particular warrant agreement. ABL Facility On December 22, 2015, the Company entered into that certain Amended and Restated Loan Agreement among the Company, Horizon Global Americas Inc. (f/k/a Cequent Performance Products, Inc., successor by merger to Cequent Consumer Products, Inc.) (“HGA”), 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 establishes (i) a U.S. sub-facility, in an aggregate principal amount of up to $94.0 million (subject to availability under a U.S.-specific borrowing base) (the “U.S. Facility”), (ii) 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 (iii) 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 U.S. 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) with respect to the U.S. Facility and the U.K. Facility, (a) the Base Rate (as defined per the ABL Loan Agreement, the “Base Rate”) plus the Applicable Margin (as defined per the ABL Loan Agreement “Applicable Margin”), or (b) the London Interbank Offered Rate (“LIBOR”) plus the Applicable Margin, and (ii) with respect to the Canadian Facility, (a) the Base Rate plus the Applicable Margin, or (b) the Canadian Prime Rate (as defined per the ABL Loan Agreement). 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 (a) LIBOR Revolving Loans (as defined per the ABL Loan Agreement), with respect to the U.S. Facility and the U.K. Facility or (b) Canadian BA Rate Loans (as defined per the ABL Loan Agreement), with respect to the Canadian Facility, 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, HGA 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, HGA 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, 2018 , 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 $0.1 million and $0.4 million of amortization of debt issuance costs for the three and nine months ended September 30, 2018 , respectively, and $0.1 million and $0.4 million for the three and nine months ended September 30, 2017 , respectively, which are included in the accompanying condensed consolidated statements of income (loss). There were $0.9 million and $1.3 million of unamortized debt issuance costs included in other assets in the accompanying condensed consolidated balance sheets as of September 30, 2018 and December 31, 2017 , respectively. There were $47.6 million and $10.0 million outstanding under the ABL Facility as of September 30, 2018 and December 31, 2017 , respectively, with a weighted average interest rate of 3.9% and 3.6% , respectively. Total letters of credit issued were approximately $3.4 million and $6.3 million at September 30, 2018 and December 31, 2017 , respectively. The Company had $40.4 million and $58.5 million in availability under the ABL Facility as of September 30, 2018 and December 31, 2017 , respectively. Term Loan On June 30, 2015, the Company entered into a Credit Agreement among the Company, the lenders party thereto and JPMorgan Chase Bank, N.A. (the “Term Loan Agreement”) under which the Company borrowed an aggregate of $200.0 million (“Original Term B Loan”), which matures on June 30, 2021. On September 19, 2016, the Company entered into the First Amendment to the Credit Agreement (“Term Loan Amendment”), which amended the Original Term B Loan to provide for incremental commitments in an aggregate principal amount of $152.0 million (“2016 Incremental Term Loans”) that were extended to the Company on October 3, 2016. The Original Term B Loan and 2016 Incremental Term Loans are collectively referred to as “Term B Loan”. On March 31, 2017, the Company entered into the 2017 Replacement Term Loan Agreement Amendment (Third Amendment to Credit Agreement) (the “2017 Replacement Term Loan Amendment”); the Term Loan Agreement, as amended by the Term Loan Amendment, the 2017 Replacement Term Loan Amendment and as otherwise amended prior to July 1, 2018, the “Amended Term Loan Agreement”), which replaced the Term B Loan to provide for a new term loan commitment (the “2017 Replacement Term Loan”). The proceeds from the 2017 Replacement Term Loan were used to repay in full the outstanding principal amount of the Term B Loan. As a result of the 2017 Replacement Term Loan Amendment, the interest rate was reduced by 1.5% per annum. The Amended Term Loan Agreement 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 $75.0 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 2017 Replacement Term Loan bore interest, at the Company’s election, at either (i) the Base Rate plus 3.5% per annum, or (ii) LIBOR, with a 1% floor, plus 4.5% per annum. Principal payments required under the Term B Loan were $1.9 million due each calendar quarter beginning June 2017. During the first quarter of 2017, the Company used a portion of the net proceeds from the Convertible Notes offering as described above, along with proceeds from the Common Stock Offering as described in Note 12 , “Earnings per Share” , to prepay a total of $177.0 million of the Term B Loan. In accordance with ASC 470, “Debt - Modifications and Extinguishments”, the prepayment was determined to be an extinguishment of the existing debt. As a result, the pro-rata share of the unamortized debt issuance costs and original issuance discount related to the prepayment, aggregating to $4.6 million , was recorded as a loss on the extinguishment of debt in the condensed consolidated statements of income (loss). The remaining unamortized debt issuance costs and original issuance discount, including $2.4 million of additional transactions fees incurred in connection to the 2017 Replacement Term Loan Amendment, was approximately $6.1 million . Both the aggregate debt issuance costs and the original issue discount will be amortized into interest expense over the remaining life of the Term B Loan. The Company recognized approximately $0.6 million and $1.4 million of amortization of debt issuance cost and original issue discount for the three and nine months ended September 30, 2018 , respectively, and $0.4 million and $1.2 million for the three and nine months ended September 30, 2017 , respectively, which is included in the accompanying condensed consolidated statements of income (loss). The Company had an aggregate principal amount outstanding of $193.1 million and $149.6 million as of September 30, 2018 and December 31, 2017 , respectively, under the Amended Term Loan Agreement bearing interest at 8.2% and 6.1% , respectively. The Company had $8.1 million and $4.9 million as of September 30, 2018 and December 31, 2017 , respectively, 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 97.8% and 101.4% of par value as of September 30, 2018 and December 31, 2017 , respectively. The valuation of the Term B Loan was determined based on Level 2 inputs under the fair value hierarchy. On February 16, 2018, the Company entered into an amendment to the 2017 Replacement Term Loan (the “February 2018 Replacement Term Loan Amendment”), which would have replaced the 2017 Replacement Term Loan to provide for a new term loan commitment in an original aggregate principal amount of $385.0 million (the “2018 Replacement Term Loan”). The proceeds from the 2018 Replacement Term Loan were to be used to (i) repay in full the outstanding principal amount of the existing term loans, (ii) to consummate the acquisition of Brink International B.V. and its subsidiaries (collectively, the “Brink Group”) and pay a portion of the acquisition consideration thereof and the fees and expenses incurred in connection therewith, and (iii) for general corporate purposes. On June 14, 2018, the Company and H2 Equity Partners mutually agreed to terminate the Brink Group acquisition agreement. As part of the termination agreement, the Company agreed to pay a break fee of approximately $5.5 million to H2 Equity Partners and incurred $0.8 million and $5.7 million of transaction fees during the three and nine months ended September 30, 2018 , respectively, which are all included in selling, general and administrative expenses in the condensed consolidated statements of income (loss). There were no financing fees incurred during the three months ended September 30, 2018. During the nine months ended September 30, 2018 , the Company incurred $5.1 million of financing costs in connection with the pursuit of the Brink Group acquisition which are included in other expense, net in the condensed consolidated statements of income (loss). Due to the termination of the Brink Group acquisition, the February 2018 Replacement Term Loan Amendment was not effective. On July 31, 2018, the Company entered into the Fourth Amendment to Credit Agreement (the “Fourth Amendment”; the Amended Term Loan Agreement, as amended by the Fourth Amendment, the “2018 Term Loan Agreement”). The Fourth Amendment provided for additional borrowings of $50.0 million (the “2018 Incremental Term Loan”; the 2017 Replacement Term Loan as increased by the 2018 Incremental Term Loan, the “2018 Term B Loan”) that were used to pay outstanding balances under the ABL Loan Agreement, pay fees and expenses in connection with the amendment and for general corporate purposes. Borrowings under the 2018 Term B Loan bear interest, at the Company’s election, at either (i) the Base Rate plus 5.0% per annum, or (ii) LIBOR, with a 1.0% floor, plus 6.0% per annum. Principal payments required under the 2018 Term B Loan are $2.6 million due each calendar quarter beginning September 2018. Under the 2018 Term Loan Agreement, commencing with the fiscal year ended December 31, 2017, and for each fiscal year thereafter, the Company is required to make prepayments of outstanding amounts under the Term B Loan in an amount up to 75.0% of the Company’s excess cash flow for such fiscal year, as defined in the 2018 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 2018 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 2018 Term Loan Agreement contains customary negative covenants, and also contains a financial maintenance covenant which requires the Company to maintain a net leverage ratio, as defined in the agreement, not exceeding 7.00 to 1.00 on the last day of each fiscal quarter commencing with the fiscal quarter ending on June 30, 2018 and ending, and including, the fiscal quarter ending on December 31, 2018; 6.50 to 1.00 on the last day of the fiscal quarter ending March 31, 2019; 5.00 to 1.00 on the last day of the fiscal quarter ending June 30, 2019; 4.75 to 1.00 on the last day of the fiscal quarter ending September 30, 2019; and on the last day of each fiscal quarter thereafter, 4.50 to 1.00. At September 30, 2018 , the Company was in compliance with its financial covenants under the Term B Loan. Covenant and Liquidity Matters In 2018, the Company experienced a combination of increased distribution costs and constrained shipments from the Americas distribution network primarily resulting from the transfer of aftermarket shipping volume from Dallas, TX to Kansas City, KS. Since amending our Term Loan on July 31, 2018, our Europe-Africa segment has continued to underperform. Additionally, our new leadership team in Europe has performed an initial assessment of our business in that segment, resulting in reduced expectations through the remainder of 2018. Primarily due to these factors as well as costs associated with remediating these factors, the Company has increased draws on our ABL and experienced a decline in Bank EBITDA. Based on our results for the quarter-ended September 30, 2018 and our current forecast for the next twelve months, LTM Bank EBITDA will likely underperform management’s expectations at the time we entered into the Fourth Amendment. In addition, total debt is expected to be higher than our projections at the time we entered into the Fourth Amendment. As a result, we do not expect to comply with the 7.00 to 1.00 net leverage ratio covenant in our 2018 Term Loan Agreement for the quarter-ending December 31, 2018, which absent an amendment or waiver, would constitute a default when reported. Such a default, if not cured, would allow the lenders to accelerate the maturity of the debt, making it due and payable at that time. The Company is in active discussions with the administrative agent for the Term Loan lenders regarding the modification of covenant terms through the periods that will be impacted on an LTM basis by the factors described above and the Company believes it is probable that the Company will obtain an amendment modifying the covenant terms prior to triggering a default. Bank facilities On July 3, 2017, the Company’s Australian subsidiaries entered into an agreement (collectively, the “Australian Loans”) to provide for revolving borrowings with an aggregate principal amount of approximately $29.6 million . The Australian Loans include two sub-facilities: (i) Facility A , with a borrowing capacity of $18.7 million that matures on July 3, 2020 and (ii) Facility B , with a borrowing capacity of $10.8 million that matured on July 3, 2018 . There were $5.9 million and $6.6 million outstanding under the Australian Loans as of September 30, 2018 and December 31, 2017 , respectively. Borrowings under Facility A bear interest at the Bank Bill Swap Bid Rate (“BBSY”) plus a margin determined based on the most recent net leverage ratio (as defined per the Australian credit agreement). The margin is to be determined on the first day of the period as follows: (i) 1.10% per annum if the net leverage ratio is less than 1.50 to 1.00; (ii) 1.20% per annum if the net leverage ratio is less than 2.00 to 1.00 and (iii) 1.30% if the net leverage ratio is less than 2.50 to 1.00. Borrowings under Facility B bear interest at the BBSY plus a margin of 0.9% per annum. The Australian Loans contain financial covenants, which require the Company’s Australian subsidiaries to maintain: (i) a net leverage ratio not exceeding 2.50 to 1.00 during the period commencing on the date of the agreement and ending on the first anniversary of the date of the agreement; and 2.00 to 1.00 thereafter; (ii) a working capital coverage ratio (as defined per the Australian credit agreement) greater than 1.75 to 1.00 at all times; and (iii) a gearing ratio (defined as the ratio of senior debt to senior debt plus equity) not to exceed 50% . At September 30, 2018, the Company was in compliance with its financial covenants under the Australian Loans. |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Foreign Currency Exchange Rate Risk As of September 30, 2018 , the Company was party to forward contracts to hedge changes in foreign currency exchange rates with notional amounts of approximately $20.5 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, and the U.S. dollar and the Australian dollar and mature at specified monthly settlement dates through June 2019. At inception, the Company designated the foreign currency forward contracts as cash flow hedges. Upon the performance of contract manufacturing or purchase of certain inventories, the Company de-designates the foreign currency forward contract. On October 4, 2016, the Company entered into a cross currency swap arrangement to hedge changes in foreign currency exchange rates. As of September 30, 2018 , the notional amount of the cross currency swap was approximately $110.8 million . The Company uses the cross currency swap to mitigate the risk associated with fluctuations in currency rates impacting cash flows related to a non-U.S. denominated intercompany loan of €110.0 million . The cross currency swap hedges currency exposure between the Euro and the U.S. dollar and matures on January 3, 2019. The Company makes quarterly principal payments of €1.4 million , plus interest at a fixed rate of 5.4% per annum, in exchange for $1.5 million , plus interest at a fixed rate of 7.2% per annum. At inception, the Company designated the cross currency swap as a cash flow hedge. Changes in the currency rate result in reclassification of amounts from accumulated other comprehensive income (loss) to earnings to offset the re-measurement gain or loss on the non-U.S. denominated intercompany loan. On August 16, 2017, the Company’s Australian subsidiary entered into a cross currency swap arrangement to hedge changes in foreign currency exchange rates. As of September 30, 2018 , the notional amount of the cross currency swap was approximately $3.9 million . The Australian subsidiary uses the cross currency swap to mitigate the risk associated with fluctuations in currency rates related to a non-functional currency intercompany loan of NZ $10.0 million . The floating-to-floating cross currency swap hedges currency exposure between the New Zealand dollar and the Australian dollar and matures on June 30, 2020. The Australian subsidiary makes quarterly principal payments of NZ $0.8 million , plus interest at the 3-month Bank Bill Benchmark Rate ("BKBM") in New Zealand plus a margin of 0.31% per annum, in exchange for A $0.8 million , plus interest at the three-month BBSY in Australia per annum. At inception, the cross currency swap was not designated as a hedging instrument. Financial Statement Presentation As of September 30, 2018 and December 31, 2017 , 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 $ 1,350 $ — Foreign currency forward contracts Accrued liabilities — (670 ) Cross currency swap Accrued liabilities (2,330 ) — Cross currency swap Other long-term liabilities — (7,830 ) Total derivatives designated as hedging instruments (980 ) (8,500 ) Derivatives not designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets 260 110 Foreign currency forward contracts Accrued liabilities — (90 ) Cross currency swap Other assets 40 90 Total derivatives de-designated as hedging instruments 300 110 Total derivatives $ (680 ) $ (8,390 ) The following tables summarize the gain or loss recognized in accumulated other comprehensive income (loss) (“AOCI”) as of September 30, 2018 and December 31, 2017 and the amounts reclassified from AOCI into earnings and the amounts recognized directly into earnings for the three and nine months ended September 30, 2018 and 2017 : Amount of Gain (Loss) Recognized in Amount of Gain (Loss) Reclassified Three months ended Nine months ended As of As of December 31, 2017 Location of Gain (Loss) Reclassified from AOCI into Earnings 2018 2017 2018 2017 (dollars in thousands) (dollars in thousands) Derivatives instruments Foreign currency forward contracts $ 1,340 $ (660 ) Cost of sales $ 580 $ 620 $ 790 $ 880 Cross currency swap $ 1,310 $ 270 Other expense, net $ 780 $ (4,100 ) $ 4,000 $ (13,840 ) Over the next 12 months , the Company expects to reclassify approximately $1.4 million of pre-tax deferred gains, related to the foreign currency forward contracts, from AOCI to cost of sales as contract manufacturing and inventory purchases are settled. Over the next 12 months , the Company expects to reclassify approximately $1.6 million of pre-tax deferred losses, related to the cross currency swap, from AOCI to other expense, net as an offset to the re-measurement gains or losses on the non-U.S. denominated intercompany loan. 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 (loss). There were $0.1 million of losses on de-designated derivatives for the three months ended September 30, 2018 and there were $0.1 million of losses on de-designated derivatives for the nine months ended September 30, 2018 . There were no gains or losses on de-designated derivatives for the three months ended September 30, 2017 and $0.1 million of gains on de-designated derivatives for the nine months ended September 30, 2017 . The gain or loss resulting from the change in fair value on the floating-to-floating cross currency swap is recorded within other expense, net on the Company’s condensed consolidated statements of income (loss). There were no gains or losses and $0.1 million of losses on this cross currency swap for the three and nine months ended September 30, 2018 , respectively. During May 2018, the Company entered into foreign currency option contracts known as zero-cost collars with an aggregate notional amount of €63.4 million to hedge changes in foreign currency related to the cash portion of the purchase price of the pending acquisition of the Brink Group; the acquisition was later terminated as described in Note 8 “Long-term Debt.” During June 2018, these zero-cost collar arrangements matured, resulting in a loss of $1.2 million which is included within other expense, net in the Company’s condensed consolidated statements of income (loss) for the nine months ended September 30, 2018 . There was no gain or loss for the three months ended September 30, 2018 . 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. The Company’s derivatives are recorded at fair value in its condensed consolidated balance sheets and are valued using pricing models that are primarily based on market observable external inputs, including spot and forward currency exchange rates, benchmark interest rates, and discount rates consistent with the instrument’s tenor, and consider the impact of the Company’s own credit risk, if any. Changes in counterparty credit risk are also considered in the valuation of derivative financial instruments. 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, 2018 and December 31, 2017 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, 2018 Foreign currency forward contracts Recurring $ 1,610 $ — $ 1,610 $ — Cross currency swaps Recurring $ (2,290 ) $ — $ (2,290 ) $ — December 31, 2017 Foreign currency forward contracts Recurring $ (650 ) $ — $ (650 ) $ — Cross currency swaps Recurring $ (7,740 ) $ — $ (7,740 ) $ — |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company groups its operating segments into reportable segments by the region in which sales and manufacturing efforts are focused. Each operating segment has discrete financial information evaluated regularly by the Company’s chief operating decision maker in determining resource allocation and assessing performance. The Company reports the results of its business in three reportable segments: Horizon Americas, Horizon Europe‑Africa, and Horizon Asia‑Pacific. Horizon Americas is comprised of the Company’s North American and South American operations. Horizon Europe‑Africa reportable segment is comprised of the European and South African operations, while Horizon Asia‑Pacific is comprised of the Australia, Thailand, and New Zealand operations. See below for further information regarding the types of products and services provided within each reportable segment. Horizon Americas - A market leader in the design, manufacture and distribution of a wide variety of high-quality, custom engineered towing, trailering and cargo management products and related accessories. These products are designed to support OEMs, OESs, 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 Europe‑Africa - With a product offering similar to Horizon Americas, Horizon Europe‑Africa focuses its sales and manufacturing efforts in Europe and Africa. Horizon Asia‑Pacific - With a product offering similar to Horizon Americas, Horizon Asia‑Pacific focuses its sales and manufacturing efforts in the Asia-Pacific region of the world. Segment activity is as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Net Sales Horizon Americas $ 115,510 $ 115,460 $ 319,810 $ 351,400 Horizon Europe-Africa 78,520 87,950 256,420 253,070 Horizon Asia-Pacific 33,810 36,710 101,760 92,520 Total $ 227,840 $ 240,120 $ 677,990 $ 696,990 Operating Profit (Loss) Horizon Americas $ 7,270 $ 10,930 $ 4,730 $ 38,840 Horizon Europe-Africa (31,370 ) 2,680 (132,150 ) 5,950 Horizon Asia-Pacific 5,960 5,880 15,020 13,240 Corporate (5,800 ) (6,200 ) (28,950 ) (21,160 ) Total $ (23,940 ) $ 13,290 $ (141,350 ) $ 36,870 |
Equity Awards
Equity Awards | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Awards | Equity Awards Description of the Plan Horizon employees and non-employee directors participate 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 stock units, cash incentive awards, and certain other awards based on or related to the Company’s common stock to Horizon employees and non-employee directors. No more than 4.4 million Horizon common shares may be delivered under the Horizon 2015 Plan. Stock Options The following table summarizes Horizon stock option activity from December 31, 2017 to September 30, 2018 : Number of Weighted Average Exercise Price Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at December 31, 2017 338,349 $ 10.38 Granted — — Exercised — — Canceled, forfeited (225,676 ) 10.37 Expired — — Outstanding at September 30, 2018 112,673 $ 10.39 6.6 $ — As of September 30, 2018 , the unrecognized compensation cost related to stock options is immaterial. For the three and nine months ended September 30, 2018 , the stock-based compensation expense recognized by the Company related to stock options was immaterial. For the three and nine months ended September 30, 2017 , the Company recognized approximately $0.1 million and $0.3 million of stock-based compensation expense related to stock options, respectively. There was no aggregate intrinsic value of the outstanding options at September 30, 2018 . Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income (loss). Restricted Shares In the first nine months of 2018 , the Company granted an aggregate of 466,763 restricted stock units and performance stock units to certain key employees and non-employee directors. The total grants consisted of: (i) 5,680 time-based restricted stock units that vested on July 1, 2018; (ii) 43,799 time-based restricted stock units that vest ratably on (1) March 1, 2019, (2) March 1, 2020 and (3) March 1, 2021; (iii) 101,204 time-based restricted stock units that vest ratably on (1) March 1, 2019, (2) March 1, 2020, (3) March 1, 2021 and (4) March 1, 2022; (iv) 145,003 market-based performance stock units that vest on March 1, 2021 (the “2018 PSUs”); (v) 43,416 time-based restricted stock units that vest on March 1, 2021; (vi) 17,575 time-based restricted stock units that vest on May 8, 2019; (vii) 84,210 time-based restricted stock units that vest on May 15, 2018; (viii) 11,404 time-based restricted stock units that vest on May 15, 2020; and (ix) 14,472 time-based restricted stock units that vest on August 1, 2020. During 2017, the Company granted an aggregate of 185,423 restricted stock units and performance stock units to certain key employees and non-employee directors. The total grants consisted of: (i) 22,449 time-based restricted stock units that vest ratably on (1) March 1, 2018, (2) March 1, 2019 and (3) March 1, 2020; (ii) 50,416 time-based restricted stock units that vest ratably on (1) March 1, 2018, (2) March 1, 2019, (3) March 1, 2020 and (4) March 1, 2021; (iii) 72,865 market-based performance stock units that vest on March 1, 2020 (the “2017 PSUs”); (iv) 33,426 time-based restricted stock units that vest on July 1, 2018, and (v) 6,267 time-based restricted stock units that vest on July 1, 2019. 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. For the 2018 PSUs, TSR is measured over a period beginning January 1, 2018 and ending December 31, 2020. For the 2017 PSUs, TSR is measured over a period beginning January 1, 2017 and ending December 31, 2019. 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 2.34% and 1.52% for the 2018 PSUs and 2017 PSUs, respectively, and annualized volatility of 37.4% and 38.5% for the 2018 PSUs and 2017 PSUs, respectively. 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 were $7.08 and $18.41 for the 2018 PSUs and 2017 PSUs, respectively. 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, 2018 were as follows: Number of Restricted Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2017 582,611 $ 13.51 Granted 466,763 7.47 Vested (210,882 ) 12.19 Canceled, forfeited (238,284 ) 11.41 Outstanding at September 30, 2018 600,208 $ 10.11 As of September 30, 2018 , there was $2.4 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 $0.1 million and $1.5 million of stock-based compensation expense related to restricted shares during the three and nine months ended September 30, 2018 , respectively, and approximately $0.9 million and $2.5 million during the three and nine months ended September 30, 2017 , respectively. Stock-based compensation expense is included in selling, general and administrative expenses in the accompanying condensed consolidated statements of income (loss). |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share On February 1, 2017, the Company completed an underwritten public offering of 4.6 million shares of common stock, which includes the exercise in full by the underwriters of their option to purchase 0.6 million shares of common stock, at a public offering price of $18.50 per share (the “Common Stock Offering”). Proceeds from the Common Stock Offering were approximately $79.9 million , net of underwriting discounts, commissions, and offering-related transaction costs. Basic earnings (loss) per share is computed using net income (loss) attributable to Horizon Global and the number of weighted average shares outstanding. Diluted earnings (loss) per share is computed using net income (loss) attributable to Horizon Global and the number of weighted average shares outstanding, adjusted to give effect to the assumed exercise of outstanding stock options and warrants, vesting of restricted shares outstanding, and conversion of the Convertible Notes. Due to net losses for the three and nine months ended September 30, 2018 , the effect of potentially dilutive securities had an anti-dilutive effect and therefore were excluded from the computation of diluted loss per share. The following table sets forth the reconciliation of the numerator and the denominator of basic earnings per share attributable to Horizon Global and diluted earnings (loss) per share attributable to Horizon Global for the three and nine months ended September 30, 2018 and 2017 : Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands, except for per share amounts) Numerator: Net income (loss) attributable to Horizon Global $ (32,760 ) $ 6,890 $ (157,200 ) $ 17,290 Denominator: Weighted average shares outstanding, basic 25,101,847 24,948,410 25,028,072 24,728,643 Dilutive effect of stock-based awards — 430,842 — 426,157 Weighted average shares outstanding, diluted 25,101,847 25,379,252 25,028,072 25,154,800 Basic earnings (loss) per share attributable to Horizon Global $ (1.31 ) $ 0.28 $ (6.28 ) $ 0.70 Diluted earnings (loss) per share attributable to Horizon Global $ (1.31 ) $ 0.27 $ (6.28 ) $ 0.69 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, 2018 and 2017 , as inclusion would have resulted in anti-dilution. A summary of these anti-dilutive common stock equivalents is provided in the table below: Three months ended Nine months ended 2018 2017 2018 2017 Number of options 220,726 — 285,538 — Exercise price of options $9.20 - $11.29 — $9.20 - $11.29 — Restricted stock units 629,507 — 685,286 57,118 Convertible Notes 5,005,000 5,005,000 5,005,000 4,418,333 Warrants 5,005,000 5,005,000 5,005,000 4,418,333 For purposes of determining diluted earnings per share, the Company has elected a policy to assume that the principal portion of the Convertible Notes, as described in Note 8 , “ Long-term Debt ,” is settled in cash and the conversion premium is settled in shares. Therefore, the Company has adopted a policy of calculating the diluted earnings per share effect of the Convertible Notes using the treasury stock method. As a result, the dilutive effect of the Convertible Notes is limited to the conversion premium, which is reflected in the calculation of diluted earnings per share as if it were a freestanding written call option on the Company’s shares. Using the treasury stock method, the Warrants issued in connection with the issuance of the Convertible Notes are considered to be dilutive when they are in the money relative to the Company’s average common stock price during the period. The Convertible Note Hedges purchased in connection with the issuance of the Convertible Notes are always considered to be anti-dilutive and therefore do not impact the Company’s calculation of diluted earnings (loss) per share. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2018 | |
Other Comprehensive Income [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Preferred Stock The Company is authorized to issue 100,000,000 shares of preferred stock, par value of $0.01 per share. There were no preferred shares outstanding at September 30, 2018 or December 31, 2017 . Common Stock The Company is authorized to issue 400,000,000 shares of common stock, par value of $0.01 per share. At September 30, 2018 , there were 25,798,745 shares of common stock issued and 25,112,239 shares of common stock outstanding. At December 31, 2017 , there were 25,625,571 shares of common stock issued and 24,939,065 shares of common stock outstanding. Share Repurchase Program In April 2017, the Board of Directors authorized a share repurchase program of up to 1.5 million shares of the Company’s issued and outstanding common stock during the period beginning on May 5, 2017 and ending May 5, 2020 (the “Share Repurchase Program”). The Share Repurchase Program provides for share purchases in the open market or otherwise, depending on share price, market conditions and other factors, as determined by the Company. In addition, the Company’s ABL Loan Agreement and Term B Loan place certain limitations on the Company’s ability to repurchase its common stock. As of September 30, 2018 , cumulative shares purchased totaled 686,506 at an average purchase price per share of $14.55 , excluding commissions. The repurchased shares are presented as treasury stock, at cost, on the condensed consolidated balance sheets. Accumulated Other Comprehensive Income Changes in AOCI by component, net of tax, for the nine months ended September 30, 2018 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance at December 31, 2017 $ (310 ) $ 10,880 $ 10,570 Net unrealized gains (losses) arising during the period (a) 6,850 (4,330 ) 2,520 Less: Net realized losses reclassified to net loss (b) 3,890 — 3,890 Net current-period change 2,960 (4,330 ) (1,370 ) Balance at September 30, 2018 $ 2,650 $ 6,550 $ 9,200 __________________________ (a) Derivative instruments, net of income tax expense of $(1.3) million . See Note 9 , “ Derivative Instruments ,” for further details. (b) Derivative instruments, net of income tax benefit of $0.9 million . See Note 9 , “ Derivative Instruments ,” for further details. Changes in AOCI by component, net of tax, for the nine months ended September 30, 2017 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance at December 31, 2016 $ (930 ) $ (7,410 ) $ (8,340 ) Net unrealized gains (losses) arising during the period (a) (7,950 ) 15,500 7,550 Less: Net realized losses reclassified to net loss (b) (8,120 ) — (8,120 ) Net current-period change 170 15,500 15,670 Balance at September 30, 2017 $ (760 ) $ 8,090 $ 7,330 __________________________ (a) Derivative instruments, net of income tax benefit of $5.2 million . See Note 9 , “ Derivative Instruments ,” for further details. (b) Derivative instruments, net of income tax benefit of $4.8 million . See Note 9 , “ Derivative Instruments ,” for further details. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
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 overall pre-tax losses. In light of the losses, the Company evaluates the realizability of its deferred tax assets on a quarterly basis. In completing this evaluation, the Company considers all available evidence in order to determine whether, based on the weight of the evidence, a valuation allowance is necessary. As of September 30, 2018 , the Company believes that it is more likely than not that the recorded deferred tax assets will be realized. If the Company continues to experience losses, management may determine a valuation allowance against the deferred tax assets is necessary, which would result in significant tax expense in the period recognized, as well as subsequent periods. The effective income tax rate was 0.3% and 7.3% for the three and nine months ended September 30, 2018 , respectively. For the three and nine months ended September 30, 2017 , the effective income tax rates were (1.9)% and (25.7)% , respectively. The higher effective income tax rate in 2018 is driven by a decrease in tax benefits related to the release of certain unrecognized tax positions and the impairment of goodwill related to the Horizon Europe-Africa segment which does not result in the recognition of a tax benefit. Other Matters The 2017 Tax Act was enacted on December 22, 2017. The 2017 Tax Act reduces the U.S. federal corporate income tax rate from 35% to 21%, requires companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creates new taxes on certain foreign sourced earnings. The Company is applying the guidance in SEC Staff Accounting Bulletin No. 118 when accounting for the enactment-date effects of the 2017 Tax Act. At September 30, 2018 , the Company has not completed its accounting for all of the tax effects of the 2017 Tax Act nor has the Company recognized any significant adjustments to the provisional amounts recorded at December 31, 2017 . In all cases, the Company will continue to make and refine its calculations, primarily regarding the Transition Tax, as additional analysis is completed. Horizon’s estimates may also be affected as it gains a more thorough understanding of the tax law. These changes could be material to income tax expense. |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-07, “Compensation - Stock Compensation (Topic 718)” (“ASU 2018-07”). ASU 2018-07 expands the scope of Accounting Standard Codification (“ASC”) 718 to include all share-based payment arrangements related to the acquisition of goods and services from both nonemployees and employees. ASU 2018-07 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 with early adoption permitted. The Company is in process of assessing the impact of the adoption of ASU 2018-07 on the condensed consolidated financial statements. In February 2018, the FASB issued ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” (“ASU 2018-02”). ASU 2018-02 allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act (the “2017 Tax Act”). ASU 2018-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. It must be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate from the 2017 Tax Act is recognized. The Company adopted the standard in the third quarter of 2018 and the impact of the adoption of ASU 2018-02 is approximately a $0.9 million increase to accumulated deficit, a $0.3 million decrease to paid-in capital, and a $0.6 million decrease to accumulated other comprehensive income. In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). ASU 2017-12 eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires, for qualifying hedges, the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The guidance also modifies the accounting for components excluded from the assessment of hedge effectiveness, eases documentation and assessment requirements and modifies certain disclosure requirements. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018, including interim periods within those annual periods, with early adoption permitted and should be applied on a modified retrospective basis. The Company is in the process of assessing the impact of the adoption of ASU 2017-12 on the condensed consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, “Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting” (“ASU 2017-09”). ASU 2017-09 amends the scope of modification accounting for share-based payment arrangements and provides guidance on when an entity would be required to apply modification accounting. This guidance is effective for all entities for annual periods beginning after December 15, 2017, including interim periods within those annual periods, with early adoption permitted and should be applied on a prospective basis. The Company adopted ASU 2017-09 on January, 1, 2018, on a prospective basis, and there was no impact on the condensed consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business” (“ASU 2017-01”). ASU 2017-01 provides clarification on the definition of a business and adds guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance is effective for public entities for fiscal years beginning after December 15, 2017, including interim periods within those annual periods, and should be applied on a prospective basis. As of January 1, 2018, ASU 2017-01 became effective for the Company for any new acquisitions (or disposals), and there was no impact on the condensed consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory” (“ASU 2016-16”). ASU 2016-16 provides an amendment to the accounting guidance related to the recognition of income tax consequences of an intra-entity transfer of an asset other than inventory. Under the new guidance, an entity is required to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Under the current guidance, the income tax effects are deferred until the asset has been sold to an outside party. The Company adopted ASU 2016-16 on January 1, 2018, on a modified retrospective basis, and there was no impact on the condensed consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force)” (“ASU 2016-15”). ASU 2016-15 was issued to reduce differences in practice with respect to how specific transactions are classified in the statement of cash flows. This guidance is effective for public entities for fiscal years beginning after December 15, 2017, including interim periods within those annual periods, with early adoption permitted and should be applied on a retrospective basis. The Company adopted ASU 2016-15 on January 1, 2018, and there was no impact on the condensed consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” (“ASU 2016-02”), 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. The FASB has subsequently issued an additional ASU that provides entities with an additional (and optional) transition method to adopt the new leases standard. Under this new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The amendments also provide lessors with a practical expedient, by class of underlying asset, to not separate non-lease components from the associated lease component and, instead, to account for those components as a single component if the non-lease components otherwise would be accounted for under the revenue guidance (Topic 606) and certain criteria are met. 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 the condensed consolidated financial statements. The Company expects the impact to the condensed consolidated balance sheet to be significant. The Company plans to elect the practical expedients upon transition that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of the standard. Horizon will not reassess whether any contracts entered into prior to adoption are leases. The Company has formed a cross-functional implementation team and is in the process of cataloging its existing lease contracts and evaluating changes to its systems to implement the new guidance. Accounting Standards Update 2014-09 In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09” or “Topic 606”). ASU 2014-09 supersedes most of the existing guidance on revenue recognition in ASC Topic 605, “Revenue Recognition” (“Topic 605”), and establishes a broad principle that would require an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company did not record a cumulative adjustment related to the adoption of ASU 2014-09, and the effects of adoption were not significant. See Note 3 , “ Revenues, ” for further information. |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Net Sales Disaggregated by Major Sales Channels | The following tables present the Company’s net sales disaggregated by major sales channel for the three and nine months ended September 30, 2018 : Three Months Ended September 30, 2018 Horizon Americas Horizon Europe-Africa Horizon Total (dollars in thousands) Net Sales Automotive OEM $ 20,320 $ 40,650 $ 5,740 $ 66,710 Automotive OES 1,700 12,600 15,190 29,490 Aftermarket 38,470 19,980 6,170 64,620 Retail 29,600 — 2,860 32,460 Industrial 11,160 — 3,850 15,010 E-commerce 13,750 1,290 — 15,040 Other 510 4,000 — 4,510 Total $ 115,510 $ 78,520 $ 33,810 $ 227,840 Nine Months Ended September 30, 2018 Horizon Americas Horizon Europe-Africa Horizon Total (dollars in thousands) Net Sales Automotive OEM $ 60,320 $ 134,930 $ 18,250 $ 213,500 Automotive OES 4,230 39,980 45,170 89,380 Aftermarket 96,700 65,180 19,210 181,090 Retail 96,330 — 8,050 104,380 Industrial 31,680 — 11,080 42,760 E-commerce 29,340 3,880 — 33,220 Other 1,210 12,450 — 13,660 Total $ 319,810 $ 256,420 $ 101,760 $ 677,990 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the nine months ended September 30, 2018 are summarized as follows: Horizon Americas Horizon Europe-Africa Horizon Total (dollars in thousands) Balance at December 31, 2017 Goodwill $ 5,280 $ 126,160 $ 6,750 $ 138,190 Accumulated impairment losses — — — — Net beginning balance 5,280 126,160 6,750 138,190 Impairment — (124,660 ) — (124,660 ) Foreign currency translation and other (970 ) (1,500 ) (650 ) (3,120 ) Balance at September 30, 2018 $ 4,310 $ — $ 6,100 $ 10,410 |
Schedule of Intangible Assets (excluding Goodwill) by Major Class | The gross carrying amounts and accumulated amortization of the Company’s other intangibles as of September 30, 2018 and December 31, 2017 are summarized below. The Company amortizes these assets over periods ranging from two to 20 years. September 30, 2018 December 31, 2017 Intangible Category by Useful Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (dollars in thousands) Finite-lived intangible assets: Customer relationships, 2 – 20 years $ 178,240 $ (126,170 ) $ 180,850 $ (121,750 ) Technology and other, 3 – 15 years 21,200 (15,930 ) 19,950 (15,260 ) Trademark/Trade names, 1 - 8 years 730 (230 ) 730 (190 ) Total finite-lived intangible assets 200,170 (142,330 ) 201,530 (137,200 ) Trademark/Trade names, indefinite-lived 24,090 — 25,900 — Total other intangible assets $ 224,260 $ (142,330 ) $ 227,430 $ (137,200 ) |
Schedule of Finite-Lived Intangible Assets, Amortization Expense | Amortization expense related to intangible assets as included in the accompanying condensed consolidated statements of income (loss) is summarized as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Technology and other, included in cost of sales $ 430 $ 210 $ 990 $ 570 Customer relationships & Trademark/Trade names, included in selling, general and administrative expenses 1,600 2,490 5,180 7,090 Total amortization expense $ 2,030 $ 2,700 $ 6,170 $ 7,660 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consist of the following components: September 30, December 31, (dollars in thousands) Finished goods $ 93,160 $ 105,070 Work in process 18,770 16,590 Raw materials 49,180 49,840 Total inventories $ 161,110 $ 171,500 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following components: September 30, December 31, (dollars in thousands) Land and land improvements $ 460 $ 480 Buildings 23,730 23,370 Machinery and equipment 163,470 162,830 187,660 186,680 Less: Accumulated depreciation 82,290 73,660 Property and equipment, net $ 105,370 $ 113,020 |
Depreciation Expense | Depreciation expense included in the accompanying condensed consolidated statements of income (loss) is as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Depreciation expense, included in cost of sales $ 3,960 $ 3,440 $ 11,560 $ 9,330 Depreciation expense, included in selling, general and administrative expense 340 330 980 950 Total depreciation expense $ 4,300 $ 3,770 $ 12,540 $ 10,280 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Interest Expense | Interest expense recognized relating to the contractual interest coupon, amortization of debt discount and amortization of debt issuance costs on the Convertible Notes included in the accompanying condensed consolidated statements of income (loss) are as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Contractual interest coupon on convertible debt $ 880 $ 880 $ 2,610 $ 2,310 Amortization of debt issuance costs $ 130 $ 130 $ 400 $ 350 Amortization of "equity discount" related to debt $ 1,290 $ 1,190 $ 3,860 $ 3,180 |
Schedule of Debt | The Company’s long-term debt consists of the following: September 30, December 31, (dollars in thousands) ABL Facility $ 47,600 $ 10,000 Term B Loan 193,130 149,620 Convertible Notes 125,000 125,000 Bank facilities, capital leases and other long-term debt 22,790 25,780 388,520 310,400 Less: Unamortized debt issuance costs and original issuance discount on Term B Loan 8,110 4,940 Unamortized debt issuance costs and discount on the Convertible Notes 25,620 29,870 Current maturities, long-term debt 12,530 16,710 Long-term debt $ 342,260 $ 258,880 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | As of September 30, 2018 and December 31, 2017 , 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 $ 1,350 $ — Foreign currency forward contracts Accrued liabilities — (670 ) Cross currency swap Accrued liabilities (2,330 ) — Cross currency swap Other long-term liabilities — (7,830 ) Total derivatives designated as hedging instruments (980 ) (8,500 ) Derivatives not designated as hedging instruments Foreign currency forward contracts Prepaid expenses and other current assets 260 110 Foreign currency forward contracts Accrued liabilities — (90 ) Cross currency swap Other assets 40 90 Total derivatives de-designated as hedging instruments 300 110 Total derivatives $ (680 ) $ (8,390 ) |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The following tables summarize the gain or loss recognized in accumulated other comprehensive income (loss) (“AOCI”) as of September 30, 2018 and December 31, 2017 and the amounts reclassified from AOCI into earnings and the amounts recognized directly into earnings for the three and nine months ended September 30, 2018 and 2017 : Amount of Gain (Loss) Recognized in Amount of Gain (Loss) Reclassified Three months ended Nine months ended As of As of December 31, 2017 Location of Gain (Loss) Reclassified from AOCI into Earnings 2018 2017 2018 2017 (dollars in thousands) (dollars in thousands) Derivatives instruments Foreign currency forward contracts $ 1,340 $ (660 ) Cost of sales $ 580 $ 620 $ 790 $ 880 Cross currency swap $ 1,310 $ 270 Other expense, net $ 780 $ (4,100 ) $ 4,000 $ (13,840 ) |
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, 2018 and December 31, 2017 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, 2018 Foreign currency forward contracts Recurring $ 1,610 $ — $ 1,610 $ — Cross currency swaps Recurring $ (2,290 ) $ — $ (2,290 ) $ — December 31, 2017 Foreign currency forward contracts Recurring $ (650 ) $ — $ (650 ) $ — Cross currency swaps Recurring $ (7,740 ) $ — $ (7,740 ) $ — |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Segment activity is as follows: Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands) Net Sales Horizon Americas $ 115,510 $ 115,460 $ 319,810 $ 351,400 Horizon Europe-Africa 78,520 87,950 256,420 253,070 Horizon Asia-Pacific 33,810 36,710 101,760 92,520 Total $ 227,840 $ 240,120 $ 677,990 $ 696,990 Operating Profit (Loss) Horizon Americas $ 7,270 $ 10,930 $ 4,730 $ 38,840 Horizon Europe-Africa (31,370 ) 2,680 (132,150 ) 5,950 Horizon Asia-Pacific 5,960 5,880 15,020 13,240 Corporate (5,800 ) (6,200 ) (28,950 ) (21,160 ) Total $ (23,940 ) $ 13,290 $ (141,350 ) $ 36,870 |
Equity Awards (Tables)
Equity Awards (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes Horizon stock option activity from December 31, 2017 to September 30, 2018 : Number of Weighted Average Exercise Price Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at December 31, 2017 338,349 $ 10.38 Granted — — Exercised — — Canceled, forfeited (225,676 ) 10.37 Expired — — Outstanding at September 30, 2018 112,673 $ 10.39 6.6 $ — |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | Changes in the number of restricted shares outstanding for the period ended September 30, 2018 were as follows: Number of Restricted Shares Weighted Average Grant Date Fair Value Outstanding at December 31, 2017 582,611 $ 13.51 Granted 466,763 7.47 Vested (210,882 ) 12.19 Canceled, forfeited (238,284 ) 11.41 Outstanding at September 30, 2018 600,208 $ 10.11 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
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 attributable to Horizon Global and diluted earnings (loss) per share attributable to Horizon Global for the three and nine months ended September 30, 2018 and 2017 : Three months ended Nine months ended 2018 2017 2018 2017 (dollars in thousands, except for per share amounts) Numerator: Net income (loss) attributable to Horizon Global $ (32,760 ) $ 6,890 $ (157,200 ) $ 17,290 Denominator: Weighted average shares outstanding, basic 25,101,847 24,948,410 25,028,072 24,728,643 Dilutive effect of stock-based awards — 430,842 — 426,157 Weighted average shares outstanding, diluted 25,101,847 25,379,252 25,028,072 25,154,800 Basic earnings (loss) per share attributable to Horizon Global $ (1.31 ) $ 0.28 $ (6.28 ) $ 0.70 Diluted earnings (loss) per share attributable to Horizon Global $ (1.31 ) $ 0.27 $ (6.28 ) $ 0.69 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | A summary of these anti-dilutive common stock equivalents is provided in the table below: Three months ended Nine months ended 2018 2017 2018 2017 Number of options 220,726 — 285,538 — Exercise price of options $9.20 - $11.29 — $9.20 - $11.29 — Restricted stock units 629,507 — 685,286 57,118 Convertible Notes 5,005,000 5,005,000 5,005,000 4,418,333 Warrants 5,005,000 5,005,000 5,005,000 4,418,333 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
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, 2018 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance at December 31, 2017 $ (310 ) $ 10,880 $ 10,570 Net unrealized gains (losses) arising during the period (a) 6,850 (4,330 ) 2,520 Less: Net realized losses reclassified to net loss (b) 3,890 — 3,890 Net current-period change 2,960 (4,330 ) (1,370 ) Balance at September 30, 2018 $ 2,650 $ 6,550 $ 9,200 __________________________ (a) Derivative instruments, net of income tax expense of $(1.3) million . See Note 9 , “ Derivative Instruments ,” for further details. (b) Derivative instruments, net of income tax benefit of $0.9 million . See Note 9 , “ Derivative Instruments ,” for further details. Changes in AOCI by component, net of tax, for the nine months ended September 30, 2017 are summarized as follows: Derivative Instruments Foreign Currency Translation Total (dollars in thousands) Balance at December 31, 2016 $ (930 ) $ (7,410 ) $ (8,340 ) Net unrealized gains (losses) arising during the period (a) (7,950 ) 15,500 7,550 Less: Net realized losses reclassified to net loss (b) (8,120 ) — (8,120 ) Net current-period change 170 15,500 15,670 Balance at September 30, 2017 $ (760 ) $ 8,090 $ 7,330 __________________________ (a) Derivative instruments, net of income tax benefit of $5.2 million . See Note 9 , “ Derivative Instruments ,” for further details. |
New Accounting Pronouncements_2
New Accounting Pronouncements (Details) $ in Millions | Sep. 30, 2018USD ($) |
Accumulated Deficit | Accounting Standards Update 2018-02 | New Accounting Pronouncement, Early Adoption, Effect | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative effect of new accounting principle | $ 0.9 |
Revenues - Schedule of Net Sale
Revenues - Schedule of Net Sales Disaggregated by Major Sales Channels (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||
Net sales | $ 227,840 | $ 240,120 | $ 677,990 | $ 696,990 | |
Accounts receivable, net of reserves | 122,250 | 122,250 | $ 91,770 | ||
Automotive OEM | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 66,710 | 213,500 | |||
Automotive OES | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 29,490 | 89,380 | |||
Aftermarket | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 64,620 | 181,090 | |||
Retail | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 32,460 | 104,380 | |||
Industrial | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 15,010 | 42,760 | |||
E-commerce | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 15,040 | 33,220 | |||
Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 4,510 | 13,660 | |||
Horizon Americas | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 115,510 | 319,810 | $ 351,400 | ||
Horizon Americas | Automotive OEM | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 20,320 | 60,320 | |||
Horizon Americas | Automotive OES | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 1,700 | 4,230 | |||
Horizon Americas | Aftermarket | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 38,470 | 96,700 | |||
Horizon Americas | Retail | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 29,600 | 96,330 | |||
Horizon Americas | Industrial | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 11,160 | 31,680 | |||
Horizon Americas | E-commerce | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 13,750 | 29,340 | |||
Horizon Americas | Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 510 | 1,210 | |||
Horizon Europe-Africa | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 78,520 | 256,420 | |||
Horizon Europe-Africa | Automotive OEM | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 40,650 | 134,930 | |||
Horizon Europe-Africa | Automotive OES | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 12,600 | 39,980 | |||
Horizon Europe-Africa | Aftermarket | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 19,980 | 65,180 | |||
Horizon Europe-Africa | Retail | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 0 | 0 | |||
Horizon Europe-Africa | Industrial | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 0 | 0 | |||
Horizon Europe-Africa | E-commerce | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 1,290 | 3,880 | |||
Horizon Europe-Africa | Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 4,000 | 12,450 | |||
Horizon Asia-Pacific | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 33,810 | 101,760 | |||
Horizon Asia-Pacific | Automotive OEM | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 5,740 | 18,250 | |||
Horizon Asia-Pacific | Automotive OES | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 15,190 | 45,170 | |||
Horizon Asia-Pacific | Aftermarket | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 6,170 | 19,210 | |||
Horizon Asia-Pacific | Retail | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 2,860 | 8,050 | |||
Horizon Asia-Pacific | Industrial | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 3,850 | 11,080 | |||
Horizon Asia-Pacific | E-commerce | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | 0 | 0 | |||
Horizon Asia-Pacific | Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Net sales | $ 0 | $ 0 |
Facility Closures - Narrative (
Facility Closures - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018USD ($) | Sep. 30, 2018USD ($) | |
Restructuring and Related Activities [Abstract] | ||
Future rental obligations | $ 1.5 | $ 1.5 |
Severance costs | $ 0 | $ 3.4 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill Rollforward (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Goodwill [Roll Forward] | ||
Goodwill | $ 138,190 | |
Net beginning balance | $ 138,190 | |
Impairment | (124,660) | |
Foreign currency translation and other | (3,120) | |
Balance at September 30, 2018 | 10,410 | |
Horizon Americas | ||
Goodwill [Roll Forward] | ||
Goodwill | 5,280 | |
Net beginning balance | 5,280 | |
Impairment | 0 | |
Foreign currency translation and other | (970) | |
Balance at September 30, 2018 | 4,310 | |
Horizon Europe-Africa | ||
Goodwill [Roll Forward] | ||
Goodwill | 126,160 | |
Net beginning balance | 126,160 | |
Impairment | (124,660) | |
Foreign currency translation and other | (1,500) | |
Balance at September 30, 2018 | 0 | |
Horizon Asia-Pacific | ||
Goodwill [Roll Forward] | ||
Goodwill | 6,750 | |
Net beginning balance | 6,750 | |
Impairment | 0 | |
Foreign currency translation and other | (650) | |
Balance at September 30, 2018 | $ 6,100 | |
Best Bars | ||
Goodwill [Roll Forward] | ||
Accumulated impairment losses | 0 | |
Best Bars | Horizon Americas | ||
Goodwill [Roll Forward] | ||
Accumulated impairment losses | 0 | |
Best Bars | Horizon Europe-Africa | ||
Goodwill [Roll Forward] | ||
Accumulated impairment losses | 0 | |
Best Bars | Horizon Asia-Pacific | ||
Goodwill [Roll Forward] | ||
Accumulated impairment losses | $ 0 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of goodwill and intangible assets | $ 26,640 | $ 0 | $ 125,770 | $ 0 | ||
Minimum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Useful life of intangible assets | 2 years | |||||
Maximum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Useful life of intangible assets | 20 years | |||||
Horizon Europe-Africa | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of goodwill and intangible assets | $ 54,600 | $ 43,400 | ||||
Horizon Europe-Africa | Trademarks and Trade Names [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment of goodwill and intangible assets | 1,100 | |||||
Gross carrying value of indefinite lived intangible assets | $ 10,900 | $ 12,100 | $ 10,900 | |||
Horizon Europe-Africa | Trademarks and Trade Names [Member] | Minimum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Royalty rate | 0.50% | 0.50% | 0.50% | |||
Horizon Europe-Africa | Trademarks and Trade Names [Member] | Maximum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Royalty rate | 1.00% | 1.00% | 1.00% | |||
Discount Rate | Horizon Europe-Africa | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill Impairment, Measurement Input | 13.50% | 14.00% | 13.50% | |||
Discount Rate | Horizon Europe-Africa | Technology and Other [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill Impairment, Measurement Input | 13.50% | |||||
Discount Rate | Horizon Europe-Africa | Trademarks and Trade Names [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill Impairment, Measurement Input | 14.50% | 15.00% | 14.50% | |||
Discount Rate | Horizon Europe-Africa | Trademarks and Trade Names [Member] | Minimum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill Impairment, Measurement Input | 13.50% | |||||
Discount Rate | Horizon Europe-Africa | Trademarks and Trade Names [Member] | Maximum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill Impairment, Measurement Input | 16.00% | |||||
Terminal Growth Rate | Horizon Europe-Africa | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Goodwill Impairment, Measurement Input | 2.50% | 2.50% | 2.50% | 2.50% | ||
Valuation, Income Approach [Member] | Horizon Europe-Africa | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted percentage for valuation method used | 75.00% | 75.00% | 75.00% | |||
Valuation, Market Approach [Member] | Horizon Europe-Africa | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Weighted percentage for valuation method used | 25.00% | 25.00% | 25.00% |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of Intangible Assets (excluding Goodwill) by Major Class (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | $ 200,170 | $ 201,530 |
Finite-lived intangible assets, accumulated amortization | (142,330) | (137,200) |
Total other intangible assets | 224,260 | 227,430 |
Trademarks and Trade Names [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Indefinite-lived intangible assets, gross carrying amount | 24,090 | 25,900 |
Useful Life Five To Twenty Five Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 178,240 | 180,850 |
Finite-lived intangible assets, accumulated amortization | (126,170) | (121,750) |
Useful Life Three to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 21,200 | 19,950 |
Finite-lived intangible assets, accumulated amortization | (15,930) | (15,260) |
Useful Life One To Eight Years [Member] | Trademarks and Trade Names [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 730 | 730 |
Finite-lived intangible assets, accumulated amortization | $ (230) | $ (190) |
Minimum [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 2 years | |
Minimum [Member] | Useful Life Five To Twenty Five Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 2 years | |
Minimum [Member] | Useful Life Three to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 3 years | |
Minimum [Member] | Useful Life One To Eight Years [Member] | Trademarks and Trade Names [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 1 year | |
Maximum [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 20 years | |
Maximum [Member] | Useful Life Five To Twenty Five Years [Member] | Customer Relationships [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 20 years | |
Maximum [Member] | Useful Life Three to Fifteen Years [Member] | Technology and Other [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 15 years | |
Maximum [Member] | Useful Life One To Eight Years [Member] | Trademarks and Trade Names [Member] | ||
Intangible Assets, excluding Goodwill [Line Items] | ||
Useful life of intangible assets | 8 years |
Goodwill and Other Intangible_6
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, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 2,030 | $ 2,700 | $ 6,170 | $ 7,660 |
Cost of Sales | Technology and Other [Member] | ||||
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 430 | 210 | 990 | 570 |
Selling, General and Administrative Expenses | Customer Relationships [Member] | ||||
Amortization of Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 1,600 | $ 2,490 | $ 5,180 | $ 7,090 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 93,160 | $ 105,070 |
Work in process | 18,770 | 16,590 |
Raw materials | 49,180 | 49,840 |
Total inventories | $ 161,110 | $ 171,500 |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment Table (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 187,660 | $ 186,680 |
Less: Accumulated depreciation | 82,290 | 73,660 |
Property and equipment, net | 105,370 | 113,020 |
Land and Land Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 460 | 480 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 23,730 | 23,370 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 163,470 | $ 162,830 |
Property and Equipment, Net - D
Property and Equipment, Net - Depreciation Expense Table (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Depreciation Expense [Line Items] | ||||
Depreciation expense | $ 4,300 | $ 3,770 | $ 12,540 | $ 10,280 |
Cost of Sales | ||||
Depreciation Expense [Line Items] | ||||
Depreciation expense | 3,960 | 3,440 | 11,560 | 9,330 |
Selling, General and Administrative Expenses | ||||
Depreciation Expense [Line Items] | ||||
Depreciation expense | $ 340 | $ 330 | $ 980 | $ 950 |
Long-term Debt - Debt Table (De
Long-term Debt - Debt Table (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 388,520 | $ 310,400 |
Current maturities, long-term debt | 12,530 | 16,710 |
Long-term debt | 342,260 | 258,880 |
ABL Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 47,600 | 10,000 |
Term B Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 193,130 | 149,620 |
Less: Unamortized debt issuance costs and discount | 8,110 | 4,940 |
Convertible Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 125,000 | 125,000 |
Less: Unamortized debt issuance costs and discount | 25,620 | 29,870 |
Long-term debt | 99,400 | 95,100 |
Bank facilities, capital leases and other long-term debt [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 22,790 | $ 25,780 |
Long-term Debt - Convertible No
Long-term Debt - Convertible Notes (Details) | Feb. 01, 2017USD ($)$ / sharesshares | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)trading_day | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 388,520,000 | $ 388,520,000 | $ 310,400,000 | |||
Long-term debt | 342,260,000 | 342,260,000 | 258,880,000 | |||
Debt Instrument, Convertible, Carrying Amount of Equity Component | 20,000,000 | 20,000,000 | 20,000,000 | |||
Convertible Notes Payable [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | 125,000,000 | 125,000,000 | 125,000,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 2.75% | |||||
Debt Instrument, Face Amount | $ 125,000,000 | |||||
Convertible Preferred Stock, Shares Issued upon Conversion | shares | 5,005,000 | |||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 24.98 | |||||
Debt Instrument, Issuance Costs, Debt and Equity Components | 3,900,000 | 3,900,000 | ||||
Debt Issuance Costs, Net | 2,900,000 | 2,900,000 | ||||
Long-term debt | 99,400,000 | 99,400,000 | 95,100,000 | |||
Unamortized debt issuance costs and discount | 25,620,000 | 25,620,000 | $ 29,870,000 | |||
Equity issuance costs | 1,000,000 | |||||
Interest Expense, Debt, Contractual Interest Coupon | 880,000 | $ 880,000 | 2,610,000 | $ 2,310,000 | ||
Amortization of Debt Discount (Premium) | 1,290,000 | 1,190,000 | 3,860,000 | 3,180,000 | ||
Amortization of debt issuance costs | 130,000 | $ 130,000 | $ 400,000 | $ 350,000 | ||
Convertible Notes Payable [Member] | During any calendar quarter beginning after Jan 1, 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Convertible, Threshold Trading Days | trading_day | 20 | |||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | trading_day | 30 | |||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 130.00% | |||||
Convertible Notes Payable [Member] | During the five business days after any five consecutive trading day period[Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | trading_day | 5 | |||||
Debt Instrument, Convertible, Period After Consecutive Trading Days | 5 days | |||||
Debt Conversion, Original Debt, Amount | $ 1,000 | |||||
Debt Instrument, Convertible, Ratio of Trading Price Per 1000 Principal Amount | 98.00% | |||||
Convertible Note Hedge [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | shares | 5,005,000 | |||||
Debt Instrument, Convertible, Stock Price Trigger | $ / shares | $ 24.98 | |||||
Derivative, Cost of Hedge | $ 29,000,000 | |||||
Derivative, Cost of Hedge Net of Cash Received | 7,500,000 | |||||
Equity Issuance Cost | $ 700,000 | |||||
Warrants [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | shares | 5,005,000 | |||||
Debt Instrument, Convertible, Stock Price Trigger | $ / shares | $ 29.60 | |||||
Equity Issuance Cost | $ 600,000 | |||||
Proceeds from Issuance of Warrants | $ 21,500,000 | |||||
Fair Value, Inputs, Level 2 [Member] | Convertible Notes Payable [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Fair Value | $ 94,100,000 | $ 94,100,000 |
Long-term Debt - Schedule of In
Long-term Debt - Schedule of Interest Expense (Details) - Convertible Notes Payable [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Debt Instrument [Line Items] | ||||
Contractual interest coupon on convertible debt | $ 880 | $ 880 | $ 2,610 | $ 2,310 |
Amortization of debt issuance costs | 130 | 130 | 400 | 350 |
Amortization of equity discount related to debt | $ 1,290 | $ 1,190 | $ 3,860 | $ 3,180 |
Long-term Debt - ABL Facility (
Long-term Debt - ABL Facility (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 22, 2015USD ($) | |
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 388,520,000 | $ 388,520,000 | $ 310,400,000 | |||
ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 99,000,000 | |||||
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 | $ 400,000 | ||
Unamortized Debt Issuance Costs | 900,000 | 900,000 | 1,300,000 | |||
Long-term debt | $ 47,600,000 | $ 47,600,000 | $ 10,000,000 | |||
Revolving Credit Facility, Weighted Average Interest Rate (as a percent) | 3.90% | 3.90% | 3.60% | |||
Total letters of credit outstanding | $ 3,400,000 | $ 3,400,000 | $ 6,300,000 | |||
Revolving Credit Facility, Remaining Borrowing Capacity | 40,400,000 | 40,400,000 | $ 58,500,000 | |||
U.S. Sub-facility [Member] | ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 94,000,000 | |||||
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 |
Long-term Debt - U.S. Bank Debt
Long-term Debt - U.S. Bank Debt (Details) | Jul. 31, 2018USD ($) | Jun. 14, 2018USD ($) | Mar. 31, 2017 | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Mar. 31, 2018USD ($) | Feb. 16, 2018USD ($) | Dec. 31, 2017USD ($) | Feb. 01, 2017USD ($) | Sep. 19, 2016USD ($) | Jun. 30, 2015USD ($) |
Debt Instrument [Line Items] | |||||||||||||
Loss on extinguishment of debt | $ 0 | $ 0 | $ 0 | $ 4,640,000 | |||||||||
Term B Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 200,000,000 | ||||||||||||
Incremental debt commitments capacity | $ 75,000,000 | $ 75,000,000 | |||||||||||
Net leverage ratio | 3.50 | 3.50 | |||||||||||
Repayments of Debt | $ 177,000,000 | ||||||||||||
Loss on extinguishment of debt | 4,600,000 | ||||||||||||
Debt instrument, transactional fees | 2,400,000 | $ 2,400,000 | |||||||||||
Amortization of debt issuance costs | 600,000 | 400,000 | 1,400,000 | 1,200,000 | |||||||||
Term Loan, Aggregate Amount Outstanding | $ 193,100,000 | $ 193,100,000 | $ 149,600,000 | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 8.20% | 8.20% | 6.10% | ||||||||||
Unamortized Debt Issuance Costs and Discount | $ 8,100,000 | $ 8,100,000 | $ 6,100,000 | $ 4,900,000 | |||||||||
Long-term Debt, Fair Value, % of par value | 97.80% | 97.80% | 101.40% | ||||||||||
Incremental Term Loans [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 152,000,000 | ||||||||||||
Term B Loan Amendment [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, increase (decrease) in interest rate | 1.50% | ||||||||||||
Required periodic payments | $ 1,900,000 | ||||||||||||
Convertible Notes Payable [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 125,000,000 | ||||||||||||
Amortization of debt issuance costs | $ 130,000 | $ 130,000 | 400,000 | $ 350,000 | |||||||||
2018 Replacement Term Loan Amendment [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 385,000,000 | ||||||||||||
Debt Instrument, Breakage Fees | $ 5,500,000 | ||||||||||||
Debt Instrument, Transaction Fees | 800,000 | 5,700,000 | |||||||||||
Debt Instrument, Financing Costs | $ 0 | $ 5,100,000 | |||||||||||
2018 Term B Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Required periodic payments | $ 2,600,000 | ||||||||||||
Incremental debt commitments capacity | $ 50,000,000 | ||||||||||||
Percentage of excess cash flow required as a prepayment | 75.00% | ||||||||||||
2018 Term B Loan [Member] | Debt Instrument, Covenant One [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Ratio of Indebtedness to Net Capital | 7 | ||||||||||||
2018 Term B Loan [Member] | Debt Instrument, Covenant Two [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Ratio of Indebtedness to Net Capital | 6.50 | ||||||||||||
2018 Term B Loan [Member] | Debt Instrument, Covenant Three [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Ratio of Indebtedness to Net Capital | 5 | ||||||||||||
2018 Term B Loan [Member] | Debt Instrument, Covenant Four [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Ratio of Indebtedness to Net Capital | 4.75 | ||||||||||||
2018 Term B Loan [Member] | Debt Instrument, Covenant Five [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Ratio of Indebtedness to Net Capital | 4.50 | ||||||||||||
Base Rate [Member] | Term B Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||||||||
Base Rate [Member] | 2018 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 | 4.50% | ||||||||||||
Debt Instrument, Interest Rate Floor | 1.00% | ||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | 2018 Term B Loan [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 6.00% | ||||||||||||
Debt Instrument, Interest Rate Floor | 1.00% |
Long-term Debt - Non-U.S. Bank
Long-term Debt - Non-U.S. Bank Debt (Details) | Jul. 03, 2017USD ($)sub_facility | Sep. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 22, 2015USD ($) |
Australia Loans [Member] | ||||
Short-term Debt [Line Items] | ||||
Foreign Debt, Amount Outstanding | $ 5,900,000 | $ 6,600,000 | ||
Australian Loan [Member] | ||||
Short-term Debt [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 29,600,000 | |||
Debt Instrument, Working Capital Coverage Ratio Required, Minimum | 1.75 | |||
Debt Instrument, Covenant, Gearing Ratio, Maximum | 0.5 | |||
Revolving Credit Facility [Member] | ||||
Short-term Debt [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 99,000,000 | |||
Australian Loan, Facility A [Member] | ||||
Short-term Debt [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 18,700,000 | |||
Australian Loan, Facility B [Member] | ||||
Short-term Debt [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,800,000 | |||
Australian Loan, Facility B [Member] | Bank Bid Swap Bill Rate [Member] | ||||
Short-term Debt [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.90% | |||
If the net leverage ratio is less than 1.50 to 1.00 [Member] | Australian Loan [Member] | ||||
Short-term Debt [Line Items] | ||||
Ratio of Indebtedness to Net Capital | 1.50 | |||
If the net leverage ratio is less than 1.50 to 1.00 [Member] | Australian Loan, Facility A [Member] | Bank Bid Swap Bill Rate [Member] | ||||
Short-term Debt [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.10% | |||
If the net leverage ratio is less than 2.00 to 1.00 [Member] | Australian Loan [Member] | ||||
Short-term Debt [Line Items] | ||||
Ratio of Indebtedness to Net Capital | 2 | |||
If the net leverage ratio is less than 2.00 to 1.00 [Member] | Australian Loan, Facility A [Member] | Bank Bid Swap Bill Rate [Member] | ||||
Short-term Debt [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.20% | |||
If the net leverage ratio is less than 2.50 to 1.00 [Member] | Australian Loan [Member] | ||||
Short-term Debt [Line Items] | ||||
Ratio of Indebtedness to Net Capital | 2.50 | |||
If the net leverage ratio is less than 2.50 to 1.00 [Member] | Australian Loan, Facility A [Member] | Bank Bid Swap Bill Rate [Member] | ||||
Short-term Debt [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.30% | |||
During the period commencing on the date of the agreement and ending on the first anniversary of the date of the agreement [Member] | Australian Loan [Member] | ||||
Short-term Debt [Line Items] | ||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 2.50 | |||
Thereafter [Member] | Australian Loan [Member] | ||||
Short-term Debt [Line Items] | ||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 2 | |||
Austrailian Facilities [Member] | Revolving Credit Facility [Member] | ||||
Short-term Debt [Line Items] | ||||
Line of Credit Facility, Number of New Sub Facilities | sub_facility | 2 |
Derivative Instruments - Deriva
Derivative Instruments - Derivative Narrative (Details) € in Millions, $ in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018NZD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2018EUR (€) | Sep. 30, 2018AUD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2018EUR (€) | May 31, 2018EUR (€) | |
Foreign Exchange Contract | Cash Flow Hedging [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative, Notional Amount | $ 20,500,000 | |||||||||
Euro Currency Swaps [Member] | Cash Flow Hedging [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative, Notional Amount | $ 110,800,000 | |||||||||
Derivative Instruments in Hedges, Periodic Principle Payment | € | € 1.4 | |||||||||
Derivative Liability, Fixed Interest Rate | 5.40% | 5.40% | 5.40% | |||||||
Derivative Instruments in Hedges, Periodic Principle Receipt | $ 1,500,000 | |||||||||
Derivative Asset, Fixed Interest Rate | 7.20% | 7.20% | 7.20% | |||||||
NZD Currency Swap [Member] | Cash Flow Hedging [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative, Notional Amount | $ 3,900,000 | |||||||||
Derivative Instruments in Hedges, Periodic Principle Payment | $ 0.8 | |||||||||
Derivative Instruments in Hedges, Periodic Principle Receipt | $ 0.8 | |||||||||
Derivative Liability, Marginal Interest Rate | 0.31% | 0.31% | 0.31% | |||||||
Currency Swap | Designated as Hedging Instrument [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer | 12 months | 12 months | 12 months | 12 months | ||||||
Amount of gain (loss) expected to be reclassified from AOCI into Earnings | $ 1,600,000 | |||||||||
Intercompany Loan [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Related Party Transaction, Due from (to) Related Party | $ 10 | € 110 | ||||||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Contract | ||||||||||
Derivative [Line Items] | ||||||||||
Gain (Loss) on derivative | $ (100,000) | $ 0 | (100,000) | $ 100,000 | ||||||
Not Designated as Hedging Instrument [Member] | Currency Swap | ||||||||||
Derivative [Line Items] | ||||||||||
Gain (Loss) on derivative | 0 | $ (100,000) | ||||||||
Designated as Hedging Instrument [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer | 12 months | 12 months | 12 months | 12 months | ||||||
Designated as Hedging Instrument [Member] | Foreign Exchange Contract | ||||||||||
Derivative [Line Items] | ||||||||||
Amount of gain (loss) expected to be reclassified from AOCI into Earnings | $ 1,400,000 | |||||||||
Brink Group [Member] | Foreign Exchange Contract | Cash Flow Hedging [Member] | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative, Notional Amount | € | € 63.4 | |||||||||
Gain (Loss) on derivative | $ 0 | $ 1,200,000 |
Derivative Instruments - Design
Derivative Instruments - Designated as hedging, Financial Position (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Derivatives, Fair Value [Line Items] | ||
Total derivatives | $ (680) | $ (8,390) |
Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives | (980) | (8,500) |
Not Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Total derivatives | 300 | 110 |
Foreign Exchange Contract | Designated as Hedging Instrument [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 1,350 | 0 |
Foreign Exchange Contract | Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 0 | (670) |
Foreign Exchange Contract | Not Designated as Hedging Instrument [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 260 | 110 |
Foreign Exchange Contract | Not Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 0 | (90) |
Currency Swap | Designated as Hedging Instrument [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | (2,330) | 0 |
Currency Swap | Designated as Hedging Instrument [Member] | Other Noncurrent Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives | 0 | (7,830) |
Currency Swap | Not Designated as Hedging Instrument [Member] | Other Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | $ 40 | $ 90 |
Derivative Instruments - Desi_2
Derivative Instruments - Designated as hedging, Financial Performance (Details) - Designated as Hedging Instrument [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Foreign Exchange Contract [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain (Loss) Recognized in AOCI on Derivatives (Effective Portion, net of tax) | $ 1,340 | $ 1,340 | $ (660) | ||
Foreign Exchange Contract [Member] | Cost of Sales | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain (Loss) Reclassified from AOCI into Earnings | 580 | $ 620 | 790 | $ 880 | |
Currency Swap | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain (Loss) Recognized in AOCI on Derivatives (Effective Portion, net of tax) | 1,310 | 1,310 | $ 270 | ||
Currency Swap | Other Nonoperating Income (Expense) [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of Gain (Loss) Reclassified from AOCI into Earnings | $ 780 | $ (4,100) | $ 4,000 | $ (13,840) |
Derivative Instruments - Fair V
Derivative Instruments - Fair Value Measurements (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Foreign Exchange Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | $ 1,610 | |
Derivative Liability | $ (650) | |
Foreign Exchange Contract | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | |
Derivative Liability | 0 | |
Foreign Exchange Contract | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 1,610 | |
Derivative Liability | (650) | |
Foreign Exchange Contract | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | |
Derivative Liability | 0 | |
Currency Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | (2,290) | (7,740) |
Currency Swap | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Currency Swap | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | (2,290) | (7,740) |
Currency Swap | 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) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)segment | Sep. 30, 2017USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of Reportable Segments | segment | 3 | |||
Net sales | $ 227,840 | $ 240,120 | $ 677,990 | $ 696,990 |
Operating Profit (Loss) | (23,940) | 13,290 | (141,350) | 36,870 |
Horizon Americas | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 115,510 | 319,810 | 351,400 | |
Horizon Europe-Africa | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 78,520 | 256,420 | ||
Operating Segments [Member] | Horizon Americas | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 115,510 | 115,460 | ||
Operating Profit (Loss) | 7,270 | 10,930 | 4,730 | 38,840 |
Operating Segments [Member] | Horizon Europe-Africa | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 78,520 | 87,950 | 256,420 | 253,070 |
Operating Profit (Loss) | (31,370) | 2,680 | (132,150) | 5,950 |
Operating Segments [Member] | Horizon Europe-Africa | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 33,810 | 36,710 | 101,760 | 92,520 |
Operating Profit (Loss) | 5,960 | 5,880 | 15,020 | 13,240 |
Corporate, Non-Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating Profit (Loss) | $ (5,800) | $ (6,200) | $ (28,950) | $ (21,160) |
Equity Awards - Stock Options N
Equity Awards - Stock Options Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 0.1 | $ 0.9 | $ 1.5 | $ 2.5 |
Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Allocated Share-based Compensation Expense | $ 0.1 | $ 0.3 | ||
Horizon 2015 Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Shares Authorized | 4,350,000 | 4,350,000 |
Equity Awards - Stock Option Ac
Equity Awards - Stock Option Activity Table (Details) | 9 Months Ended |
Sep. 30, 2018USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Beginning balance (in shares) | shares | 338,349 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Canceled, forfeited (in shares) | shares | (225,676) |
Expired (in shares) | shares | 0 |
Ending balance (in shares) | shares | 112,673 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Beginning balance (in usd per share) | $ / shares | $ 10.38 |
Granted (in usd per share) | $ / shares | 0 |
Exercised (in usd per share) | $ / shares | 0 |
Canceled, forfeited (in usd per share) | $ / shares | 10.37 |
Expired (in usd per share) | $ / shares | 0 |
Ending balance (in usd per share) | $ / shares | $ 10.39 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures | |
Average Remaining Contractual Life (Years) | 6 years 7 months |
Aggregate Intrinsic Value | $ | $ 0 |
Equity Awards - Restricted Shar
Equity Awards - Restricted Shares Narrative (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)$ / sharesRateshares | Sep. 30, 2017USD ($)$ / sharesRate | Dec. 31, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation cost | $ | $ 2.4 | $ 2.4 | |||
Restricted Stock And Performance Stock Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 466,763 | 185,423 | |||
Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 466,763 | ||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 20 | ||||
Grant date fair value (in usd per share) | $ / shares | $ 7.47 | ||||
Weighted-average period for recognition of the unrecognized unvested restricted shares-based compensation expense | 1 year 12 months | ||||
Restricted shares-based compensation expense | $ | $ 0.1 | $ 0.9 | $ 1.5 | $ 2.5 | |
Market-based restricted shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Risk-free interest rate (as a percent) | Rate | 2.34% | 1.52% | |||
Expected stock volatility (as a percent) | Rate | 37.40% | 38.50% | |||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grant date fair value (in usd per share) | $ / shares | $ 7.08 | $ 18.41 | |||
Vest ratably on March 1, 2018, 2019 and 2020 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 5,680 | 22,449 | |||
Vest ratably on March 1, 2018, 2019, 2020, and 2021 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 43,799 | 50,416 | |||
Vest on March 1, 2020 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 101,204 | 72,865 | |||
Vest on July 1, 2018 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 145,003 | 33,426 | |||
Vest on July 1, 2019 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 43,416 | 6,267 | |||
Vest on May 8, 2019 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 17,575 | ||||
Vest on May 15, 2018 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 84,210 | ||||
Vest on May 15, 2020 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 11,404 | ||||
Vest on August 1, 2020 [Member] | Restricted Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Granted (in shares) | 14,472 | ||||
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 | Rate | 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 | Rate | 200.00% |
Equity Awards - Restricted Sh_2
Equity Awards - Restricted Shares Activity Table (Details) - Restricted Shares [Member] | 9 Months Ended |
Sep. 30, 2018$ / 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 | 582,611 |
Granted (in shares) | shares | 466,763 |
Vested (in shares) | shares | (210,882) |
Canceled, forfeited (in shares) | shares | (238,284) |
Ending balance (in shares) | shares | 600,208 |
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 | $ 13.51 |
Granted (in usd per share) | $ / shares | 7.47 |
Vested (in usd per share) | $ / shares | 12.19 |
Canceled, forfeited (in usd per share) | $ / shares | 11.41 |
Ending balance (in usd per share) | $ / shares | $ 10.11 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 01, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 |
Subsidiary, Sale of Stock [Line Items] | |||||
Net Income (Loss) Attributable to Parent | $ (32,760) | $ 6,890 | $ (157,200) | $ 17,290 | |
Weighted average shares outstanding, basic (in shares) | 25,101,847 | 24,948,410 | 25,028,072 | 24,728,643 | |
Dilutive effect of stock-based awards (in shares) | 0 | 430,842 | 0 | 426,157 | |
Weighted average shares outstanding, diluted (in shares) | 25,101,847 | 25,379,252 | 25,028,072 | 25,154,800 | |
Basic earnings per share (in usd per share) | $ (1.31) | $ 0.28 | $ (6.28) | $ 0.70 | |
Diluted earnings per share (in usd per share) | $ (1.31) | $ 0.27 | $ (6.28) | $ 0.69 | |
Public Stock Offering [Member] | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Sale of Stock, Number of Shares Issued in Transaction | 4,600,000 | ||||
Sale of Stock, Price Per Share | $ 18.50 | ||||
Sale of Stock, Consideration Received on Transaction | $ 79,900 | ||||
Over-Allotment Option [Member] | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Sale of Stock, Number of Shares Issued in Transaction | 600,000 |
Earnings per Share Schedule of
Earnings per Share Schedule of Antidilutive Securities (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 220,726 | 0 | 285,538 | 0 |
Exercise price of options (in usd per share) | $ 0 | $ 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 | 629,507 | 0 | 685,286 | 57,118 |
Convertible Notes Payable [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 5,005,000 | 5,005,000 | 5,005,000 | 4,418,333 |
Warrants [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 5,005,000 | 5,005,000 | 5,005,000 | 4,418,333 |
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) | $ 9.20 | $ 9.20 | ||
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) | $ 11.29 | $ 11.29 |
Shareholders' Equity - (Details
Shareholders' Equity - (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Apr. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Preferred stock, authorized shares (in shares) | 100,000,000 | 100,000,000 | 100,000,000 | |||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Preferred stock, outstanding shares (in shares) | 0 | 0 | 0 | |||||
Common Stock, authorized shares (in shares) | 400,000,000 | 400,000,000 | 400,000,000 | |||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Common Stock, issued shares (in shares) | 25,798,745 | 25,798,745 | 25,625,571 | |||||
Common Stock, outstanding shares (in shares) | 25,112,239 | 25,112,239 | 24,939,065 | |||||
Treasury stock, shares (in shares) | 686,506 | 686,506 | 686,506 | |||||
Treasury stock acquired, average price per share (in usd per share) | $ 14.55 | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Beginning balance | $ 15,080 | $ 87,850 | $ 140,400 | $ 140,400 | ||||
Total other comprehensive income (loss) | (40) | (6,090) | 4,690 | $ 940 | (1,440) | $ 15,690 | ||
Ending balance | (17,830) | 15,080 | 87,850 | (17,830) | ||||
Other Comprehensive Income (Loss), Tax [Abstract] | ||||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | (1,300) | 5,200 | ||||||
Other Comprehensive Income (Loss), Reclassification Adjustment on Derivatives Included in Net Income, Tax | 900 | 4,800 | ||||||
Derivative Instruments [Member] | ||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Adjusted beginning balance | (310) | (310) | ||||||
Beginning balance | (930) | |||||||
Net unrealized gains (losses) arising during the period | 6,850 | (7,950) | ||||||
Less: Net realized losses reclassified to net income | 3,890 | (8,120) | ||||||
Total other comprehensive income (loss) | 2,960 | 170 | ||||||
Ending balance | 2,650 | (760) | 2,650 | (760) | ||||
Foreign Currency Translation [Member] | ||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Adjusted beginning balance | 10,880 | 10,880 | ||||||
Beginning balance | (7,410) | |||||||
Net unrealized gains (losses) arising during the period | (4,330) | 15,500 | ||||||
Less: Net realized losses reclassified to net income | 0 | 0 | ||||||
Total other comprehensive income (loss) | (4,330) | 15,500 | ||||||
Ending balance | 6,550 | 8,090 | 6,550 | 8,090 | ||||
AOCI Attributable to Parent [Member] | ||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Adjusted beginning balance | 10,570 | 10,570 | ||||||
Beginning balance | 9,240 | 15,250 | 10,570 | 10,570 | (8,340) | |||
Net unrealized gains (losses) arising during the period | 2,520 | 7,550 | ||||||
Less: Net realized losses reclassified to net income | 3,890 | (8,120) | ||||||
Total other comprehensive income (loss) | (40) | (6,010) | 4,680 | (1,370) | 15,670 | |||
Ending balance | $ 9,200 | $ 9,240 | $ 15,250 | $ 7,330 | $ 9,200 | $ 7,330 | ||
Share Repurchase Program [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Number of shares authorized to be repurchased | 1,500,000 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Effective Income Tax Rate (as a percent) | 0.30% | (1.90%) | 7.30% | (25.70%) |