Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Feb. 22, 2019 | Jul. 01, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | SiteOne Landscape Supply, Inc. | ||
Entity Central Index Key | 1,650,729 | ||
Current Fiscal Year End Date | --12-30 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 30, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 40,955,333 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 3,349,942,676 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 17.3 | $ 16.7 |
Accounts receivable, net of allowance for doubtful accounts of $5.9 and $4.7 for 2018 and 2017, respectively | 285.3 | 219.9 |
Inventory, net | 411.7 | 338.3 |
Income tax receivable | 10 | 2.7 |
Prepaid expenses and other current assets | 41.1 | 24.3 |
Total current assets | 765.4 | 601.9 |
Property and equipment, net (Note 4) | 88.4 | 75.5 |
Goodwill (Note 5) | 148.4 | 106.5 |
Intangible assets, net (Note 5) | 155.6 | 112.8 |
Other assets | 10.7 | 14 |
Total assets | 1,168.5 | 910.7 |
Current liabilities: | ||
Accounts payable | 184.6 | 124.1 |
Current portion of capital leases (Note 6) | 5.2 | 4.9 |
Accrued compensation | 42.1 | 40.1 |
Long term debt, current portion (Note 8) | 4.5 | 3.5 |
Accrued liabilities | 46 | 33.2 |
Total current liabilities | 282.4 | 205.8 |
Other long-term liabilities | 14 | 16.8 |
Capital leases, less current portion (Note 6) | 9.5 | 6.8 |
Deferred tax liabilities (Note 1 and Note 9) | 7.1 | 8.4 |
Long term debt, less current portion (Note 1 and Note 8) | 553.7 | 460.1 |
Total liabilities | 866.7 | 697.9 |
Commitments and contingencies (Note 11) | ||
Stockholders’ equity (Note 1 and Note 12): | ||
Common stock, par value $0.01; 1,000,000,000 shares authorized; 40,910,992 and 39,977,181 shares issued, and 40,890,081 and 39,956,270 shares outstanding at December 30, 2018 and December 31, 2017, respectively | 0.4 | 0.4 |
Additional paid-in capital | 242.1 | 227.8 |
Retained earnings (accumulated deficit) | 60.1 | (15.1) |
Accumulated other comprehensive loss | (0.8) | (0.3) |
Total stockholders’ equity | 301.8 | 212.8 |
Total liabilities and stockholders’ equity | $ 1,168.5 | $ 910.7 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | Jan. 03, 2016 |
Statement of Financial Position [Abstract] | ||||
Allowance for doubtful accounts | $ 5.9 | $ 4.7 | $ 4.3 | $ 3.6 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | ||
Common stock, shares issued | 39,977,181 | 39,597,532 | ||
Common stock, shares outstanding | 39,956,270 | 39,576,621 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Income Statement [Abstract] | |||
Net sales | $ 2,112.3 | $ 1,861.7 | $ 1,648.2 |
Cost of goods sold | 1,434.2 | 1,266.2 | 1,132.5 |
Gross profit | 678.1 | 595.5 | 515.7 |
Selling, general and administrative expenses | 578.8 | 502.2 | 446.5 |
Other income | 8 | 4.5 | 4.8 |
Operating income | 107.3 | 97.8 | 74 |
Interest and other non-operating expenses | 32.1 | 25.2 | 22.1 |
Net income before taxes | 75.2 | 72.6 | 51.9 |
Income tax expense | 1.3 | 18 | 21.3 |
Net income | 73.9 | 54.6 | 30.6 |
Less: | |||
Redeemable convertible preferred stock dividends | 0 | 0 | 9.6 |
Special cash dividend paid to preferred stockholders | 0 | 0 | 112.4 |
Net income (loss) attributable to common shares | $ 73.9 | $ 54.6 | $ (91.4) |
Net income (loss) per common share: | |||
Basic (in dollars per share) | $ 1.83 | $ 1.37 | $ (3.01) |
Diluted (in dollars per share) | $ 1.73 | $ 1.29 | $ (3.01) |
Weighted average number of common shares outstanding: | |||
Basic (shares) | 40,488,196 | 39,754,595 | 30,316,087 |
Diluted (shares) | 42,633,309 | 42,193,432 | 30,316,087 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 73.9 | $ 54.6 | $ 30.6 |
Foreign currency translation adjustments | (0.8) | 0.5 | 0 |
Unrealized gain on interest rate swaps, net of taxes | 0.3 | 0.4 | 0 |
Comprehensive income | $ 73.4 | $ 55.5 | $ 30.6 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in-Capital | Retained Earnings (Accumulated Deficit) | Accumulated Other Comprehensive Income (Loss) |
Stockholders' equity attributable to parent, beginning balance at Jan. 03, 2016 | $ 87.8 | $ 0.1 | $ 113.1 | $ (24.2) | $ (1.2) |
Shares, beginning balance (in shares) at Jan. 03, 2016 | 14,250,100 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 30.6 | 30.6 | |||
Redeemable convertible preferred stock dividends | (13) | 0.8 | (13.8) | ||
Special cash dividend paid to preferred and common stockholders | (176) | (113.7) | (62.3) | ||
Issuance of common shares from conversion of redeemable convertible preferred stock (in shares) | 25,303,100 | ||||
Issuance of common shares from conversion of redeemable convertible preferred stock | 216.8 | $ 0.3 | 216.5 | ||
Issuance of common shares under stock based compensation plan (in shares) | 34,400 | ||||
Issuance of common shares under stock based compensation plan | 0.2 | 0.2 | |||
Excess tax benefits from stock based compensation | 0.3 | 0.3 | |||
Treasury stock (in shares) | (11,000) | ||||
Treasury stock | (0.1) | (0.1) | 0 | ||
Stock based compensation | 2.2 | 2.2 | |||
Stockholders' equity attributable to parent, ending balance at Jan. 01, 2017 | 148.8 | $ 0.4 | 219.3 | (69.7) | (1.2) |
Shares, ending balance (in shares) at Jan. 01, 2017 | 39,576,600 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 54.6 | 54.6 | |||
Issuance of common shares under stock based compensation plan (in shares) | 379,600 | ||||
Issuance of common shares under stock based compensation plan | 2.6 | 2.6 | |||
Stock based compensation | 5.9 | 5.9 | |||
Other comprehensive income (loss) | 0.9 | 0.9 | |||
Stockholders' equity attributable to parent, ending balance at Dec. 31, 2017 | 212.8 | $ 0.4 | 227.8 | (15.1) | (0.3) |
Shares, ending balance (in shares) at Dec. 31, 2017 | 39,956,200 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 73.9 | 73.9 | |||
Redeemable convertible preferred stock dividends | (6.4) | (6.4) | |||
Issuance of common shares under stock based compensation plan (in shares) | 933,900 | ||||
Stock based compensation | 7.9 | 7.9 | |||
Other comprehensive income (loss) | (0.5) | (0.5) | |||
Stockholders' equity attributable to parent, ending balance at Dec. 30, 2018 | $ 301.8 | $ 0.4 | $ 242.1 | $ 60.1 | $ (0.8) |
Shares, ending balance (in shares) at Dec. 30, 2018 | 40,890,100 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Cash Flows from Operating Activities: | |||
Net income | $ 73.9 | $ 54.6 | $ 30.6 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 21.5 | 17.6 | 14.2 |
Stock-based compensation | 7.9 | 5.9 | 4.7 |
Amortization of software and intangible assets | 30.8 | 25.5 | 22.8 |
Amortization of debt related costs | 3.1 | 3 | 2.5 |
Loss on extinguishment of debt | 0.7 | 0.1 | 1.7 |
(Gain) loss on sale of equipment | (0.4) | 0.6 | 0 |
Deferred income taxes | (7.1) | (16.5) | (9.9) |
Other | (0.6) | 0.1 | (0.3) |
Changes in operating assets and liabilities, net of the effects of acquisitions: | |||
Receivables | (43.4) | (40.5) | (18.7) |
Inventory | (38.5) | (31) | (0.6) |
Income tax receivable | (6) | (1) | 6.6 |
Prepaid expenses and other assets | (8.9) | (12.2) | 0.2 |
Accounts payable | 40.4 | 7.1 | 8.2 |
Accrued expenses and other liabilities | 4.7 | 3 | 10.9 |
Net Cash Provided By Operating Activities | 78.1 | 16.3 | 72.9 |
Cash Flows from Investing Activities: | |||
Purchases of property and equipment | (14.9) | (14.5) | (8.8) |
Purchases of intangible assets | (5) | (1.5) | 0 |
Acquisitions, net of cash acquired | (147.7) | (82.9) | (66.4) |
Proceeds from the sale of property and equipment | 3.5 | 0.3 | 0.3 |
Net Cash Used In Investing Activities | (164.1) | (98.6) | (74.9) |
Cash Flows from Financing Activities: | |||
Equity proceeds from common stock | 6.7 | 2.7 | 0.2 |
Purchase of treasury stock | 0 | 0 | (0.2) |
Special cash dividend | 0 | 0 | (176) |
Other dividends paid | 0 | 0 | (13) |
Borrowings under term loan | 447.4 | 649.5 | 570.9 |
Repayments under term loan | (350.3) | (598.3) | (336.2) |
Borrowings on asset-based credit facility | 406 | 386.4 | 355.5 |
Repayments on asset-based credit facility | (410) | (350.4) | (392.5) |
Payments of debt issue costs | (2.4) | (2.2) | (4.2) |
Payments on capital lease obligations | (6.2) | (5.1) | (4.2) |
Payments of acquisition related contingent obligations | (4) | 0 | 0 |
Other financing activities | (0.4) | (0.1) | (2.1) |
Net Cash Provided By (Used In) Financing Activities | 86.8 | 82.5 | (1.8) |
Effect of exchange rate on cash | (0.2) | 0.2 | 0 |
Net Change In Cash | 0.6 | 0.4 | (3.8) |
Cash and cash equivalents: | |||
Beginning | 16.7 | 16.3 | 20.1 |
Ending | 17.3 | 16.7 | 16.3 |
Supplemental Disclosures of Cash Flow Information: | |||
Cash paid during the year for interest | 26.2 | 23.9 | 16.5 |
Cash paid during the year for income taxes | 14.5 | 35.9 | 24.3 |
Supplemental Disclosures of Noncash Investing and Financing Information: | |||
Acquisition of property and equipment through capital leases | $ 7.4 | $ 5.8 | $ 4.3 |
Nature of Business and Signific
Nature of Business and Significant Accounting Policies | 12 Months Ended |
Dec. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Significant Accounting Policies | Nature of Business and Significant Accounting Policies Nature of business: SiteOne Landscape Supply, Inc. (hereinafter collectively with all its consolidated subsidiaries referred to as the “Company” or individually as “Holdings”) is a wholesale distributor of irrigation supplies, fertilizer and control products (e.g., herbicides), landscape accessories, nursery goods, hardscapes (including paving, natural stone and blocks), outdoor lighting, and ice melt products to green industry professionals. The Company also provides value-added consultative services to complement its product offering and to help customers operate and grow their businesses. Substantially all of the Company’s sales are to customers located in the United States of America (“U.S.”), with less than two percent of sales and total assets in Canada and other countries. As of December 30, 2018 , the Company had over 550 branches. Based on the nature of the Company’s products and customers’ business cycles, sales are significantly higher in the second and third quarters of each fiscal year. Common Stock Split On April 29, 2016, the Company filed a Certificate of Amendment to amend and restate the Company’s Certificate of Incorporation in the State of Delaware, effecting an 11.6181 for 1 common stock split. Each stockholder’s percentage ownership and proportional voting power remained unchanged as a result of the stock split. All applicable share data, per share amounts and related information in the consolidated financial statements and notes thereto have been adjusted retroactively to give effect to the 11.6181 for 1 common stock split. Refinancing and Amendments of Term Loan and Special Cash Dividend On April 29, 2016, the Company refinanced the existing term loan facility (the “Prior Term Loan Facility”) with an amended and restated $275.0 million term loan facility maturing in April 2022 (the “Term Loan Facility”). On April 29, 2016, the proceeds from the Term Loan Facility were used to repay all $60.3 million of borrowings outstanding under the Prior Term Loan Facility, to repay $29.9 million of borrowings outstanding under the senior asset-based credit facility (the “ABL Facility”), and to pay fees and expenses associated with the refinancing transaction. On May 2, 2016, a one-time special cash dividend of $176.0 million was paid to existing holders of the Company’s common stock and cumulative convertible participating redeemable preferred stock (“Redeemable Convertible Preferred Stock”) as of April 29, 2016 out of the proceeds from the Refinancing of the Term Loan Facility. Of the $176.0 million paid to stockholders, $112.4 million was paid to holders of the Redeemable Convertible Preferred Stock in accordance with their right to participate in all distributions to common stockholders on an as-converted basis. The Redeemable Convertible Preferred Stock converted to common stock in accordance with its terms on May 16, 2016 resulting in the issuance by the Company of an additional 25,303,164 shares of its common stock which common shares are included in the weighted average common shares outstanding from that date forward. Prior to May 16, 2016, the Company’s earnings (loss) per share calculation reflected the impact of the Redeemable Convertible Preferred Stock. Since the special cash dividend was paid prior to conversion of the Redeemable Convertible Preferred Stock, the $112.4 million is reported as a reduction of net income attributable to common shares for the year ended January 1, 2017. In conjunction with the payment of the special cash dividend, the Company reduced the exercise price of certain outstanding options and made a cash payment of $2.8 million to certain holders of options to offset the dilutive impact of the special cash dividend. On November 23, 2016, the Company amended the Term Loan Facility to, among other things, (i) add an additional credit facility under the Term Loan Facility consisting of additional term loans (the “Tranche B Term Loans”) in an aggregate principal amount of $273.6 million and (ii) increase the aggregate principal amount of Tranche B Term Loans under the Term Loan Facility to $298.6 million pursuant to an increase supplement. Proceeds of the Tranche B Term Loans were used to, among other things, (i) repay in full the term loans outstanding under the Term Loan Facility immediately prior to effectiveness of the Term Loan Facility Amendments (the “Existing Term Loans”) and (ii) repay $21.0 million of borrowings outstanding under the ABL Facility. On May 24, 2017, the Company amended the Term Loan Facility (the “Second Amendment”) to, among other things, add an additional credit facility under the Term Loan Facility consisting of additional term loans (the “Tranche C Term Loans”) in an aggregate principal amount of $299.5 million . Proceeds of the Tranche C Term Loans were used to, among other things, repay in full the Tranche B Term Loans outstanding under the Term Loan Facility immediately prior to effectiveness of the Second Amendment and pay fees and expenses associated with the transaction. On December 12, 2017, the Company amended the Term Loan Facility (the “Third Amendment”) to, among other things, (i) add an additional credit facility under the Term Loan Facility consisting of additional term loans (the “Tranche D Term Loans”) in an aggregate principal amount of $298.0 million and (ii) increase the aggregate principal amount of Tranche D Term Loans under the Term Loan Facility to $350.0 million . Proceeds of the Tranche D Term Loans were used to, among other things, (i) repay in full the Tranche C Term Loans and (ii) repay approximately $50.7 million of borrowings outstanding under the ABL Facility. On August 14, 2018, the Company amended the Term Loan Facility (the “Fourth Amendment”) to, among other things, (i) add an additional credit facility under the Term Loan Facility consisting of additional term loans (the “Tranche E Term Loans”) in an aggregate principal amount of $347.4 million and (ii) increase the aggregate principal amount of Tranche E Term Loans under the Term Loan Facility to $447.4 million . Proceeds of the Tranche E Term Loans were used to, among other things, (i) repay in full the Tranche D Term Loans and (ii) repay approximately $96.8 million of borrowings outstanding under the ABL Facility. Initial Public Offering On May 11, 2016, the Company’s registration statement on Form S-1 (Registration No. 333-206444) relating to an initial public offering (“IPO”) of its common stock was declared effective by the U.S. Securities and Exchange Commission (“SEC”). On May 17, 2016, the Company completed the IPO at a price to the public of $21.00 per share. In connection with the IPO, certain of the Company’s stockholders sold an aggregate of 10,000,000 shares of common stock. The underwriters also exercised their option to purchase an additional 1,500,000 shares of common stock, at the public offering price less the underwriting discounts and commissions. The selling stockholders received all of the net proceeds and bore all commissions and discounts from the sale of the Company’s common stock. The Company did not receive any proceeds from the IPO. Secondary Offerings On November 29, 2016, the Company’s registration statement on Form S-1 (Registration No. 333-214628) relating to a secondary offering (the “Secondary Offering”) of its common stock was declared effective by the SEC. On December 5, 2016, the Company completed the Secondary Offering at a price to the public of $33.00 per share. In connection with the Secondary Offering, certain of the Company’s stockholders sold an aggregate of 9,000,000 shares of common stock. The underwriters also exercised their option to purchase an additional 1,350,000 shares of common stock at the public offering price less the underwriting discounts and commissions. The selling stockholders received all of the net proceeds and bore all commissions and discounts from the sale of the Company’s common stock. The Company did not receive any proceeds from this secondary offering. On April 25, 2017, the Company’s registration statement on Form S-1 (Registration No. 333-217327) relating to a secondary offering of its common stock was declared effective by the SEC. On May 1, 2017, the Company completed this secondary offering at a price to the public of $47.50 per share. In connection with this secondary offering, certain of the Company’s stockholders sold an aggregate of 10,000,000 shares of common stock. The underwriters also exercised their option to purchase an additional 1,500,000 shares of common stock from the selling stockholders at the public offering price less the underwriting discounts and commissions. The selling stockholders received all of the net proceeds and bore all commissions and discounts from the sale of the Company’s common stock. The Company did not receive any proceeds from this secondary offering. On July 20, 2017, the Company’s shelf registration statement on Form S-3 (Registration No. 333-219370) became effective, registering the offering and sale from time to time, by certain selling stockholders, of 5,437,502 shares of the Company’s common stock. On July 26, 2017, the selling stockholders completed a secondary offering of all such shares at a price to the underwriter of $51.63 per share. The selling stockholders received all of the net proceeds and bore all commissions and discounts from the sale of the Company’s common stock. The Company did not receive any proceeds from this secondary offering. Basis of Financial Statement Presentation Holdings indirectly owns 100% of the membership interest in SiteOne Landscape Supply Holding, LLC (referred to herein as “Landscape Holding”). Landscape Holding is parent and sole owner of SiteOne Landscape Supply, LLC (referred to herein as “Landscape”). Prior to the transaction described below, Deere & Company (“Deere”) was the sole owner of SiteOne Landscape Supply Holding, LLC. On December 23, 2013 (the “Closing Date”), the Company acquired 100% of the ownership interest in Landscape Holding from Deere in exchange for common shares of the Company initially representing 40% of the outstanding capital stock (on an as-converted basis) plus cash consideration of approximately $314 million , net of pre-closing and post-closing adjustments. In order to facilitate the transaction, the Company issued Redeemable Convertible Preferred Stock to Clayton, Dubilier & Rice, LLC (“CD&R”) for total consideration of $174 million initially representing 60% of the outstanding capital stock (on an as-converted basis). As part of the same transaction, Landscape Holding also acquired from Deere the affiliated company LESCO, Inc. (“LESCO”). The Company continues to be the sole owner of Landscape Holding. The aforementioned transactions described in this paragraph are referred to herein as the “CD&R Acquisition”. Following consummation of the secondary offering on July 26, 2017, CD&R and Deere no longer have an ownership interest in the Company. The Company’s chief operating decision maker (“CODM”) manages the business as a single reportable segment. Within the organizational framework, the same operational resources support multiple geographical regions and performance is evaluated primarily by the CODM at a consolidated level. The CODM also evaluates regional performance based on financial and operational measures and receives discrete financial information on a regional basis. Since all of the Company’s regions have similar operations and share similar economic characteristics, the Company aggregates regions into a single operating and reportable segment. These similarities include 1) long-term financial performance, 2) the nature of products and services, 3) the types of customers the Company sells to and 4) the distribution methods used. Further, all of the Company’s product categories have similar supply chain processes, classes of customers and economic characteristics. The accompanying audited consolidated financial statements of the Company included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The Consolidated Statements of Operations, Comprehensive income (loss), Equity and Cash Flows for the Company are presented for the fiscal years ended December 30, 2018 , December 31, 2017 and January 1, 2017 . The consolidated financial statements for the Company include the assets and liabilities used in operating the Company’s business, including entities in which the Company owns or controls more than 50% of the voting shares. All of the Company’s subsidiaries are wholly owned. All intercompany balances and transactions have been eliminated in consolidation. Significant accounting policies: Use of estimates in the preparation of financial statements : The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Fiscal year : The Company’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to December 31. The years ended December 30, 2018 , December 31, 2017 and January 1, 2017 each included 52 weeks. Cash and cash equivalents : Cash and cash equivalents include primarily cash on deposit with banks which, at times, may exceed federally insured limits. The Company has not experienced any losses in these accounts. Cash and cash equivalents also include unsettled credit card transactions. Accounts receivable : The Company carries accounts receivable at the original invoice amount less any charge-offs and the allowance for credit losses and doubtful accounts. Allowances for credit losses and doubtful accounts are maintained in amounts considered to be appropriate in relation to the receivables outstanding based on collection experience, economic conditions and credit risk quality. Receivables are written-off to the allowance when an account is considered uncollectible. Activity in the allowance for doubtful accounts for the periods was as follows (in millions): For the year For the year For the year Beginning balance $ 4.7 $ 4.3 $ 3.6 Provision (reduction) for allowance 2.9 2.0 1.1 Write-offs, net of recoveries (1.7 ) (1.6 ) (0.4 ) Ending balance $ 5.9 $ 4.7 $ 4.3 Inventory : The majority of the Company’s inventories are valued at the lower of cost or net realizable value, with cost determined by the first-in, first-out (“FIFO”) method. Inventory is primarily considered to be finished goods. The Company establishes a reserve for excess, slow-moving, and obsolete inventory that is equal to the difference between the cost and estimated net realizable value for that inventory. These reserves are based on a review of planned and historical sales. The reserve for obsolete and excess inventory was approximately $6.8 million and $5.1 million as of December 30, 2018 and December 31, 2017 , respectively. Property and equipment, net : Property and equipment is stated at cost less accumulated depreciation. Depreciation is computed on property and equipment using the straight-line method over the estimated useful lives of the assets, as noted below. Leasehold improvements are depreciated over the lesser of their estimated useful lives or the remaining lease terms. Depreciation on property and equipment under capital lease is included in depreciation expense. Expenditures for replacement or major renewals of significant items are capitalized. Expenditures for maintenance, repairs and minor renewals are generally charged to expense as incurred. Asset Class Estimated Useful Life Buildings and improvements 20 years Branch equipment 2 to 12 years Furniture and fixtures 2 to 12 years Auto and truck 2 to 6 years Tooling 7 years Leasehold improvements Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. Acquisitions : When the Company acquires a controlling financial interest in an entity or group of assets that are determined to meet the definition of a business, the acquisition method described in ASC Topic 805, Business Combinations, is applied. The Company allocates the purchase consideration paid to acquire the business to the assets and liabilities acquired based on estimated fair values at the acquisition date, with the excess of purchase price over the estimated fair value of the net assets acquired recorded as goodwill. If during the measurement period (a period not to exceed 12 months from the acquisition date) the Company receives additional information that existed as of the acquisition date but at the time of the original allocation described above was unknown, the Company makes the appropriate adjustments to the purchase price allocation in the reporting period in which the adjustments are identified. Goodwill impairment : Goodwill represents the acquired fair value of a business in excess of the fair values of tangible and identified intangible assets acquired and liabilities assumed. The Company tests goodwill on an annual basis as of July fiscal month end and additionally if an event occurs or circumstances change that would indicate the carrying amount may be impaired. Examples of such indicators include a significant change in the business climate, unexpected competition, loss of key personnel or a decline in the Company’s market capitalization below the Company’s net book value. The Company performs impairment assessments at the reporting unit level, which is defined as an operating segment or one level below an operating segment, also known as a component. With the issuance of Accounting Standards Update 2017-04 Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”) in January 2017, the impairment test is now a single-step process. The process requires the Company to estimate and compare the fair value of a reporting unit to its carrying amount, including goodwill. If the fair value exceeds the carrying amount, the goodwill is not considered impaired. To the extent a reporting unit’s carrying amount exceeds its fair value, the reporting unit’s goodwill is deemed impaired, and an impairment charge is recognized based on the excess of a reporting unit’s carrying amount over its fair value . The Company adopted ASU 2017-04 in July 2017 with its annual goodwill impairment test. No impairment of goodwill has occurred during the periods presented. See Note 5 for a more detailed description of goodwill. Intangible assets, net : Intangible assets include customer relationships, and trademarks and other intangibles, acquired through acquisitions. Intangibles assets with finite useful lives are amortized on an accelerated method or a straight-line of amortization over their estimated useful lives. An accelerated amortization method reflecting the pattern in which the asset will be consumed is utilized if that pattern can be reliably determined. If that pattern cannot be reliably determined, a straight-line amortization method is used. The Company considers the period of expected cash flows and underlying data used to measure the fair value of the intangible assets when selecting a useful life. The majority of customer relationships are amortized on an accelerated method. Refer to Note 5 for a more detailed description of intangible asset amortization. Impairment of long-lived assets : Long-lived assets, primarily property and equipment, finite-lived intangible assets and long-term contracts included in other assets, are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of an asset group may not be recoverable. The recoverability of an asset group is measured by a comparison of the carrying amount of the asset group to its future undiscounted cash flows. If the recoverability test indicates the asset group balances are not recoverable, the Company would recognize an impairment charge to reduce the long-lived asset balances based on the fair value of the asset group. The amount of such impairment would be charged to operations in the current period. There were no impairment charges recognized during the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 . Fair value measurement : Fair value is defined as an exit price, representing an amount that would be received to sell an asset or the amount paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The inputs used to measure fair value are prioritized into the following three-tiered value hierarchy: • Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active or inputs, other than quoted prices in active markets, which are observable either directly or indirectly. • Level 3: Unobservable inputs for which there is little or no market data. The hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The classification of fair value measurement within the hierarchy is based upon the lowest level of input that is significant to the measurement. The Company’s financial instruments consist of cash and cash equivalents, accounts receivables, and long-term debt. The variable interest rate on the long-term debt is reflective of current market borrowing rates. As such, the Company has determined that the carrying value of these financial instruments approximates fair value. Interest Rate Swaps: The Company utilizes interest rate swap contracts to reduce its exposure to fluctuations in variable interest rates for future interest payments on its syndicated senior Term Loan Facility. For determining the fair value of the interest rate swap contracts, the Company uses significant observable market data or assumptions (Level 2 inputs) that market participants would use in pricing similar assets or liabilities, including assumptions about counterparty risk. The fair value estimates reflect an income approach based on the terms of the interest rate swap contracts and inputs corroborated by observable market data including interest rate curves. The Company has designated these swaps as cash flow hedges, for which the Company records the effective portions of changes in the fair value, net of tax, in other comprehensive income (loss). To the extent the interest rate swaps are determined to be ineffective, the Company recognizes the changes in the estimated fair value of the swaps in earnings. Revenue recognition : The Company recognizes revenue when control over a product or service is transferred to a customer. This transfer occurs primarily when goods are picked up by a customer at the branch or when goods are delivered to a customer location. Revenue is measured at the transaction price, which is based on the amount of consideration the Company expects to receive in exchange for transferring the promised goods or services to the customer. The transaction price will include estimates of variable consideration, such as returns and provisions for doubtful accounts and sales incentives, to the extent it is probable that a significant reversal of revenue recognized will not occur. In all cases, when a sale is recorded by the Company, no significant uncertainty exists surrounding the purchaser’s obligation to pay. Net sales include billings for freight and handling charges and commissions on the sale of control products that we sell as an agent. Net sales are presented net of any discounts, returns, customer rebates and sales or other revenue-based tax. Provisions for returns are estimated and accrued at the time a sale is recognized. The Company also has entered into agency agreements with certain of its suppliers whereby the Company operates as a sales agent of those suppliers. The suppliers retain title to their merchandise until it is sold by the Company and determine the prices at which the Company can sell their merchandise. The Company recognizes these agency sales on a net basis and records only the product margin as commission revenue within Net sales. Sales incentives : The Company offers certain customers rebates which are accrued based on sales volumes. In addition, the Company offers a points-based reward program which allows enrolled customers to earn loyalty rewards on purchases to be used on future purchases, to pay for annual customer trips hosted by the Company, or to obtain gift cards to other third party retailers. The Company often receives cash payments from customers in advance of the Company’s performance of the customer loyalty reward program resulting in contract liabilities. These contract liabilities are classified as current in the Company’s Consolidated Balance Sheets. Contract liabilities are reported on the Company’s Consolidated Balance Sheets on a contract-by-contract basis. Sales taxes : The Company collects and remits taxes assessed by different governmental authorities that are both imposed on and concurrent with revenue producing transactions between the Company and its customers. These taxes may include sales, use, value-added and some excise taxes. The Company reports the collection of these taxes on a net basis (excluded from sales). Cost of goods sold : Cost of goods sold includes all inventory costs, such as purchase price from suppliers, net of any rebates received, as well as inbound freight and handling, and other costs associated with the inventory and is exclusive of the costs to deliver the products to customers. Shipping and handling costs : Shipping and handling costs associated with inbound freight are included in Cost of goods sold. Warranty reserves: Provisions for estimated warranty costs for the return of nursery product are provided for in the same period the related sales are recorded. The Company offers product warranties on selected nursery items. The warranty reserve is based on historical and current trends. The warranty reserve included in Accrued liabilities was approximately $0.5 million and $0.5 million as of December 30, 2018 and December 31, 2017 , respectively. Leases: The Company leases the majority of its facilities and enters into various other operating lease agreements in conducting its business. At the inception of each lease, the Company evaluates the lease agreement to determine whether the lease is an operating or capital lease. Operating lease expenses are recognized in the statements of operations on a straight-line basis over the term of the related lease. Some of the Company’s lease agreements may contain renewal options, tenant improvement allowances, rent holidays or rent escalation clauses. When such items are included in a lease agreement, the Company records a deferred rent asset or liability on the consolidated balance sheets equal to the difference between the rent expense and cash rent payments. The cost of property and equipment acquired under capital lease arrangements represents the lesser of the present value of the minimum lease payments or the fair value of the leased asset as of the inception of the lease. Advertising costs : Advertising costs are charged to expense as incurred and were approximately $3.1 million , $2.1 million , and $0.9 million , during the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. Stock-based compensation : The Company applies the fair value method to recognize compensation expense for stock-based awards. Using this method, the estimated grant-date fair value of the award is recognized on a straight-line basis over the requisite service period based on the portion of the award that is expected to vest. Stock-based compensation expense for restricted stock units is measured based on the fair value of the Company’s common stock on the grant date. The Company utilizes the Black-Scholes option pricing model to estimate the grant-date fair value of option awards. The exercise price of option awards is set to equal the estimated fair value of the common stock at the date of the grant. The following weighted-average assumptions are also used to calculate the estimated fair value of option awards: • Expected volatility: The expected volatility of the Company’s shares is estimated using the historical stock price volatility over the most recent period commensurate with the estimated expected term of the awards. • Expected term: For employee stock option awards, the Company determines the weighted average expected term equal to the weighted period between the vesting period and the contract life of all outstanding options. • Dividend yield: The Company has not paid dividends and does not anticipate paying a cash dividend in the foreseeable future and, accordingly, uses an expected dividend yield of zero . • Risk-free interest rate: The Company bases the risk-free interest rate on the implied yield available on a U.S. Treasury note with a term equal to the estimated expected term of the awards. Refer to Note 7 for further details regarding stock-based compensation. Other income : Other income consists primarily of financing charges, net gain/loss on sale of assets, and the fair value adjustments of acquisition related contingent obligations. Income taxes : The Company files a consolidated federal income tax return and files both combined or unitary state income tax returns as well as separate state income tax returns in certain jurisdictions. Deferred taxes are provided on an asset and liability method in which deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Realization of deferred tax assets is dependent upon sufficient future taxable income. The Company’s operations involve dealing with uncertainties and judgments in the application of complex tax regulations in a multitude of jurisdictions. The Company reports a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return based on its estimate of whether, and the extent to which, additional taxes will be due. The Company recognizes interest, if any, related to unrecognized tax benefits within Interest and other non-operating expenses, and recognizes penalties in Selling, general and administrative expenses. In December 2017, the Tax Cuts and Jobs Act (the “2017 Tax Act”) was enacted. The 2017 Tax Act included a number of changes to existing U.S. tax laws that impacted the Company, most notably a reduction of the U.S. corporate income tax rate from 35% to 21%, effective as of January 1, 2018. The 2017 Tax Act also provided for a one-time transition tax on certain foreign earnings that were previously deferred, immediate expensing for certain assets placed into service after September 27, 2017, a Global intangible low-taxed income (“GILTI”) provision which required U.S. income inclusion of foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets, and a limitation on U.S. interest deductibility based on 30% of adjusted taxable income. In fiscal 2017 and the nine months ended September 30, 2018, the Company recorded provisional amounts for the income tax effects of the 2017 Tax Act in accordance with Staff Accounting Bulletin No. 118 (“SAB 118”), which provides SEC staff guidance for the application of ASC Topic 740, Income Taxes , in the reporting period in which the 2017 Tax Act was signed into law. The Company recorded provisional amounts because the Company had not yet completed its accounting for the effects of the 2017 Tax Act. In December 2018, the Company recorded adjustments to the accounting effects of the 2017 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Dec. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The following table presents Net sales disaggregated by product category: For the year January 1, 2018 to December 30, 2018 For the year January 2, 2017 to December 31, 2017 For the year January 4, 2016 to January 1, 2017 Landscaping products (a) $ 1,468.4 $ 1,265.4 $ 1,080.3 Agronomic and other products (b) 643.9 596.3 567.9 $ 2,112.3 $ 1,861.7 $ 1,648.2 ______________ (a) Landscaping products include irrigation, nursery, hardscapes, outdoor lighting and landscape accessories. (b) Agronomic and other products include fertilizer, control products, ice melt, equipment and other products. Remaining Performance Obligations Remaining performance obligations related to ASC 606 represent the aggregate transaction price allocated to performance obligations with an original contract term greater than one year which are fully or partially unsatisfied at the end of the period. Remaining performance obligations include the outstanding points balance related to the customer loyalty reward program. The program allows enrolled customers to earn loyalty rewards on purchases to be used on future purchases, to pay for annual customer trips hosted by the Company, or to obtain gift cards to other third party retailers. As of December 30, 2018 , the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $7.4 million . The Company expects to recognize revenue on the remaining performance obligations over the next 12 months. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, deferred revenue and billings in excess of revenue recognized in the Company’s Consolidated Balance Sheets. Contract liabilities As of December 30, 2018 and at the date of adoption of ASC 606, contract liabilities were $7.4 million and $7.3 million , respectively, and are included within accrued liabilities in the accompanying Consolidated Balance Sheets. The increase in the contract liability balance during the year ended December 30, 2018 is primarily a result of cash payments received in advance of satisfying performance obligations, offset by $6.7 million of revenue recognized during the period. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions From time to time the Company enters into strategic acquisitions in an effort to better service existing customers and to attract new customers. The Company made various acquisitions during the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 . The following acquisitions had an aggregate purchase price of approximately $148.9 million , $83.1 million $67.9 million , and deferred contingent consideration of approximately $5.7 million , $5.0 million and $0.0 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. The aggregate assets acquired were approximately $142.2 million , $67.6 million and $67.4 million , aggregate liabilities assumed were approximately $29.3 million , $15.4 million and $21.9 million , and excess purchase price attributed to goodwill acquired were approximately $41.7 million , $35.9 million and $22.4 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. The Company has completed the acquisition accounting for each acquisition made during the 2017 Fiscal Year and the acquisition of Pete Rose in January 2018. The Company recorded the preliminary acquisition accounting for the remaining acquisitions completed during the 2018 Fiscal Year at their estimated fair values as of the respective acquisition dates. • In December 2018, the Company acquired the assets and assumed the liabilities of All Around Landscape Supply and Santa Ynez Stone & Topsoil (“All Around”). With four locations in Santa Barbara County, California, All Around is a market leader in the distribution of irrigation, hardscapes, and landscape supplies to landscape professionals. • In October 2018, the Company acquired the assets and assumed the liabilities of C&C Sand and Stone (“C&C”). With four locations in Colorado, C&C is a market leader in the distribution of hardscapes and landscape supplies to landscape professionals. • In July 2018, the Company acquired the assets and assumed the liabilities of Central Pump & Supply, Inc. d/b/a CentralPro (“CentralPro”). With 11 locations throughout Central Florida, CentralPro is a market leader in the distribution of irrigation, lighting, and drainage products to landscape professionals. • In July 2018, the Company acquired the assets and assumed the liabilities of Stone Center LC (“Stone Center”). With one location in Manassas, Virginia, Stone Center is a market leader in the distribution of hardscapes and landscape supplies to landscape professionals. • In July 2018, the Company acquired the outstanding stock of Koppco, Inc. and Kirkwood Material Supply, Inc. (collectively “Kirkwood”). With eight locations in the St. Louis, Missouri metropolitan area, Kirkwood is a market leader in the distribution of hardscapes and nursery supplies to landscape professionals. • In July 2018, the Company acquired the outstanding stock of LandscapeXpress, Inc. (“Landscape Express”). With four locations in the Boston, Massachusetts metropolitan area, Landscape Express is a market leader in the distribution of hardscapes and landscape supplies to landscape professionals. • In June 2018, the Company acquired the assets and assumed the liabilities of Southwood Valley Turf II, Ltd, d/b/a All American Stone and Turf (“All American”). With one location in College Station, Texas, All American is a market leader in the distribution of hardscapes and landscape supplies to landscape professionals in East Texas. • In June 2018, the Company acquired the outstanding stock of Auto-Rain Supply Inc. (“Auto-Rain”). With five locations in Washington and Idaho, Auto-Rain is a market leader in the distribution of irrigation and related products to landscape professionals. • In May 2018, the Company acquired the assets and assumed the liabilities of Landscaper’s Choice Wholesale Nursery and Supply (“Landscaper’s Choice”). With two locations in Naples and Bonita Springs, Florida, Landscaper’s Choice is a market leader in wholesale nursery distribution. • In April 2018, the Company acquired the assets and assumed the liabilities of Northwest Marble & Terrazzo Co. (“Terrazzo”). With two locations in Bellevue and Marysville, Washington, Terrazzo is a market leader in the distribution of natural stone and hardscapes material to landscape professionals. • In March 2018, the Company acquired the assets and assumed the liabilities of the distribution locations of Village Nurseries Landscape Centers (“Village”). With three locations in Orange, Huntington Beach and Sacramento, California, Village is a market leader in wholesale nursery distribution. • In February 2018, the Company acquired the outstanding stock of Atlantic Irrigation Specialties, Inc. and the limited liability company interests of Atlantic Irrigation South, LLC (collectively, “Atlantic”). With 33 locations in 12 states within the Eastern U.S. and two provinces in Eastern Canada, Atlantic is a market leader in the distribution of irrigation, lighting, drainage, and landscaping equipment to green industry professionals. • In January 2018, the Company acquired the assets and assumed the liabilities of Pete Rose, Inc. (“Pete Rose”). With one location in Richmond, Virginia, Pete Rose is a market leader in the distribution of natural stone and hardscapes material to landscape professionals. • In October 2017, the Company acquired the assets and assumed the liabilities of Harmony Gardens, Inc. (“Harmony Gardens”). With two locations in the metro Denver and Fort Collins, Colorado areas, Harmony Gardens is a leading wholesale nursery distributor in the state. • In September 2017, the Company acquired the assets and assumed the liabilities of Marshall Stone, Inc. and Davis Supply, LLC (collectively, “Marshall Stone”). With two locations in Greensboro, North Carolina and Roanoke, Virginia, Marshall Stone is a market leader in the distribution of natural stone and hardscape materials to landscape professionals. • In August 2017, the Company acquired the assets and assumed the liabilities of Bondaze Enterprises, Inc., a California corporation doing business as South Coast Supply (“South Coast Supply”). With two locations in Orange County, California, South Coast Supply is a market leader in the distribution of hardscape, natural stone and related products to landscape professionals. • In May 2017, the Company acquired the assets and assumed the liabilities of Evergreen Partners of Raleigh, LLC, Evergreen Partners of Myrtle Beach, LLC, and Evergreen Logistics, LLC (collectively, “Evergreen”). With two locations in Raleigh, North Carolina and Myrtle Beach, South Carolina, Evergreen is a market leader in the distribution of nursery supplies to landscape professionals. • In March 2017, the Company acquired the assets and assumed the liabilities of Angelo’s Supplies, Inc. and Angelo’s Wholesale Supplies, Inc. (collectively, “Angelo’s”) with two locations in Wixom and Farmington Hills, Michigan, both suburbs of Detroit. Angelo’s is a hardscape and landscape supply distributor, and has been a market leader since 1984. • In March 2017, the Company acquired all of the outstanding stock of American Builders Supply, Inc. and MasonryClub, Inc. and subsidiary (collectively, “AB Supply”) with 10 locations in the greater Los Angeles, California area and two locations in Las Vegas, Nevada. AB Supply is a market leader in the distribution of hardscape, natural stone and related products to landscape professionals. • In February 2017, the Company acquired the assets and assumed the liabilities of Stone Forest Materials, LLC (“Stone Forest”) with one location in Kennesaw, Georgia. Stone Forest is a market leader in the distribution of hardscape products to landscape professionals. • In January 2017, the Company acquired the assets and assumed the liabilities of Aspen Valley Landscape Supply, Inc. (“Aspen Valley”) with three locations. Headquartered in Homer Glen, Illinois, Aspen Valley is a market leader in the distribution of hardscapes and landscape supplies in the Chicago Metropolitan Area. • In December, 2016, the Company acquired the assets and assumed the liabilities of East Haven Landscape Products (“East Haven”). With one location in East Haven, Connecticut, East Haven is a leader in the distribution of nursery, hardscapes, and landscape supplies in that area. • In November 2016, the Company acquired the assets and assumed the liabilities of the landscape distribution businesses of Loma Vista Nursery, Inc., a leader in the distribution of nursery and hardscape products to landscape professionals with two locations serving customers in Missouri and Kansas. • In September 2016, the Company acquired the assets and assumed the liabilities of Glen Allen Nursery & Garden Center, Inc. (“Glen Allen”). With one location in Richmond, Virginia, Glen Allen is a leader in the distribution of nursery products to landscape professionals. • In August 2016, the Company acquired the assets and assumed the liabilities of Bissett Nursery Corp. and acquired all of the outstanding stock of Bissett Equipment Corp. (collectively, “Bissett”). Headquartered in Holtsville, New York, Bissett is a leader in the distribution of nursery, hardscapes, landscape supplies as well as equipment sales, rental and repairs to landscape professionals with three locations serving customers throughout the New York City metropolitan area. • In April 2016, the Company acquired the assets and assumed the liabilities of Blue Max Materials, Inc., Blue Max Materials of Charleston, Inc., Blue Max Materials of Columbia, Inc. and Blue Max Materials of the Grand Strand, Inc., which together comprise Blue Max Materials (collectively “Blue Max”), a hardscapes and landscape supplier with five locations serving North Carolina and South Carolina. • In January 2016, the Company acquired all of the outstanding stock of Hydro-Scape Products, Inc. (“Hydro-Scape”), a leading provider of landscape products (irrigation, lighting, agronomic, outdoor living and hardscapes) with 17 locations serving customers throughout Southern California. These transactions were accounted for by the acquisition method, and accordingly the results of operations were included in the Company’s consolidated financial statements from their respective acquisition dates. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consisted of the following (in millions): December 30, 2018 December 31, 2017 Land $ 12.2 $ 14.5 Buildings and leasehold improvements: Buildings 7.9 8.6 Leasehold improvements 20.5 17.0 Branch equipment 36.8 24.8 Office furniture and fixtures and vehicles: Office furniture and fixtures 19.1 14.6 Vehicles 58.1 44.2 Tooling 0.1 0.1 Construction in process 2.0 3.0 Total Property and equipment, gross 156.7 126.8 Less: accumulated depreciation 68.3 51.3 Total Property and equipment, net $ 88.4 $ 75.5 Property and equipment includes vehicles acquired through capital leases of approximately $41.5 million and $35.2 million and related accumulated depreciation of approximately $25.9 million and $20.1 million as of December 30, 2018 and December 31, 2017 , respectively. Depreciation expense was approximately $21.5 million , $17.6 million and $14.2 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 respectively. Capitalized software has an estimated useful life of three years. The amounts of total capitalized software costs, including purchased and internally developed software, included in Other assets at December 30, 2018 and December 31, 2017 were approximately $8.9 million and $7.7 million , less accumulated amortization of approximately $5.2 million and $3.5 million , respectively. Amortization of these software costs was approximately $2.1 million , $1.6 million and $1.1 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The changes in the carrying amount of goodwill for the years ended December 30, 2018 and December 31, 2017 are as follows (in millions): For the year For the year Beginning balance $ 106.5 $ 70.8 Goodwill acquired during the year 41.7 35.9 Goodwill adjusted during the year 0.2 (0.2 ) Ending balance $ 148.4 $ 106.5 There have been no impairments of our goodwill for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 . Intangible Assets The following table summarizes the components of intangible assets (in millions): December 30, 2018 December 31, 2017 Weighted Average Remaining Useful Life (in Years) Amount Accumulated Net Amount Accumulated Net Customer relationships 17.5 years $ 243.0 $ 95.6 $ 147.4 $ 178.5 $ 70.2 $ 108.3 Trademarks and other 3.6 years 14.6 6.4 $ 8.2 7.7 3.2 4.5 Total intangibles $ 257.6 $ 102.0 $ 155.6 $ 186.2 $ 73.4 $ 112.8 During the year ended December 30, 2018 , the Company recorded $71.4 million of intangible assets, including $64.5 million in customer relationship intangibles and $6.9 million in trademarks and other intangibles as a result of the acquisitions completed in 2018 as described in Note 3. During the year ended December 31, 2017 , the Company recorded $33.5 million of intangible assets, including $30.8 million in customer relationship intangibles and $2.7 million in trademarks and other intangibles as a result of the acquisitions completed in 2017 as described in Note 3. The customer relationship intangible assets will be amortized over a weighted-average period of approximately 20 years. The trademarks and other intangible assets recorded will be amortized over a weighted-average period of approximately six years. Amortization expense for intangible assets for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 was approximately $28.7 million , $23.9 million , and $21.7 million , respectively. Total future amortization estimated as of December 30, 2018 , is as follows (in millions): Fiscal year ending: 2019 $ 30.2 2020 24.4 2021 20.3 2022 16.7 2023 13.4 Thereafter 50.6 Total future amortization $ 155.6 |
Capital Leases
Capital Leases | 12 Months Ended |
Dec. 30, 2018 | |
Leases [Abstract] | |
Capital Leases | Capital Leases Capital leases, consisting of vehicle leases, included the following (in millions except payment information): December 30, 2018 December 31, 2017 Capital lease obligations with rates ranging from 2.0% to 5.7% maturing through December 2023; with current monthly payments of approximately $0.6 million $ 14.7 $ 11.7 Less current maturities 5.2 4.9 Total Capital leases, less current portion $ 9.5 $ 6.8 Future minimum lease payments under capital leases are due as follows (in millions): Fiscal year: 2019 $ 5.8 2020 4.3 2021 3.6 2022 1.9 2023 and Thereafter 0.4 Total minimum lease payments 16.0 Less amounts representing interest 1.3 Present value of future minimum lease payments $ 14.7 Interest expense on capital leases was approximately $1.3 million , $0.5 million and $0.4 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. |
Employee Benefit and Stock Ince
Employee Benefit and Stock Incentive Plans | 12 Months Ended |
Dec. 30, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit and Stock Incentive Plans | Employee Benefit and Stock Incentive Plans The Company sponsors a defined contribution benefit plan for substantially all of its employees. Company contributions to the plan are based on a percentage of employee wages. The Company’s contributions to the plan were approximately $7.5 million , $6.4 million and $5.7 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. Prior to the adoption of the Omnibus Equity Incentive Plan (the “Omnibus Incentive Plan”), as described below, the Company offered to key employees the ability to purchase common shares of the Company under a stock incentive plan (“Stock Incentive Plan”), which commenced in May 2014 as approved by the stockholders. Common stock options (“options”) were granted with the purchased shares at a predetermined number of options per purchased share. Prior to a public offering these shares were not transferrable except upon the employee’s death, repurchase at the option of the Company, or with the Company’s consent. The Stock Incentive Plan provided for drag-along and tag-along rights if the stockholders sold more than 50.01% of their shares prior to a public offering. As of the date of IPO, 762,079 shares were purchased by employees and outstanding under the Stock Incentive Plan. The Company’s policy was to retain these repurchased shares as treasury shares and not to retire them. The Company adopted the Omnibus Incentive Plan on April 28, 2016 in connection with the IPO. Upon the adoption of the Omnibus Incentive Plan, the Stock Incentive Plan terminated and no additional awards were made thereunder. However, awards previously granted under the Stock Incentive Plan were unaffected by the termination of the Stock Incentive Plan. Awards under the Omnibus Incentive Plan may be made in the form of stock options, which may be either incentive stock options or non-qualified stock options; stock purchase rights; restricted stock; restricted stock units (“RSUs”); performance shares; performance units; stock appreciation rights (“SARs”); dividend equivalents; deferred stock units (“DSUs”); and other stock-based awards. Any shares covered by an award, or any portion thereof, granted under the Omnibus Incentive Plan or Stock Incentive Plan that terminates, is forfeited, is repurchased, expires or lapses for any reason will again be available for the grant of awards. Additionally, any shares tendered or withheld to satisfy the grant or exercise price or tax withholding obligations pursuant to any award under the Omnibus Incentive Plan will again be available for issuance. The RSUs and options granted to employees vest over a four -year period at 25 percent per year. The DSUs granted to non-employee directors vest immediately. Options and RSUs expire ten years after the date of grant. The compensation cost for options and RSUs is recognized on a straight-line basis over the requisite vesting period. The aggregate number of shares which may be issued under the Omnibus Incentive Plan is 2,000,000 shares of which 1,068,528 remain as of December 30, 2018 . The estimated grant-date fair value of stock options was calculated using the Black-Scholes option-pricing model, based on the following weighted-average assumptions: December 30, 2018 December 31, 2017 January 1, 2017 Risk-free interest rate 2.77% 2.11% 1.43% Expected dividends — — — Expected volatility 25% 30% 30% Expected term (in years) 6.25 6.25 6.25 Prior to the Company’s IPO, determining the fair value of the shares of common stock underlying stock options was historically based upon a valuation provided by a third-party valuation specialist. The Company’s approach to valuation, which required making complex and subjective judgments, was based on a combination of a discounted cash flow method of income approach and market approaches. The discounted cash flow method used estimates of revenue, driven by assumed market growth rates, and estimated costs as well as appropriate discount rates. These estimates were consistent with the plans and estimates that were used to manage the business. There was inherent uncertainty in making these estimates. Subsequent to the completion of the IPO, the Company uses the market closing price of its common stock as reported on the New York Stock Exchange to determine the fair value of the shares of common stock underlying stock options. The fair value of each option award was estimated on the date of grant using the Black-Scholes options pricing model. Expected volatilities are based on the historical equity volatility of comparable publicly-traded companies. The expected term of options granted is derived from the output of the option valuation model and represents the period of time that options granted are expected to be outstanding. The risk-free rates utilized for periods throughout the contractual life of the options are based on the U.S. Treasury security yields at the time of grant. The DSUs and RSUs have grant date fair values equal to the fair market value of the underlying stock on the date of grant. The following table summarizes the information about stock options as of and for the years ended December 30, 2018 and December 31, 2017 : Number of Weighted Weighted Average Aggregate Outstanding as of January 1, 2017 3,162.6 $ 7.98 7.86 $ 84.6 Granted 400.4 40.28 Exercised (355.8 ) 7.52 Expired or forfeited (53.3 ) 11.83 Outstanding as of December 31, 2017 3,153.9 $ 12.07 7.13 $ 203.8 Granted 289.2 76.77 Exercised (915.0 ) 7.34 Expired or forfeited (64.6 ) 33.18 Outstanding as of December 30, 2018 2,463.5 $ 20.87 6.30 $ 91.5 Exercisable as of December 30, 2018 1,469.3 9.10 5.44 68.3 Unvested and expected to vest after December 30, 2018 994.2 $ 38.26 7.57 $ 23.2 The weighted-average grant-date fair values of options granted during the year ended December 30, 2018 was $24.08 per option. The total stock option and DSU expense was $6.5 million for the year ended December 30, 2018 and $5.4 million for the year ended December 31, 2017 . There were $9.4 million and $9.4 million of unrecognized compensation cost from stock options and DSUs granted under the plan at December 30, 2018 and December 31, 2017 , respectively. The unrecognized option and DSU related compensation is expected to be recognized over a weighted-average period of approximately 2.51 years . The following table summarizes the information about RSUs as of and for the years ended December 30, 2018 and December 31, 2017 : Number of Weighted Average Outstanding as of December 31, 2017 63.2 $ 37.45 Granted 43.8 76.57 Vested (16.9 ) 36.74 Expired or forfeited (4.2 ) 54.15 Outstanding as of December 30, 2018 85.9 $ 56.74 The total RSU expense was $1.4 million for the year ended December 30, 2018 and $0.5 million for the year ended December 31, 2017 . There were $3.6 million and $1.9 million of unrecognized compensation cost from RSUs granted under the plan at December 30, 2018 and December 31, 2017 , respectively. The unrecognized RSU related compensation is expected to be recognized over a weighted-average period of approximately 2.79 years . |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt was as follows (in millions): December 30, 2018 December 31, 2017 ABL facility $ 123.1 $ 127.0 Term loan facility 446.2 349.1 Total gross long-term debt 569.3 476.1 Less: unamortized debt issuance costs and discounts on debt (11.1 ) (12.5 ) Total debt $ 558.2 $ 463.6 Less: current portion (4.5 ) (3.5 ) Total long-term debt $ 553.7 $ 460.1 ABL Facility: SiteOne Landscape Supply Holding, LLC (“Landscape Holding”) and SiteOne Landscape Supply, LLC (“Landscape,” and together with Landscape Holding, the “Borrowers”), each an indirect wholly-owned subsidiary of the Company, are parties to the credit agreement dated December 23, 2013 (as amended by the First Amendment to the Credit Agreement, dated June 13, 2014, the Second Amendment to the Credit Agreement, dated January 26, 2015, the Third Amendment to the Credit Agreement, dated February 13, 2015, the Fourth Amendment to the Credit Agreement, dated October 20, 2015, and the Omnibus Amendment to the Credit Agreement, dated May 24, 2017, the “ABL Credit Agreement”) providing for an asset-based credit facility (the “ABL Facility”) of up to $325.0 million , subject to borrowing base availability. As of December 30, 2018 , the maturity date of the ABL Facility was October 20, 2020. The ABL Facility is secured by a first lien on the inventory and receivables of the Borrowers. The ABL Facility is guaranteed by SiteOne Landscape Supply Bidco, Inc. (“Bidco”), an indirect wholly-owned subsidiary of the Company, and each direct and indirect wholly-owned U.S. restricted subsidiary of Landscape. The availability under the ABL Facility was $197.5 million and $162.0 million as of December 30, 2018 and December 31, 2017 , respectively. Availability is determined using borrowing base calculations of eligible inventory and receivable balances less the current outstanding ABL Facility and letters of credit balances. The interest rate on the ABL Facility is LIBOR plus an applicable margin ranging from 1.25% to 2.00% or an alternate base rate for U.S. denominated borrowings plus an applicable margin ranging from 0.25% to 1.00% . The interest rates on outstanding balances were 4.10% and ranged from 3.25% to 3.32% as of December 30, 2018 and December 31, 2017 , respectively. Additionally, the Borrowers pay a 0.250% and 0.250% commitment fee on the unfunded amount of as of December 30, 2018 and December 31, 2017 , respectively. The ABL Facility is subject to mandatory prepayments if the outstanding loans and letters of credit exceed either the aggregate revolving commitments or the current borrowing base, in an amount equal to such excess. Additionally, the ABL Facility is subject to various covenants requiring minimum financial ratios and additional borrowings may be limited by these financial ratios. Failure to meet any of these covenants could result in an event of default under these agreements. If an event of default occurs, the lenders could elect to declare all amounts outstanding under these agreements to be immediately due and payable, enforce their interest in collateral pledged under the agreement, or restrict the Borrowers’ ability to obtain additional borrowings under these agreements. The ABL Facility contains customary representations and warranties and customary affirmative and negative covenants. The negative covenants consist of the following: fundamental changes, dividends and distributions, acquisitions, collateral, payments and modifications of restricted indebtedness, negative pledge clauses, changes in line of business, currency, commodity and other hedging transactions, transactions with affiliates, investments, limitations on indebtedness and liens. The negative covenants are subject to the customary exceptions and also permit the payment of dividends and distributions, investments, permitted acquisitions and payments or redemptions of junior indebtedness upon satisfaction of a payment condition. As of December 30, 2018 , the Company is in compliance with all of the ABL Facility covenants. Term Loan Facility: The Borrowers entered into the Term Loan Facility dated April 29, 2016 in the initial amount of $275.0 million , which was amended on November 23, 2016, May 24, 2017, December 12, 2017 and August 14, 2018 (the “Term Loan Facility”). The Term Loan Facility is guaranteed by Bidco and each direct and indirect wholly-owned U.S. restricted subsidiary of Landscape. The Term Loan Facility has a first lien on Property and equipment, Intangibles, and equity interests of Landscape, and a second lien on ABL Facility assets. In connection with the amendment on August 14, 2018, the final maturity date of the Term Loan Facility was extended to October 29, 2024. Term Loan Facility Amendments: On May 24, 2017, the Company amended the Term Loan Facility (the “Second Amendment”) to, among other things, add an additional credit facility under the Term Loan Facility consisting of additional term loans (the “Tranche C Term Loans”) in an aggregate principal amount of $299.5 million . Proceeds of the Tranche C Term Loans were used to, among other things, repay in full the Tranche B Term Loans outstanding under the Term Loan Facility immediately prior to effectiveness of the Second Amendment and pay fees and expenses associated with the transaction. On December 12, 2017, the Company amended the Term Loan Facility (the “Third Amendment”) to, among other things, (i) add an additional credit facility under the Term Loan Facility consisting of additional term loans (the “Tranche D Term Loans”) in an aggregate principal amount of $298.0 million and (ii) increase the aggregate principal amount of Tranche D Term Loans under the Term Loan Facility to $350.0 million . Proceeds of the Tranche D Term Loans were used to, among other things, (i) repay in full the Tranche C Term Loans and (ii) repay approximately $50.7 million of borrowings outstanding under the ABL Facility. On August 14, 2018, the Company amended the Term Loan Facility (the “Fourth Amendment”) to, among other things, (i) add an additional credit facility under the Term Loan Facility consisting of additional term loans (the “Tranche E Term Loans”) in an aggregate principal amount of $347.4 million and (ii) increase the aggregate principal amount of Tranche E Term Loans under the Term Loan Facility to $447.4 million . Proceeds of the Tranche E Term Loans were used to, among other things, (i) repay in full the Tranche D Term Loans and (ii) repay approximately $96.8 million of borrowings outstanding under the ABL Facility. The Tranche E Term Loans bear interest, at Landscape Holding’s option, at either (i) an adjusted LIBOR rate (as defined in the Term Loan Facility) plus an applicable margin equal to 2.75% or (ii) an alternative base rate plus an applicable margin equal to 1.75% . The other terms of the Tranche E Term Loans are generally the same as the terms applicable to the previously existing term loans under the Term Loan Facility, provided that certain terms of the Term Loan Facility were modified by the Fourth Amendment. The interest rate on the outstanding balance was 5.21% as of December 30, 2018 . The Term Loan Facility contains customary representations and warranties and customary affirmative and negative covenants, which fully restrict retained earnings of the Borrowers. The negative covenants are limited to the following: limitations on indebtedness, restricted payments, restrictive agreements, sales of assets and subsidiary stock, transactions with affiliates, liens, fundamental changes, amendments, lines of business and limitations on certain actions of the parent borrower. The negative covenants are subject to the customary exceptions. The Term Loan Facility is subject to annual mandatory prepayments in an amount equal to 50% of excess cash flow, as defined in the Term Loan Credit Agreement, which information is hereby incorporated by reference, for the applicable fiscal year if 50% of excess cash flow exceeds $10.0 million and the secured leverage ratio is greater than 3.00 to 1.00 . As of December 30, 2018 , the Company is in compliance with all of the Term Loan Facility covenants. During the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , the Company incurred total interest expenses of $32.1 million , $25.2 million and $22.1 million , respectively, of which $27.1 million , $21.8 million and $17.6 million , respectively, related to interest on the ABL Facility and the Term Loan Facility. The debt issuance costs and discounts are amortized as interest expense over the life of the debt. As a result of the refinancing and amendments of the Term Loan Facility and ABL Facility, unamortized debt issuance costs and discounts in the amount of $0.7 million , $0.1 million and $1.7 million , were written off to expense, and new discounts and debt issuance costs of $2.4 million , $2.2 million and $7.0 million , were capitalized during the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. Amortization expense related to debt issuance costs and discounts was $3.1 million , $3.0 million and $2.5 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. The remaining $1.2 million , $0.3 million and $0.3 million of interest is primarily related to capital leases, partially offset by purchase accounting adjustments for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. Maturities of long-term debt outstanding, in principal amounts at December 30, 2018 are summarized below (in millions): Fiscal year: 2019 $ 4.5 2020 128.7 2021 4.5 2022 4.5 2023 4.5 Thereafter 422.6 Total $ 569.3 Interest Rate Swaps The Company is subject to interest rate risk with regard to existing and future issuances of debt. The Company utilizes interest rate swap contracts to reduce its exposure to fluctuations in variable interest rates for future interest payments on existing debt. The Company entered into various forward-starting interest rate swap contracts to convert the variable interest rate to a fixed interest rate on portions of the borrowings under the Term Loan Facility. The following table provides additional details related to the swap contracts: Derivatives designated as hedging instruments Inception Date Effective Date Maturity Date Notional Amount Fixed Interest Rate Type of Hedge Forward-starting interest rate swap 1 June 30, 2017 March 11, 2019 June 11, 2021 $ 58.0 2.1345 % Cash flow Forward-starting interest rate swap 2 June 30, 2017 March 11, 2019 June 11, 2021 116.0 2.1510 % Cash flow Forward-starting interest rate swap 3 December 17, 2018 July 14, 2020 January 14, 2024 34.0 2.9345 % Cash flow Forward-starting interest rate swap 4 December 24, 2018 January 14, 2019 January 14, 2023 50.0 2.7471 % Cash flow Forward-starting interest rate swap 5 December 26, 2018 January 14, 2019 January 14, 2023 90.0 2.7250 % Cash flow The Company recognizes the unrealized gains or unrealized losses as either assets or liabilities at fair value on its Consolidated Balance Sheets. The following table summarizes the fair value of the derivative instruments and the respective lines in which they were recorded in the Consolidated Balance Sheets as of December 30, 2018 and December 31, 2017 (in millions): Derivative Assets Derivative Liabilities December 30, 2018 December 31, 2017 December 30, 2018 December 31, 2017 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest rate contracts Prepaid expenses and other current assets $ 0.7 Prepaid expenses and other current assets $ — Other long-term liabilities $ 0.7 Other long-term liabilities $ — Other assets 1.1 Other assets 0.6 Total derivatives $ 1.8 $ 0.6 $ 0.7 $ — The Company will recognize any differences between the variable interest rate payments and the fixed interest rate settlements with the swap counterparties as an adjustment to interest expense over the life of the swaps. The Company has designated these swaps as cash flow hedges and records the estimated fair value of the swaps to Accumulated other comprehensive income (loss) on its Consolidated Balance Sheets. As of December 30, 2018 , the fair value of the forward-starting interest rate swaps in the amount of $0.7 million , net of taxes, was recorded in Accumulated other comprehensive income (loss). To the extent the interest rate swaps are determined to be ineffective, the Company recognizes the changes in the estimated fair value of the swaps in earnings immediately. For the year ended December 30, 2018 , there was no ineffectiveness recognized in earnings. The after-tax amount of unrealized gain on derivative instruments included in Accumulated other comprehensive income (loss) related to the forward-starting interest rate swap contracts maturing and expected to be reclassified to earnings during the next twelve months was $0.5 million as of December 30, 2018 . The ultimate amount recognized will vary based on fluctuations of interest rates through the maturity dates. Failure of the swap counterparties to make payments would result in the loss of any potential benefit to the Company under the swap agreements. In this case, the Company would still be obligated to pay the variable interest payments underlying the debt agreements. Additionally, failure of the swap counterparties would not eliminate the Company’s obligation to continue to make payments under the existing swap agreements if it continues to be in a net pay position. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In December 2017, the 2017 Tax Act was enacted. The 2017 Tax Act included a number of changes to existing U.S. tax laws that impacted the Company, most notably a reduction of the U.S. corporate income tax rate from 35% to 21% , effective as of January 1, 2018. The 2017 Tax Act also provided for a one-time transition tax on certain foreign earnings that were previously deferred, immediate expensing for certain assets placed into service after September 27, 2017, a Global intangible low-taxed income (“GILTI”) provision which required U.S. income inclusion of foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets, and a limitation on U.S. interest deductibility based on 30% of adjusted taxable income. In fiscal 2017 and the nine months ended September 30, 2018, the Company recorded provisional amounts for the income tax effects of the 2017 Tax Act in accordance with SAB 118, which provides SEC staff guidance for the application of ASC Topic 740, Income Taxes , in the reporting period in which the 2017 Tax Act was signed into law. The Company recorded provisional amounts because the Company had not yet completed its accounting for the effects of the 2017 Tax Act. In December 2018, the Company recorded adjustments to the accounting effects of the 2017 Tax Act that included the one-time transition tax liability related to undistributed earnings of certain foreign subsidiaries that were not previously taxed, adjusting deferred tax assets and liabilities, recording GILTI related to income earned from foreign jurisdictions, adjusting the limitation of deductible meals and entertainment, and adjusting its interest deductibility based on 30% of adjusted taxable income. SAB 118 measurement period As of December 31, 2017, and throughout 2018, the Company applied the guidance of SAB 118 when accounting for the tax effects of the 2017 Tax Act. As of December 31, 2017, the Company had not completed its accounting for the tax effects of the following aspects of the 2017 Tax Act: one-time transition tax, re-measurement of deferred taxes and liabilities, and the tax on GILTI. As of December 30, 2018 , the Company has now completed its accounting for all of the enactment-date income tax effects of the 2017 Tax Act, as well as 2017 Tax Act effects first applicable in 2018. As further discussed below, the Company recorded adjustments of approximately $1.1 million to the provisional amounts recorded as of December 31, 2017, and included these adjustments as a component of Income tax expense in the Company’s Consolidated Statements of Operations. The changes to the 2017 enactment-date provisional amounts decreased the effective tax rate in 2018 by approximately 1.5% . One-time transition tax The Company calculated the one-time transition tax based on its total post-1986 earnings and profits, which was the tax previously deferred from U.S. income taxes under U.S. law. As of December 31, 2017, the Company recorded a provisional amount for the transition tax liability of its foreign subsidiary of $1.3 million . Upon further analysis of the 2017 Tax Act, including notices and proposed regulations issued by the U.S. taxing authorities, the Company finalized its calculations of the one-time transition tax liability during 2018. As a result, the Company decreased its December 31, 2017 provisional income tax expense by approximately $1.0 million , which is included as a component of Income tax expense in the Company’s Consolidated Statements of Operations. As of December 30, 2018 , the Company has fully paid its one-time transition tax liability. Deferred tax assets and liabilities As of December 31, 2017, the Company re-measured certain federal deferred tax assets and liabilities based on the rates at which these items were expected to reverse in the future (which was generally 21% ), by recording a provisional benefit of $4.5 million . Upon further analysis of certain aspects of the 2017 Tax Act and refinement of its calculations during the 12 months ended December 30, 2018 , the Company increased its provisional benefit by approximately $0.1 million , which is included as a component of Income tax expense in the Company’s Consolidated Statements of Operations. Global intangible low-taxed income (GILTI) The 2017 Tax Act subjects a U.S. shareholder to tax on GILTI earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for GILTI , states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI as a period expense in the year the tax is incurred. As of December 31, 2017, the Company provisionally elected to account for GILTI as a period expense in the year the tax is incurred. As of December 30, 2018 , the Company finalized its election to account for GILTI as a period expense in the year the tax is incurred. The Company’s 2018 GILTI inclusion, after consideration of foreign tax credits, is approximately $0.1 million , which is included as a component of Income tax expense in the Company’s Consolidated Statements of Operations. U.S. Interest Deductibility The 2017 Tax Act imposes a limit on the deductibility of U.S. interest expense that generally equals 30% of adjusted taxable income. Adjusted taxable income represents taxable income before reductions for interest, depreciation, and amortization. If any interest is disallowed as a deduction, such amounts may be carried forward indefinitely. As of December 30, 2018 , the Company anticipates an interest disallowance of approximately $0.5 million , on a tax-effected basis, which it expects to deduct in future taxable years. Components of Net income before taxes were as follows (in millions): For the year For the year For the year U.S. $ 71.8 $ 69.2 $ 49.6 Foreign 3.4 3.4 2.3 Total $ 75.2 $ 72.6 $ 51.9 Components of Income tax expense were as follows (in millions): For the year For the year For the year Current income tax expense U.S. federal $ 4.8 $ 28.7 $ 26.1 U.S. state and local 2.6 4.9 4.5 Foreign 1.0 0.9 0.6 Total current 8.4 34.5 31.2 Deferred income tax (benefit) expense U.S. federal (4.8 ) (15.5 ) (8.9 ) U.S. state and local (2.3 ) (1.0 ) (1.0 ) Foreign — — — Total deferred (7.1 ) (16.5 ) (9.9 ) Total $ 1.3 $ 18.0 $ 21.3 The Company’s effective tax rate was 1.7% , 24.8% , and 41.0% for the years ended December 30, 2018 , December 31, 2017 , and January 1, 2017 , respectively. The following table provides a reconciliation of income tax expense (benefit) at the statutory U.S. federal tax rate to actual income tax expense (benefit) for the periods presented (in millions): For the year For the year For the year U.S. federal statutory expense $ 15.8 $ 25.4 $ 18.2 State and local income taxes, net (0.2 ) * 2.0 * 1.9 Excess tax benefits pursuant to ASU 2016-09 (13.2 ) (6.1 ) — Enactment of 2017 Tax Act - deferred tax re-measurement, net (0.1 ) (4.5 ) — Enactment of 2017 Tax Act - transition tax (1.0 ) 1.3 — Transaction costs 0.2 0.4 1.1 Other, net (0.2 ) (0.5 ) 0.1 Income tax expense $ 1.3 $ 18.0 $ 21.3 * Includes excess tax benefits pursuant to ASU 2016-09 of $(3.1) million and $(0.7) million for the years ended December 30, 2018 and December 31, 2017 , respectively. Undistributed earnings of the Company’s foreign subsidiaries amount to approximately $11.0 million as of December 30, 2018 . Those earnings are considered to be indefinitely reinvested; accordingly, no provision for U.S. federal and state income taxes has been provided thereon. Upon repatriation of those earnings, in the form of dividends or otherwise, the Company may be subject to both U.S. income taxes, state and local taxes, and withholding taxes payable to the foreign country. The Company expects to be able to take a 100% dividends received deduction to offset any U.S. federal income tax liability on the undistributed earnings. Determination of the amount of unrecognized state and local tax liability is not practicable due to the complexities associated with its hypothetical calculation. Withholding taxes of approximately $0.6 million may be payable upon remittance of all previously unremitted earnings as of December 30, 2018 . Deferred income taxes reflect the expected future tax consequences of temporary differences between the financial statement carrying amount of the Company’s assets and liabilities, tax credits, and loss carryforwards. The significant components of deferred income taxes are as follows (in millions): December 30, 2018 December 31, 2017 Deferred tax assets: Net operating losses $ 6.6 $ 5.2 Allowance for uncollectible accounts 3.7 3.2 Inventory 3.2 2.2 Reserve for sales bonuses 4.3 3.6 Accrued compensation 2.1 2.8 Stock compensation 3.1 2.5 Rent accrual 1.9 1.6 Environmental reserve 0.6 0.6 Deferred transaction costs 1.8 1.8 Other 1.9 1.1 Total gross deferred tax assets 29.2 24.6 Valuation allowance (4.8 ) (5.2 ) Total net deferred tax assets 24.4 19.4 Deferred tax liabilities: Fixed assets and land (7.9 ) (5.8 ) Intangible assets (17.4 ) (16.9 ) Goodwill (3.4 ) (2.5 ) Deferred financing costs (1.3 ) (1.7 ) Other (1.5 ) (0.9 ) Total deferred tax liabilities (31.5 ) (27.8 ) Net deferred tax liabilities $ (7.1 ) $ (8.4 ) The Company evaluates its deferred tax assets to determine the need for a valuation allowance, and to conclude whether it is more likely than not that those deferred income tax assets will be realized. Management assesses the available positive and negative evidence to establish whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. On the basis of this evaluation, as of December 30, 2018 and December 31, 2017 , a valuation allowance of $4.8 million and $5.2 million , respectively, has been recorded against deferred tax assets related primarily to state net operating loss carryforwards for separate returns the Company believes are more likely than not to expire unused. Activity within the tax valuation allowance for the periods was as follows (in millions): For the year For the year For the year Beginning balance $ 5.2 $ 4.1 $ 4.2 Increase in valuation allowance — 1.1 — Decrease in valuation allowance (0.4 ) — (0.1 ) Ending balance $ 4.8 $ 5.2 $ 4.1 As of December 30, 2018 , the Company had available tax-effected federal NOL carryforwards of approximately $1.4 million that are indefinite-lived and state NOL carryforwards of approximately $5.2 million that expire at various dates through 2037, if not utilized. The Company recognizes the tax effects of uncertain tax positions only if such positions are more likely than not to be sustained based solely upon its technical merits at the reporting date. The Company refers to the difference between the tax benefit recognized in its financial statements and the tax benefit claimed in the income tax return as an unrecognized tax benefit. There was no expense or liability recorded for unrecognized tax benefits for each period presented. The Company does not expect that the unrecognized tax benefit will materially change over the next 12 months. The Company’s policy for recording interest and penalties, if any, associated with uncertain tax positions is to recognize interest within Interest and other non-operating expenses, and to recognize penalties as a component of Selling, general and administrative expenses in the Company’s Consolidated Statements of Operations. For each period presented, the Company had no accrued interest or penalties related to uncertain tax positions. The Company is subject to U.S. federal income tax, income tax in multiple state jurisdictions, and Canadian federal and provincial income tax with respect to its foreign subsidiaries. With limited exceptions, years prior to the 2015 Fiscal Year are no longer open to U.S. federal, state and local examination by taxing authorities. Deere has indemnified the Company against any taxes, penalties or interest for tax periods prior to the CD&R Acquisition, accruing after the CD&R Acquisition date. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Following consummation of the secondary offering on July 26, 2017 (as described in Note 1), CD&R and Deere no longer have an ownership interest in the Company. Transactions with customers and entities that were under the common ownership of CD&R and Deere through July 26, 2017 are considered related-party transactions and are discussed below. The Company offers a financing plan to its customers through John Deere Financial, f.s.b. (“John Deere Financial”) a wholly-owned subsidiary of Deere. The Company pays John Deere Financial a fee related to the financing offered, which was approximately $0.3 million and $0.5 million for the period from January 2, 2017 through July 26, 2017 and for the year ended January 1, 2017 , respectively. In connection with the CD&R Acquisition, the Company entered into consulting agreements (the “Consulting Agreements”) with each of CD&R and Deere. CD&R and Deere each provided consulting services under the Consulting Agreements at an annual fee of approximately $1.3 million and $0.7 million plus expense reimbursement for a 10 year term or earlier termination if CD&R’s or Deere’s ownership, respectively, of the Company was reduced below 10% . On May 17, 2016, the Company entered into termination agreements with CD&R and Deere pursuant to which the Company paid CD&R and Deere an aggregate fee of approximately $7.5 million to terminate the Consulting Agreements in connection with the consummation of the IPO. See “Note 12. Redeemable Convertible Preferred Stock” for a discussion of dividends paid to the CD&R investor. TruGreen is a customer under common ownership of CD&R and therefore became a related party at the time of the CD&R Acquisition. As provided above, TruGreen is no longer a related party as a result of the consummation of the secondary offering on July 26, 2017. Net sales included in the Company’s Consolidated Statement of Operations with TruGreen were $4.3 million for the period from January 2, 2017 through July 26, 2017 and $3.9 million for the year ended January 1, 2017 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation : From time to time, the Company is subject to certain claims and lawsuits that have been filed in the ordinary course of business. The Company believes the reasonably possible range of losses for these unresolved legal actions in addition to amounts accrued would not have a material effect on the Company’s assets and liabilities as of December 30, 2018 and December 31, 2017 and revenues, expenses, changes in equity, and cash flows for the years ended December 30, 2018 , December 31, 2017 , and January 1, 2017 . Environmental liability : As part of the sale of LESCO manufacturing assets in 2005, the Company retained the environmental liability associated with those assets. Remediation activities can vary substantially in duration and cost and it is difficult to develop precise estimates of future site remediation costs. The Company estimated in accrued liabilities the undiscounted cost of future remediation efforts to be approximately $3.7 million and $3.8 million as of December 30, 2018 and December 31, 2017 , respectively. As part of the CD&R Acquisition, Deere agreed to pay the first $2.5 million of the liability and cap the Company exposure to approximately $2.4 million . The Company has an indemnification asset against the liability as a result of these actions of $1.3 million and $1.4 million as of December 30, 2018 and December 31, 2017 , respectively. Letter of credit : As of December 30, 2018 and December 31, 2017 , outstanding letters of credit were $4.5 million and $4.5 million respectively. There were no amounts drawn on the letters of credit for either period presented. Purchase commitments : The Company has entered into contracts with various farmers that obligate the Company to purchase certain nursery products and grass seeds. These contracts run through fiscal year 2021. The total future obligation was approximately $55.7 million as of December 30, 2018 with expected payments of approximately $33.6 million , $21.4 million , and $0.7 million during the years ending December 2019 , 2020 , and 2021 respectively. The Company’s purchases were approximately $46.3 million , $33.7 million and $28.1 million for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. In addition, the Company has entered into various service commitments, of which, the maximum total future obligation was approximately $8.0 million as of December 30, 2018 . Operating leases : The Company leases buildings and equipment under certain non-cancelable operating leases that expire in various periods through December 2022. Rent expense under operating leases was approximately $53.8 million , $48.2 million and $43.5 million during the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. Certain leases have been subleased to third parties. Approximate future minimum lease payments under non-cancelable operating leases, net of sublease income, are as follows (in millions): Gross lease Sublease Net lease Fiscal year: 2019 $ 54.3 $ (0.2 ) $ 54.1 2020 45.4 (0.1 ) 45.3 2021 37.7 — 37.7 2022 28.2 — 28.2 2023 20.2 — 20.2 Thereafter 71.4 — 71.4 Total minimum lease payments $ 257.2 $ (0.3 ) $ 256.9 During the past several years the Company has closed locations under operating leases. The remaining lease payments are accrued and included in accrued liabilities and other long-term liabilities. The aggregate reserve liability was approximately $0.1 million and $0.3 million at December 30, 2018 and December 31, 2017 , respectively. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 12 Months Ended |
Dec. 30, 2018 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Convertible Preferred Stock | Redeemable Convertible Preferred Stock The CD&R Equity Investment In connection with the CD&R Acquisition, the Company issued Redeemable Convertible Preferred Stock to the CD&R Investor. On the day prior to the closing of the IPO, all of the then-outstanding Redeemable Convertible Preferred Stock converted into shares of common stock, resulting in the issuance by the Company of an additional 25,303,164 shares of common stock. Accounting for the Redeemable Convertible Preferred Stock In accordance with the SEC guidance within ASC Topic 480, Distinguishing Liabilities from Equity: Classification and Measurement of Redeemable Securities , the Company classified the Redeemable Convertible Preferred Stock as mezzanine equity because the Redeemable Convertible Preferred Stock contained a redemption feature which was contingent upon certain change of control events, the occurrence of which was not solely within the control of the Company. These contingent events were not considered probable of occurring and as such the Company did not accrete the mezzanine equity to its redemption value each period. The Company determined that none of the features included in the Redeemable Convertible Preferred Stock were required to be accounted for separately as a derivative under ASC Topic 815, Derivatives and Hedging. The initial issuance of Redeemable Convertible Preferred Stock did not include a beneficial conversion feature (“BCF”) because the conversion price used to set the conversion ratio at the time of issuance was greater than the initial common stock price. The paid-in-kind dividends in the form of Redeemable Convertible Preferred Stock contained the same conversion price as the original issuance and in certain cases did include a BCF as of the dividend payment date. Since the Redeemable Convertible Preferred Stock did not have a fixed or determinable redemption date and was freely convertible at any time, the Company immediately amortized any BCF recognized through retained earnings. As disclosed in Note 1, on May 2, 2016, the Company paid a one-time special cash dividend to all existing stockholders as of April 29, 2016. CD&R Investor received $112.4 million in accordance with its right to participate in all distributions to common stock on an as-converted basis, in accordance with its right as a preferred stockholder. The Redeemable Convertible Preferred Stock converted to common stock in accordance with its terms on May 16, 2016. During the year ended January 1, 2017, the Company paid the cumulative dividends in cash; and accordingly, no BCF was recognized. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share Basic earnings (loss) per common share is computed by dividing net income (loss) attributable to common shares by the weighted average number of common shares outstanding for the period. The Redeemable Convertible Preferred Stock had the right to participate in all distributions declared and paid on the Company’s common stock on an as-converted basis, and was therefore considered a participating security. The Company calculates basic earnings per share using the “two-class” method, and for the year ended January 1, 2017 did not allocate the loss available to common stockholders to the Redeemable Convertible Preferred Stock as those holders did not have a contractual obligation to share in net losses. In periods with income available to common stockholders, the Company would reduce income available to common stockholders to reflect the hypothetical distribution of undistributed earnings to the Redeemable Convertible Preferred Stock in accordance with its contractual rights. The Company reduced income available to common stockholders and increased loss attributable to common stockholders to reflect the cumulative dividend on the Company’s Redeemable Convertible Preferred Stock whether or not declared or paid during the period. Similarly, the Company reduced income available to common stockholders and increased loss attributable to common stockholders for any amortization of beneficial conversion features recorded during each period. See Note 12 for a detailed description of the terms of the Redeemable Convertible Preferred Stock. As disclosed in Note 1, on May 2, 2016, a one-time special cash dividend of $176.0 million was paid to existing stockholders of the Company as of April 29, 2016. Of the $176.0 million special cash dividend, $112.4 million was paid to holders of the Redeemable Convertible Preferred Stock in accordance with its right to participate in all distributions to common stockholders on an as-converted basis. Prior to May 16, 2016, the earnings (loss) per share calculation reflected the impact of the Redeemable Convertible Preferred Stock. Since the special cash dividend was paid prior to conversion of the Redeemable Convertible Preferred Stock, the $112.4 million is reported as a reduction of net income attributable to common shares during the year ended January 1, 2017. The Company’s computation of diluted earnings (loss) per common share includes the effect of potential common stock, if dilutive. For the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , the assumed exercises of a portion of the Company’s employee stock options, RSUs and DSUs and the conversion of Redeemable Convertible Preferred Stock were anti-dilutive and, therefore, the following potential shares of common stock were not included in the diluted loss per common share calculation: December 30, 2018 December 31, 2017 January 1, 2017 Weighted average potential common shares excluded because anti-dilutive Redeemable Convertible Preferred Stock — — 9,202,870 Employee Stock Options 278,728 13,798 3,160,457 Certain of the Company’s employee stock options, RSUs and DSUs were dilutive and resulted in additional potential common shares included in the Company’s calculation of diluted earnings per common share of 2,145,113 , 2,438,835 and 0 for the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , respectively. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On January 8, 2019, the Company acquired the assets and assumed the liabilities of Cutting Edge Curbing Sand & Rock (“Cutting Edge”). With one location in Phoenix, Arizona, Cutting Edge is a market leader in the distribution of hardscapes and landscape supplies to landscape professionals. On February 13, 2019, the Company entered into a definitive agreement to acquire the assets and assume the liabilities of All Pro Horticulture, Inc., a leading provider of agronomics and erosion control products with one location in Long Island, New York. The acquisition is expected to be completed in early March of 2019. The acquisitions were not material and not expected to have a significant impact on the consolidated financial statements. On February 1, 2019, the Company entered into the Sixth Amendment to Credit Agreement, to among other things, (i) extend the termination date to February 1, 2024, (ii) increase the aggregate principal amount of the commitments under the ABL Credit Agreement to $375.0 million pursuant to an increase via use of the existing “incremental” provisions of the ABL Credit Agreement, and (iii) amend certain terms of the ABL Credit Agreement and Guarantee and Collateral Agreement. |
Schedule I - SiteOne Landscape
Schedule I - SiteOne Landscape Supply, Inc.’s Condensed Financial Statements | 12 Months Ended |
Dec. 30, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Schedule I - SiteOne Landscape Supply, Inc.’s Condensed Financial Statements | SiteOne Landscape Supply, Inc. Parent Company Only Condensed Balance Sheets (In millions, except share data) December 30, 2018 December 31, 2017 Assets Investment in wholly owned subsidiary $ 300.8 $ 211.8 Deferred tax asset (Note 3) 1.0 1.0 Total assets $ 301.8 $ 212.8 Liabilities and Stockholders' Equity Total liabilities — — Stockholders' Equity: Common stock, par value $0.01; 1,000,000,000 shares authorized; 40,910,992 and 39,977,181 shares issued, and 40,890,081 and 39,956,270 shares outstanding at December 30, 2018 and December 31, 2017, respectively 0.4 0.4 Additional paid in capital 242.1 227.8 Accumulated deficit 60.1 (15.1 ) Accumulated other comprehensive loss $ (0.8 ) $ (0.3 ) Total stockholders' equity 301.8 212.8 Total liabilities and stockholders' equity $ 301.8 $ 212.8 See Notes to Condensed Financial Statements. SiteOne Landscape Supply, Inc. Parent Company Only Condensed Statements of Operations and Comprehensive Income (In millions) For the year For the year For the year January 1, 2018 January 2, 2017 January 4, 2016 to December 30, 2018 to December 31, 2017 to January 1, 2017 Equity in net income of subsidiary $ 73.9 $ 54.6 $ 30.6 Net income before taxes 73.9 54.6 30.6 Net income $ 73.9 $ 54.6 $ 30.6 Other comprehensive income (loss), net of tax (0.5 ) 0.9 — Comprehensive income $ 73.4 $ 55.5 $ 30.6 See Notes to Condensed Financial Statements. SiteOne Landscape Supply, Inc. Parent Company Only Condensed Statements of Cash Flows (In millions) For the year For the year For the year January 1, 2018 January 2, 2017 January 4, 2016 to December 30, 2018 to December 31, 2017 to January 1, 2017 Cash Flows from Operating Activities: Net income $ 73.9 $ 54.6 $ 30.6 Adjustments to reconcile net income to net cash provided by operating activities: Equity in net income of subsidiary (73.9 ) (54.6 ) (30.6 ) Distribution from subsidiary — — 49.6 Net cash provided by operating activities $ — $ — $ 49.6 Cash Flows from Investing Activities: Distribution received from subsidiary — — 142.2 Net cash provided by investing activities $ — $ — $ 142.2 Cash Flows from Financing Activities: Special cash dividend — — (176.0 ) Other dividends paid — — (13.0 ) Other financing activities — — (2.8 ) Net cash used in financing activities $ — $ — $ (191.8 ) Net change in cash and cash equivalents — — — Cash and cash equivalents: Beginning — — — Ending $ — $ — $ — See Notes to Condensed Financial Statements. Notes to Condensed Parent Company Only Financial Statements Note 1. Description of SiteOne Landscape Supply, Inc. SiteOne Landscape Supply, Inc. (“Holdings” or the “Parent”) indirectly owns 100% of the membership interest in SiteOne Landscape Supply Holding, LLC (“Landscape Holding” or “subsidiary”), which it acquired from Deere & Company on December 23, 2013 (the “Closing Date”) in exchange for its common stock initially representing 40% of the outstanding capital stock (on an as-converted basis). In addition, Holdings issued cumulative convertible participating redeemable preferred stock (“Redeemable Convertible Preferred Stock”) to Clayton, Dubilier & Rice, LLC (“CD&R”) initially representing 60% of its remaining outstanding capital stock (on an as-converted basis) (both events collectively referred to herein as the “CD&R Acquisition”). On May 2, 2016, Holdings paid a one-time special cash dividend to all existing stockholders as of April 29, 2016. CD&R received $112.4 million in accordance with its right to participate in all distributions to common stock on an as-converted basis, in accordance with its right as a preferred stockholder. On the day prior to the closing of the initial public offering, all of the then-outstanding Redeemable Convertible Preferred Stock converted into shares of common stock, resulting in the issuance by Holdings of an additional 25,303,164 shares of common stock. On December 5, 2016, May 1, 2017 and July 26, 2017, Holdings completed secondary offerings of its common stock in which Deere and CD&R were the sole sellers. Following consummation of the secondary offering on July 26, 2017, CD&R and Deere no longer have an ownership interest in Holdings. Holdings has no significant operations or assets other than its indirect ownership of the equity of Landscape Holding. Accordingly, the Holdings is dependent upon distributions from Landscape Holding to fund its obligations. However, under the terms of Landscape Holding’s credit agreements governing Landscape Holding’s ABL Facility and Term Loan Facility, Landscape Holding’s ability to pay dividends or lend to Holdings is restricted. Landscape Holding has no obligation to pay dividends to Holdings except to pay specified amounts to Holdings in order to fund the payment of Holdings’ tax obligations. Note 2. Basis of Presentation The accompanying Condensed Parent Only Financial Statements include the amounts of Holdings and its investment in subsidiary since the Closing Date under the equity method, and do not present the financial statements of Holdings and its subsidiary on a consolidated basis. Under the equity method, investment in subsidiary is stated at cost plus contributions and equity in undistributed income (loss) of subsidiary less distributions received since the date of acquisition. The condensed Parent Company Only Financial Statements should be read in conjunction with SiteOne Landscape Supply, Inc. Consolidated Financial Statements and their accompanying Notes to Consolidated Financial Statements. Note 3. Income Taxes With respect to the CD&R Acquisition, $9.8 million of transaction expenses were recorded within the period ended December 29, 2013. Of the $9.8 million of transaction expenses, $3.7 million were not deductible for tax purposes, and the remaining $6.1 million ( $2.2 million tax-effected) were capitalized for tax purposes as a deferred tax asset. During the years end December 30, 2018 and December 31, 2017 , respectively, $0.4 million ( $0.0 million tax-effected) and $0.4 million ( $0.2 million tax-effected) has been amortized, which gives rise to a net operating loss and current tax benefit that offsets the deferred tax expense by the same amount. In December 2017, the 2017 Tax Act was enacted. The 2017 Tax Act included a number of changes to existing U.S. tax laws that impacted the Company, most notably a reduction of the U.S. corporate income tax rate from 35% to 21% , effective as of January 1, 2018. As a result, the Company re-measured its deferred tax asset based on the rates at which this item was expected to reverse in the future (which was generally 21% ), by recording a provisional expense of $0.6 million . In fiscal 2017 and the nine months ended September 30, 2018, the Company recorded provisional amounts for the income tax effects of the 2017 Tax Act in accordance with SAB 118, which provides SEC staff guidance for the application of ASC Topic 740, Income Taxes , in the reporting period in which the 2017 Tax Act was signed into law. The Company recorded provisional amounts because the Company had not yet completed its accounting for the effects of the 2017 Act. Upon further analysis of certain aspects of the 2017 Tax Act and refinement of its calculations during the 12 months ended December 30, 2018, the Company did not change its provisional expense. As of December 30, 2018, the deferred tax asset related to these transaction expenses has a balance of $1.0 million . |
Nature of Business and Signif_2
Nature of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of financial statement presentation | Basis of Financial Statement Presentation Holdings indirectly owns 100% of the membership interest in SiteOne Landscape Supply Holding, LLC (referred to herein as “Landscape Holding”). Landscape Holding is parent and sole owner of SiteOne Landscape Supply, LLC (referred to herein as “Landscape”). Prior to the transaction described below, Deere & Company (“Deere”) was the sole owner of SiteOne Landscape Supply Holding, LLC. On December 23, 2013 (the “Closing Date”), the Company acquired 100% of the ownership interest in Landscape Holding from Deere in exchange for common shares of the Company initially representing 40% of the outstanding capital stock (on an as-converted basis) plus cash consideration of approximately $314 million , net of pre-closing and post-closing adjustments. In order to facilitate the transaction, the Company issued Redeemable Convertible Preferred Stock to Clayton, Dubilier & Rice, LLC (“CD&R”) for total consideration of $174 million initially representing 60% of the outstanding capital stock (on an as-converted basis). As part of the same transaction, Landscape Holding also acquired from Deere the affiliated company LESCO, Inc. (“LESCO”). The Company continues to be the sole owner of Landscape Holding. The aforementioned transactions described in this paragraph are referred to herein as the “CD&R Acquisition”. Following consummation of the secondary offering on July 26, 2017, CD&R and Deere no longer have an ownership interest in the Company. The Company’s chief operating decision maker (“CODM”) manages the business as a single reportable segment. Within the organizational framework, the same operational resources support multiple geographical regions and performance is evaluated primarily by the CODM at a consolidated level. The CODM also evaluates regional performance based on financial and operational measures and receives discrete financial information on a regional basis. Since all of the Company’s regions have similar operations and share similar economic characteristics, the Company aggregates regions into a single operating and reportable segment. These similarities include 1) long-term financial performance, 2) the nature of products and services, 3) the types of customers the Company sells to and 4) the distribution methods used. Further, all of the Company’s product categories have similar supply chain processes, classes of customers and economic characteristics. The accompanying audited consolidated financial statements of the Company included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”). The Consolidated Statements of Operations, Comprehensive income (loss), Equity and Cash Flows for the Company are presented for the fiscal years ended December 30, 2018 , December 31, 2017 and January 1, 2017 . The consolidated financial statements for the Company include the assets and liabilities used in operating the Company’s business, including entities in which the Company owns or controls more than 50% of the voting shares. All of the Company’s subsidiaries are wholly owned. All intercompany balances and transactions have been eliminated in consolidation. |
Use of estimates in the preparation of financial statements | Use of estimates in the preparation of financial statements : The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Fiscal year | Fiscal year : The Company’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to December 31. The years ended December 30, 2018 , December 31, 2017 and January 1, 2017 each included 52 weeks. |
Cash and cash equivalents | Cash and cash equivalents : Cash and cash equivalents include primarily cash on deposit with banks which, at times, may exceed federally insured limits. The Company has not experienced any losses in these accounts. Cash and cash equivalents also include unsettled credit card transactions. |
Accounts receivables | Accounts receivable : The Company carries accounts receivable at the original invoice amount less any charge-offs and the allowance for credit losses and doubtful accounts. Allowances for credit losses and doubtful accounts are maintained in amounts considered to be appropriate in relation to the receivables outstanding based on collection experience, economic conditions and credit risk quality. Receivables are written-off to the allowance when an account is considered uncollectible. |
Inventory | Inventory : The majority of the Company’s inventories are valued at the lower of cost or net realizable value, with cost determined by the first-in, first-out (“FIFO”) method. Inventory is primarily considered to be finished goods. The Company establishes a reserve for excess, slow-moving, and obsolete inventory that is equal to the difference between the cost and estimated net realizable value for that inventory. These reserves are based on a review of planned and historical sales. |
Property and equipment, net | Impairment of long-lived assets : Long-lived assets, primarily property and equipment, finite-lived intangible assets and long-term contracts included in other assets, are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of an asset group may not be recoverable. The recoverability of an asset group is measured by a comparison of the carrying amount of the asset group to its future undiscounted cash flows. If the recoverability test indicates the asset group balances are not recoverable, the Company would recognize an impairment charge to reduce the long-lived asset balances based on the fair value of the asset group. The amount of such impairment would be charged to operations in the current period. Property and equipment, net : Property and equipment is stated at cost less accumulated depreciation. Depreciation is computed on property and equipment using the straight-line method over the estimated useful lives of the assets, as noted below. Leasehold improvements are depreciated over the lesser of their estimated useful lives or the remaining lease terms. Depreciation on property and equipment under capital lease is included in depreciation expense. Expenditures for replacement or major renewals of significant items are capitalized. Expenditures for maintenance, repairs and minor renewals are generally charged to expense as incurred. Asset Class Estimated Useful Life Buildings and improvements 20 years Branch equipment 2 to 12 years Furniture and fixtures 2 to 12 years Auto and truck 2 to 6 years Tooling 7 years Leasehold improvements Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. |
Acquisitions | Acquisitions : When the Company acquires a controlling financial interest in an entity or group of assets that are determined to meet the definition of a business, the acquisition method described in ASC Topic 805, Business Combinations, is applied. The Company allocates the purchase consideration paid to acquire the business to the assets and liabilities acquired based on estimated fair values at the acquisition date, with the excess of purchase price over the estimated fair value of the net assets acquired recorded as goodwill. If during the measurement period (a period not to exceed 12 months from the acquisition date) the Company receives additional information that existed as of the acquisition date but at the time of the original allocation described above was unknown, the Company makes the appropriate adjustments to the purchase price allocation in the reporting period in which the adjustments are identified. |
Goodwill impairment | Goodwill impairment : Goodwill represents the acquired fair value of a business in excess of the fair values of tangible and identified intangible assets acquired and liabilities assumed. The Company tests goodwill on an annual basis as of July fiscal month end and additionally if an event occurs or circumstances change that would indicate the carrying amount may be impaired. Examples of such indicators include a significant change in the business climate, unexpected competition, loss of key personnel or a decline in the Company’s market capitalization below the Company’s net book value. The Company performs impairment assessments at the reporting unit level, which is defined as an operating segment or one level below an operating segment, also known as a component. With the issuance of Accounting Standards Update 2017-04 Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”) in January 2017, the impairment test is now a single-step process. The process requires the Company to estimate and compare the fair value of a reporting unit to its carrying amount, including goodwill. If the fair value exceeds the carrying amount, the goodwill is not considered impaired. To the extent a reporting unit’s carrying amount exceeds its fair value, the reporting unit’s goodwill is deemed impaired, and an impairment charge is recognized based on the excess of a reporting unit’s carrying amount over its fair value . The Company adopted ASU 2017-04 in July 2017 with its annual goodwill impairment test. |
Intangible assets, net | Intangible assets, net : Intangible assets include customer relationships, and trademarks and other intangibles, acquired through acquisitions. Intangibles assets with finite useful lives are amortized on an accelerated method or a straight-line of amortization over their estimated useful lives. An accelerated amortization method reflecting the pattern in which the asset will be consumed is utilized if that pattern can be reliably determined. If that pattern cannot be reliably determined, a straight-line amortization method is used. The Company considers the period of expected cash flows and underlying data used to measure the fair value of the intangible assets when selecting a useful life. The majority of customer relationships are amortized on an accelerated method. |
Fair value measurement | Fair value measurement : Fair value is defined as an exit price, representing an amount that would be received to sell an asset or the amount paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The inputs used to measure fair value are prioritized into the following three-tiered value hierarchy: • Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active or inputs, other than quoted prices in active markets, which are observable either directly or indirectly. • Level 3: Unobservable inputs for which there is little or no market data. The hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The classification of fair value measurement within the hierarchy is based upon the lowest level of input that is significant to the measurement. The Company’s financial instruments consist of cash and cash equivalents, accounts receivables, and long-term debt. The variable interest rate on the long-term debt is reflective of current market borrowing rates. As such, the Company has determined that the carrying value of these financial instruments approximates fair value. |
Sales incentives | Sales incentives : The Company offers certain customers rebates which are accrued based on sales volumes. In addition, the Company offers a points-based reward program which allows enrolled customers to earn loyalty rewards on purchases to be used on future purchases, to pay for annual customer trips hosted by the Company, or to obtain gift cards to other third party retailers. The Company often receives cash payments from customers in advance of the Company’s performance of the customer loyalty reward program resulting in contract liabilities. These contract liabilities are classified as current in the Company’s Consolidated Balance Sheets. Contract liabilities are reported on the Company’s Consolidated Balance Sheets on a contract-by-contract basis. |
Cost of goods sold | Revenue recognition : The Company recognizes revenue when control over a product or service is transferred to a customer. This transfer occurs primarily when goods are picked up by a customer at the branch or when goods are delivered to a customer location. Revenue is measured at the transaction price, which is based on the amount of consideration the Company expects to receive in exchange for transferring the promised goods or services to the customer. The transaction price will include estimates of variable consideration, such as returns and provisions for doubtful accounts and sales incentives, to the extent it is probable that a significant reversal of revenue recognized will not occur. In all cases, when a sale is recorded by the Company, no significant uncertainty exists surrounding the purchaser’s obligation to pay. Net sales include billings for freight and handling charges and commissions on the sale of control products that we sell as an agent. Net sales are presented net of any discounts, returns, customer rebates and sales or other revenue-based tax. Provisions for returns are estimated and accrued at the time a sale is recognized. The Company also has entered into agency agreements with certain of its suppliers whereby the Company operates as a sales agent of those suppliers. The suppliers retain title to their merchandise until it is sold by the Company and determine the prices at which the Company can sell their merchandise. The Company recognizes these agency sales on a net basis and records only the product margin as commission revenue within Net sales. Sales incentives : The Company offers certain customers rebates which are accrued based on sales volumes. In addition, the Company offers a points-based reward program which allows enrolled customers to earn loyalty rewards on purchases to be used on future purchases, to pay for annual customer trips hosted by the Company, or to obtain gift cards to other third party retailers. The Company often receives cash payments from customers in advance of the Company’s performance of the customer loyalty reward program resulting in contract liabilities. These contract liabilities are classified as current in the Company’s Consolidated Balance Sheets. Contract liabilities are reported on the Company’s Consolidated Balance Sheets on a contract-by-contract basis. Sales taxes : The Company collects and remits taxes assessed by different governmental authorities that are both imposed on and concurrent with revenue producing transactions between the Company and its customers. These taxes may include sales, use, value-added and some excise taxes. The Company reports the collection of these taxes on a net basis (excluded from sales). Cost of goods sold : Cost of goods sold includes all inventory costs, such as purchase price from suppliers, net of any rebates received, as well as inbound freight and handling, and other costs associated with the inventory and is exclusive of the costs to deliver the products to customers. Shipping and handling costs : Shipping and handling costs associated with inbound freight are included in Cost of goods sold. |
Warranty reserves | Warranty reserves: Provisions for estimated warranty costs for the return of nursery product are provided for in the same period the related sales are recorded. The Company offers product warranties on selected nursery items. The warranty reserve is based on historical and current trends. |
Advertising costs | Advertising costs : Advertising costs are charged to expense as incurred |
Stock-based compensation | Stock-based compensation : The Company applies the fair value method to recognize compensation expense for stock-based awards. Using this method, the estimated grant-date fair value of the award is recognized on a straight-line basis over the requisite service period based on the portion of the award that is expected to vest. Stock-based compensation expense for restricted stock units is measured based on the fair value of the Company’s common stock on the grant date. The Company utilizes the Black-Scholes option pricing model to estimate the grant-date fair value of option awards. The exercise price of option awards is set to equal the estimated fair value of the common stock at the date of the grant. The following weighted-average assumptions are also used to calculate the estimated fair value of option awards: • Expected volatility: The expected volatility of the Company’s shares is estimated using the historical stock price volatility over the most recent period commensurate with the estimated expected term of the awards. • Expected term: For employee stock option awards, the Company determines the weighted average expected term equal to the weighted period between the vesting period and the contract life of all outstanding options. • Dividend yield: The Company has not paid dividends and does not anticipate paying a cash dividend in the foreseeable future and, accordingly, uses an expected dividend yield of zero . • Risk-free interest rate: The Company bases the risk-free interest rate on the implied yield available on a U.S. Treasury note with a term equal to the estimated expected term of the awards. |
Other income | Other income : Other income consists primarily of financing charges, net gain/loss on sale of assets, and the fair value adjustments of acquisition related contingent obligations. |
Income taxes | Income taxes : The Company files a consolidated federal income tax return and files both combined or unitary state income tax returns as well as separate state income tax returns in certain jurisdictions. Deferred taxes are provided on an asset and liability method in which deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards, and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Realization of deferred tax assets is dependent upon sufficient future taxable income. The Company’s operations involve dealing with uncertainties and judgments in the application of complex tax regulations in a multitude of jurisdictions. The Company reports a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return based on its estimate of whether, and the extent to which, additional taxes will be due. The Company recognizes interest, if any, related to unrecognized tax benefits within Interest and other non-operating expenses, and recognizes penalties in Selling, general and administrative expenses. |
Foreign currency translation | Foreign currency translation : The functional currency for the Company’s Canadian operations is the Canadian dollar, the local currency. The assets and liabilities of these operations are translated into U.S. dollars at the end of the period exchange rates. The revenues and expenses are translated at average exchange rates for the period. The gains or losses from these translations are recorded in other comprehensive income (loss). Gains or losses recognized on transactions denominated in a currency other than the functional currency are included in net income (loss). |
Beneficial conversion features | Beneficial conversion features : The Company had issued Redeemable Convertible Preferred Stock with dividends that were paid-in-kind. The Company recorded paid-in-kind dividends at carrying value on the issuance date. The paid-in-kind dividends in the form of Redeemable Convertible Preferred Stock contained the same conversion rate as the Redeemable Convertible Preferred Stock issued on the Closing Date. For certain Redeemable Convertible Preferred Stock issued as dividends paid-in-kind, the stated conversion price was determined to be less than the common stock price as of the dividend payment date resulting in the recognition of a beneficial conversion feature (“BCF”) in additional paid-in capital. Since the Redeemable Convertible Preferred Stock did not have a fixed or determinable redemption date and was readily convertible at any time, the Company immediately amortized any BCF recognized through retained earnings. The Redeemable Convertible Preferred Stock converted to common stock in accordance to its terms on May 16, 2016. |
Recently Issued and Adopted Accounting Pronouncements and Accounting Pronouncements Issued But Not Yet Adopted | Recently Issued and Adopted Accounting Pronouncements In September 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-16, Business Combinations , an update to the existing guidance under the Business Combinations topic. This update simplifies the accounting for measurement-period adjustments. The amendments in this update require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. This update will be effective for all annual and interim periods beginning after December 15, 2015. The amendments in this update should be applied prospectively to adjustments to provisional amounts that occur after the effective date of this update with earlier application permitted for financial statements that have not been issued. The adoption of this update did not have a material impact on the Company’s consolidated financial statements . In July 2015, the FASB issued ASU 2015-11, “ Inventory (Topic 330): Simplifying the Measurement of Inventory” (“ASU 2015-11”), which requires entities to measure inventory at the lower of cost or net realizable value rather than at the lower of cost or market. Net realizable value is defined as the estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal and transportation. The Company adopted ASU 2015-11 when it became effective in the first quarter of the 2017 Fiscal Year. The adoption of ASU 2015-11 did not have a material impact on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “ Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”), which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. The Company adopted ASU 2016-09 when it became effective in the first quarter of fiscal year 2017 on a prospective basis and as such, the Company’s prior year presentation has not changed. The primary impact of the adoption was the recognition of excess tax benefits as a component of Income tax expense on the Company’s Consolidated Statements of Operations. Historically, these amounts were recorded as Additional paid-in capital in Stockholders’ equity on the Company’s Consolidated Balance Sheets. The Company also elected to adopt the cash flow presentation of the excess tax benefits prospectively commencing in the first quarter of 2017. The Company now presents excess tax benefits or tax deficiencies within operating cash flows versus financing activities on the Consolidated Statements of Cash Flows. Another impact of the adoption is that the calculation of the effect of dilutive securities now excludes any derived excess tax benefits or deficiencies from assumed future proceeds, resulting in an increase in diluted weighted average shares outstanding. Additionally, the Company elected to account for forfeitures of share-based payments as they occur and there was no material financial impact as a result. None of the other provisions in ASU 2016-09 had a material impact on the Company’s consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU 2017-04, “ Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”), which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge (also known as Step 2 under the current guidance). Rather, the measurement of a goodwill impairment charge will be based on the excess of a reporting unit’s carrying value over its fair value (Step 1 under the current guidance). ASU 2017-04 will be effective for annual and interim goodwill impairment tests performed in periods beginning after December 15, 2019 and should be applied prospectively. Early adoption is permitted for annual and interim goodwill impairment tests beginning after January 1, 2017. The Company adopted ASU 2017-04 in July 2017 with its annual goodwill impairment test. The adoption of ASU 2017-04 did not have a material impact on the Company’s consolidated financial statements and related disclosures. In August 2017, the FASB issued ASU 2017-12, “ Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities ” (“ASU 2017-12”), which seeks to improve the financial reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements. Additionally, ASU 2017-12 makes certain targeted improvements to simplify the application of the hedge accounting guidance in current GAAP based on the feedback received from preparers, auditors, users, and other stakeholders. ASU 2017-12 adds new disclosure requirements, amends existing ones and removes the requirement for entities to disclose amounts of hedge ineffectiveness. In addition, an entity must now provide tabular disclosures regarding: both (i) the total amounts reported in the statement of financial performance for each income and expense line item that is affected by fair value or cash flow hedging and (ii) the effects of hedging on those line items; and the carrying amounts and cumulative basis adjustments of items designated and qualifying as hedged items in fair value hedges. Early adoption is permitted in any interim period after issuance of ASU 2017-12. The Company adopted ASU 2017-12 in the third quarter of the 2017 Fiscal Year. The adoption of ASU 2017-12 did not have a material impact on the Company’s consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, “ Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”), which amends existing revenue recognition standards and establishes a new Accounting Standards Codification (“ASC”) Topic 606. The core principle of this amendment is that an entity should 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 these goods or services. The Company adopted ASU 2014-09 and related amendments in the first quarter of fiscal year 2018 using the modified retrospective transition method. The Company concluded that it has substantially similar performance obligations under the amended guidance as compared with deliverables and units of account previously recognized. Additionally, the Company made policy elections within the amended standard that are consistent with its previous accounting. The adoption of ASU 2014-09 resulted in additional revenue recognition disclosures (refer to Note 2), and had an immaterial impact on the timing of revenue recognition related to its customer loyalty rewards program. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of retained earnings. The adoption of ASC 606 did not have a significant impact on the Company’s consolidated financial statements. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The cumulative effect of the changes made to the Consolidated Balance Sheets as of January 1, 2018 for the adoption of ASU 2014-09 was as follows (in millions): Balance at December 31, 2017 Adjustments Due to ASU 2014-09 Balance at January 1, 2018 Balance Sheets Assets Prepaid expenses and other current assets $ 24.3 $ 2.4 $ 26.7 Liabilities Accrued liabilities 33.2 0.6 33.8 Deferred tax liabilities 8.4 0.5 8.9 Equity Accumulated deficit (15.1 ) 1.3 (13.8 ) In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on the Company’s Consolidated Statements of Operations and Consolidated Balance Sheets was as follows (in millions): For the year January 1, 2018 to December 30, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/ (Lower) Statements of Operations Net sales $ 2,112.3 $ 2,112.3 $ — Cost of goods sold 1,434.2 1,434.2 — Income tax expense 1.3 1.3 — Net income 73.9 73.9 — December 30, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/ (Lower) Balance Sheets Assets Prepaid expenses and other current assets $ 41.1 $ 38.7 $ 2.4 Liabilities Accrued liabilities 46.0 45.4 0.6 Deferred tax liabilities 7.1 6.6 0.5 Equity Retained earnings 60.1 58.8 1.3 In August 2016, the FASB issued ASU 2016-15, “ Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”), to provide clarification on cash flow classification related to eight specific issues including debt prepayment or debt extinguishment costs and contingent consideration payments made after a business combination. The guidance in ASU 2016-15 required adoption using a retrospective transition method to each period presented. The Company adopted ASU 2016-15 when it became effective in the first quarter of fiscal year 2018. The adoption of ASU 2016-15 did not have a material impact on the Company’s consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory” (“ASU 2016-16”), which amends existing guidance to require entities to recognize income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. ASU 2016-16 required adoption using a modified retrospective method. The Company adopted ASU 2016-16 when it became effective in the first quarter of fiscal year 2018. The adoption of ASU 2016-16 did not have a material impact on the Company’s consolidated financial statements and related disclosures. In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash” (“ASU 2016-18”), which requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. Transfers between cash and cash equivalents and restricted cash or restricted cash equivalents are not reported as cash flow activities in the statement of cash flows. ASU 2016-18 required adoption using a retrospective transition method. The Company adopted ASU 2016-18 when it became effective in the first quarter of fiscal year 2018. The adoption of ASU 2016-18 did not have a material impact on the Company’s consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU 2017-01, “ Business Combinations (Topic 805): Clarifying the Definition of a Business ” (“ASU 2017-01”), to clarify the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions of assets or businesses. ASU 2017-01 provides a screen to determine when an integrated set of assets and activities (collectively a “set”) is not a business. The screen requires that when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. If the screen is not met, the amendments in ASU 2017-01 (i) require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and (ii) remove the evaluation of whether a market participant could replace missing elements. ASU 2017-01 required adoption on a prospective basis. The Company adopted ASU 2017-01 when it became effective in the first quarter of fiscal year 2018. The adoption of ASU 2017-01 did not have a material impact on the Company’s consolidated financial statements and related disclosures. In May 2017, the FASB issued ASU 2017-09, “ Compensation-Stock Compensation (Topic 718) - Scope of Modification” (“ASU 2017-09”), which provides clarity and reduces both diversity in practice and cost and complexity when applying the guidance in Topic 718 when there are changes to the terms or conditions of a share-based payment award. The amendments in ASU 2017-09 provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. ASU 2017-09 required adoption on a prospective basis. The Company adopted ASU 2017-09 when it became effective in the first quarter of fiscal year 2018. The adoption of ASU 2017-09 did not have a material impact on the Company’s consolidated financial statements and related disclosures. In March 2018, the FASB issued ASU 2018-05, “Income Taxes (Topic 740), Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118” (“ASU 2018-05”), which was effective immediately. ASU 2018-05 adds various SEC paragraphs pursuant to the issuance in December 2017 of SAB 118. The SEC issued SAB 118 to address concerns about reporting entities’ ability to timely comply with the accounting requirements to recognize all of the effects of the 2017 Tax Act in the period of enactment. SAB 118 allowed disclosure that some or all of the income tax effects from the 2017 Tax Act were incomplete by the due date of the financial statements and requested entities provide a reasonable estimate if possible. In fiscal 2017 and the nine months ended September 30, 2018, the Company recorded provisional amounts for the income tax effects of the 2017 Tax Act. As of December 30, 2018, the Company has completed its accounting for the income tax effects of the 2017 Tax Act. Accounting Pronouncements Issued But Not Yet Adopted In February 2016, the FASB issued ASU 2016-02, “ Leases (Topic 842) ”, amended by subsequent ASUs (collectively “ASC 842”), which supersedes the guidance for recognition, measurement, presentation and disclosures of lease arrangements. The amended standard requires recognition on the balance sheet for all leases with terms longer than 12 months as a lease liability and as a right-of-use asset. The lease liability is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and the right-of-use asset is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. For leases less than 12 months, an entity is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The Company will make this election. Additionally, in preparation for the new requirements, the Company has substantially completed its evaluation of the lease agreements subject to ASC 842 and is in the final stages of implementing a new lease accounting system and related processes and controls. The Company will adopt ASC 842 commencing in the first quarter of fiscal year 2019 using a modified transition approach under which prior comparative periods will not be adjusted as permitted by the guidance. Further, the new standard provides a number of optional practical expedients. The Company expects to elect the package of practical expedients, which permits not reassessing its prior conclusions about lease identification, lease classification, and initial direct costs. In addition, the Company anticipates making the election for certain classes of underlying asset to not separate non-lease components from lease components. However, the Company does not expect to elect the lease term hindsight practical expedient. While the Company is continuing to assess the potential impacts of ASC 842, the Company estimates that the adoption of the new standard will result in the recognition of lease liabilities in the range of approximately $200 million to $225 million , with corresponding right of use assets on its Consolidated Balance Sheets, and no material impact to its Consolidated Statements of Operations. The liabilities will be calculated as the present value of the remaining minimum rental payments for existing operating leases. The impact of ASC 842 is non-cash in nature and not anticipated to affect the Company's Consolidated Statements of Cash Flows. In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which changes the way companies evaluate credit losses for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model to evaluate impairment, potentially resulting in earlier recognition of allowances for losses. The new standard also requires enhanced disclosures, including the requirement to disclose the information used to track credit quality by year of origination for most financing receivables. Subsequent to issuing ASU 2016-13, the FASB issued ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses” (“ASU 2018-19”), for the purpose of clarifying certain aspects of ASU 2016-13. ASU 2018-19 has the same effective date and transition requirements as ASU 2016-13. ASU 2016-13 will be effective for the Company commencing in the first quarter of fiscal year 2020. The guidance must be applied using a cumulative-effect transition method. The Company is currently evaluating the amended guidance and the impact on its consolidated financial statements and related disclosures. 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”). The FASB is providing ongoing guidance on certain accounting and tax effects of the legislation in the 2017 Tax Act, which was enacted in December 2017. ASU 2018-02 allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the 2017 Tax Act. The amendments in ASU 2018-02 also require certain disclosures about stranded tax effects. ASU 2018-02 will be effective for the Company commencing in the first quarter of fiscal year 2019. The Company is currently evaluating the amended guidance and does not anticipate the adoption to have a material impact on its consolidated financial statements and related disclosures. In June 2018, the FASB issued ASU 2018-07, “ Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting ” (“ASU 2018-07”) which simplifies the accounting for nonemployee share-based payment transactions by expanding the scope of ASC Topic 718, Compensation - Stock Compensation , to include share-based payment transactions for acquiring goods and services from nonemployees. Under the new standard, most of the guidance on stock compensation payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. ASU 2018-07 will be effective for the Company commencing in the first quarter of fiscal year 2019. The Company is currently evaluating the amended guidance and does not anticipate the adoption to have a material impact on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-13, “ Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement ” (“ASU 2018-13”) which changes the fair value measurement disclosure requirements of ASC 820. The ASU adds new disclosure requirements, and eliminates and modifies existing disclosure requirements. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented. ASU 2018-13 will be effective for the Company commencing in the first quarter of fiscal year 2020. The Company is currently evaluating the amended guidance and the impact on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-15, “ Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) ” (“ASU 2018-15”) which amends ASC 350-402 to address a customer’s accounting for implementation costs incurred in a cloud computing arrangement (“CCA”) that is a service contract. ASU 2018-15 amends ASC 350 and clarifies that a customer should apply ASC 350-40 to determine which implementation costs should be capitalized in a CCA. The ASU does not expand on existing disclosure requirements except to require a description of the nature of hosting arrangements that are service contracts. Entities are permitted to apply either a retrospective or prospective transition approach to adopt the guidance. ASU 2018-15 will be effective for the Company commencing in the first quarter of fiscal year 2020. The Company anticipates early adopting the amended guidance on a prospective application basis during the first quarter of fiscal year 2019. In October 2018, the FASB issued ASU No. 2018-16, “ Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes ” (“ASU 2018-16”). ASU 2018-16 allows for the use of the OIS rate based on the SOFR as a U.S. benchmark interest rate for hedge accounting purposes under Topic 815, Derivatives and Hedging . For public entities who have adopted ASU 2017-12, the amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, which for the Company is the first quarter of fiscal 2019. The Company is currently evaluating the amended guidance and the impact on its consolidated financial statements and related disclosures. |
Nature of Business and Signif_3
Nature of Business and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Activity in the Allowance for Doubtful Accounts | Activity in the allowance for doubtful accounts for the periods was as follows (in millions): For the year For the year For the year Beginning balance $ 4.7 $ 4.3 $ 3.6 Provision (reduction) for allowance 2.9 2.0 1.1 Write-offs, net of recoveries (1.7 ) (1.6 ) (0.4 ) Ending balance $ 5.9 $ 4.7 $ 4.3 |
Summary of Property, Plant and Equipment, Useful Life | Asset Class Estimated Useful Life Buildings and improvements 20 years Branch equipment 2 to 12 years Furniture and fixtures 2 to 12 years Auto and truck 2 to 6 years Tooling 7 years Leasehold improvements Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. Property and equipment consisted of the following (in millions): December 30, 2018 December 31, 2017 Land $ 12.2 $ 14.5 Buildings and leasehold improvements: Buildings 7.9 8.6 Leasehold improvements 20.5 17.0 Branch equipment 36.8 24.8 Office furniture and fixtures and vehicles: Office furniture and fixtures 19.1 14.6 Vehicles 58.1 44.2 Tooling 0.1 0.1 Construction in process 2.0 3.0 Total Property and equipment, gross 156.7 126.8 Less: accumulated depreciation 68.3 51.3 Total Property and equipment, net $ 88.4 $ 75.5 |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The cumulative effect of the changes made to the Consolidated Balance Sheets as of January 1, 2018 for the adoption of ASU 2014-09 was as follows (in millions): Balance at December 31, 2017 Adjustments Due to ASU 2014-09 Balance at January 1, 2018 Balance Sheets Assets Prepaid expenses and other current assets $ 24.3 $ 2.4 $ 26.7 Liabilities Accrued liabilities 33.2 0.6 33.8 Deferred tax liabilities 8.4 0.5 8.9 Equity Accumulated deficit (15.1 ) 1.3 (13.8 ) In accordance with the new revenue standard requirements, the disclosure of the impact of adoption on the Company’s Consolidated Statements of Operations and Consolidated Balance Sheets was as follows (in millions): For the year January 1, 2018 to December 30, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/ (Lower) Statements of Operations Net sales $ 2,112.3 $ 2,112.3 $ — Cost of goods sold 1,434.2 1,434.2 — Income tax expense 1.3 1.3 — Net income 73.9 73.9 — December 30, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/ (Lower) Balance Sheets Assets Prepaid expenses and other current assets $ 41.1 $ 38.7 $ 2.4 Liabilities Accrued liabilities 46.0 45.4 0.6 Deferred tax liabilities 7.1 6.6 0.5 Equity Retained earnings 60.1 58.8 1.3 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Net Sales Disaggregated By Product Category | The following table presents Net sales disaggregated by product category: For the year January 1, 2018 to December 30, 2018 For the year January 2, 2017 to December 31, 2017 For the year January 4, 2016 to January 1, 2017 Landscaping products (a) $ 1,468.4 $ 1,265.4 $ 1,080.3 Agronomic and other products (b) 643.9 596.3 567.9 $ 2,112.3 $ 1,861.7 $ 1,648.2 ______________ (a) Landscaping products include irrigation, nursery, hardscapes, outdoor lighting and landscape accessories. (b) Agronomic and other products include fertilizer, control products, ice melt, equipment and other products. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Asset Class Estimated Useful Life Buildings and improvements 20 years Branch equipment 2 to 12 years Furniture and fixtures 2 to 12 years Auto and truck 2 to 6 years Tooling 7 years Leasehold improvements Shorter of the estimated useful life or the term of the lease, considering renewal options expected to be exercised. Property and equipment consisted of the following (in millions): December 30, 2018 December 31, 2017 Land $ 12.2 $ 14.5 Buildings and leasehold improvements: Buildings 7.9 8.6 Leasehold improvements 20.5 17.0 Branch equipment 36.8 24.8 Office furniture and fixtures and vehicles: Office furniture and fixtures 19.1 14.6 Vehicles 58.1 44.2 Tooling 0.1 0.1 Construction in process 2.0 3.0 Total Property and equipment, gross 156.7 126.8 Less: accumulated depreciation 68.3 51.3 Total Property and equipment, net $ 88.4 $ 75.5 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 30, 2018 and December 31, 2017 are as follows (in millions): For the year For the year Beginning balance $ 106.5 $ 70.8 Goodwill acquired during the year 41.7 35.9 Goodwill adjusted during the year 0.2 (0.2 ) Ending balance $ 148.4 $ 106.5 |
Summary of Components of Intangible Assets | The following table summarizes the components of intangible assets (in millions): December 30, 2018 December 31, 2017 Weighted Average Remaining Useful Life (in Years) Amount Accumulated Net Amount Accumulated Net Customer relationships 17.5 years $ 243.0 $ 95.6 $ 147.4 $ 178.5 $ 70.2 $ 108.3 Trademarks and other 3.6 years 14.6 6.4 $ 8.2 7.7 3.2 4.5 Total intangibles $ 257.6 $ 102.0 $ 155.6 $ 186.2 $ 73.4 $ 112.8 |
Schedule of Future Amortization Expense | Total future amortization estimated as of December 30, 2018 , is as follows (in millions): Fiscal year ending: 2019 $ 30.2 2020 24.4 2021 20.3 2022 16.7 2023 13.4 Thereafter 50.6 Total future amortization $ 155.6 |
Capital Leases (Tables)
Capital Leases (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Leases [Abstract] | |
Schedule of Capital Leases Consisting of Vehicle Leases | Capital leases, consisting of vehicle leases, included the following (in millions except payment information): December 30, 2018 December 31, 2017 Capital lease obligations with rates ranging from 2.0% to 5.7% maturing through December 2023; with current monthly payments of approximately $0.6 million $ 14.7 $ 11.7 Less current maturities 5.2 4.9 Total Capital leases, less current portion $ 9.5 $ 6.8 |
Schedule of Future Minimum Lease Payments Under Capital Leases | Future minimum lease payments under capital leases are due as follows (in millions): Fiscal year: 2019 $ 5.8 2020 4.3 2021 3.6 2022 1.9 2023 and Thereafter 0.4 Total minimum lease payments 16.0 Less amounts representing interest 1.3 Present value of future minimum lease payments $ 14.7 |
Employee Benefit and Stock In_2
Employee Benefit and Stock Incentive Plans (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Stock Option Valuation Assumptions | The estimated grant-date fair value of stock options was calculated using the Black-Scholes option-pricing model, based on the following weighted-average assumptions: December 30, 2018 December 31, 2017 January 1, 2017 Risk-free interest rate 2.77% 2.11% 1.43% Expected dividends — — — Expected volatility 25% 30% 30% Expected term (in years) 6.25 6.25 6.25 |
Summary of Stock Option Activity | The following table summarizes the information about stock options as of and for the years ended December 30, 2018 and December 31, 2017 : Number of Weighted Weighted Average Aggregate Outstanding as of January 1, 2017 3,162.6 $ 7.98 7.86 $ 84.6 Granted 400.4 40.28 Exercised (355.8 ) 7.52 Expired or forfeited (53.3 ) 11.83 Outstanding as of December 31, 2017 3,153.9 $ 12.07 7.13 $ 203.8 Granted 289.2 76.77 Exercised (915.0 ) 7.34 Expired or forfeited (64.6 ) 33.18 Outstanding as of December 30, 2018 2,463.5 $ 20.87 6.30 $ 91.5 Exercisable as of December 30, 2018 1,469.3 9.10 5.44 68.3 Unvested and expected to vest after December 30, 2018 994.2 $ 38.26 7.57 $ 23.2 |
Summary of Information About RSUs | The following table summarizes the information about RSUs as of and for the years ended December 30, 2018 and December 31, 2017 : Number of Weighted Average Outstanding as of December 31, 2017 63.2 $ 37.45 Granted 43.8 76.57 Vested (16.9 ) 36.74 Expired or forfeited (4.2 ) 54.15 Outstanding as of December 30, 2018 85.9 $ 56.74 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt was as follows (in millions): December 30, 2018 December 31, 2017 ABL facility $ 123.1 $ 127.0 Term loan facility 446.2 349.1 Total gross long-term debt 569.3 476.1 Less: unamortized debt issuance costs and discounts on debt (11.1 ) (12.5 ) Total debt $ 558.2 $ 463.6 Less: current portion (4.5 ) (3.5 ) Total long-term debt $ 553.7 $ 460.1 |
Schedule of Maturities of Long-term Debt Outstanding | Maturities of long-term debt outstanding, in principal amounts at December 30, 2018 are summarized below (in millions): Fiscal year: 2019 $ 4.5 2020 128.7 2021 4.5 2022 4.5 2023 4.5 Thereafter 422.6 Total $ 569.3 |
Schedule of Details Related to Interest Rate Contracts | The following table provides additional details related to the swap contracts: Derivatives designated as hedging instruments Inception Date Effective Date Maturity Date Notional Amount Fixed Interest Rate Type of Hedge Forward-starting interest rate swap 1 June 30, 2017 March 11, 2019 June 11, 2021 $ 58.0 2.1345 % Cash flow Forward-starting interest rate swap 2 June 30, 2017 March 11, 2019 June 11, 2021 116.0 2.1510 % Cash flow Forward-starting interest rate swap 3 December 17, 2018 July 14, 2020 January 14, 2024 34.0 2.9345 % Cash flow Forward-starting interest rate swap 4 December 24, 2018 January 14, 2019 January 14, 2023 50.0 2.7471 % Cash flow Forward-starting interest rate swap 5 December 26, 2018 January 14, 2019 January 14, 2023 90.0 2.7250 % Cash flow The following table summarizes the fair value of the derivative instruments and the respective lines in which they were recorded in the Consolidated Balance Sheets as of December 30, 2018 and December 31, 2017 (in millions): Derivative Assets Derivative Liabilities December 30, 2018 December 31, 2017 December 30, 2018 December 31, 2017 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest rate contracts Prepaid expenses and other current assets $ 0.7 Prepaid expenses and other current assets $ — Other long-term liabilities $ 0.7 Other long-term liabilities $ — Other assets 1.1 Other assets 0.6 Total derivatives $ 1.8 $ 0.6 $ 0.7 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of Net Income (Loss) Before Taxes | Components of Net income before taxes were as follows (in millions): For the year For the year For the year U.S. $ 71.8 $ 69.2 $ 49.6 Foreign 3.4 3.4 2.3 Total $ 75.2 $ 72.6 $ 51.9 |
Components of Income Tax Expense (Benefit) | Components of Income tax expense were as follows (in millions): For the year For the year For the year Current income tax expense U.S. federal $ 4.8 $ 28.7 $ 26.1 U.S. state and local 2.6 4.9 4.5 Foreign 1.0 0.9 0.6 Total current 8.4 34.5 31.2 Deferred income tax (benefit) expense U.S. federal (4.8 ) (15.5 ) (8.9 ) U.S. state and local (2.3 ) (1.0 ) (1.0 ) Foreign — — — Total deferred (7.1 ) (16.5 ) (9.9 ) Total $ 1.3 $ 18.0 $ 21.3 |
Reconciliation of Income Tax Expense (Benefit) | The following table provides a reconciliation of income tax expense (benefit) at the statutory U.S. federal tax rate to actual income tax expense (benefit) for the periods presented (in millions): For the year For the year For the year U.S. federal statutory expense $ 15.8 $ 25.4 $ 18.2 State and local income taxes, net (0.2 ) * 2.0 * 1.9 Excess tax benefits pursuant to ASU 2016-09 (13.2 ) (6.1 ) — Enactment of 2017 Tax Act - deferred tax re-measurement, net (0.1 ) (4.5 ) — Enactment of 2017 Tax Act - transition tax (1.0 ) 1.3 — Transaction costs 0.2 0.4 1.1 Other, net (0.2 ) (0.5 ) 0.1 Income tax expense $ 1.3 $ 18.0 $ 21.3 * Includes excess tax benefits pursuant to ASU 2016-09 of $(3.1) million and $(0.7) million for the years ended December 30, 2018 and December 31, 2017 , respectively. |
Significant Components of Deferred Income Taxes | The significant components of deferred income taxes are as follows (in millions): December 30, 2018 December 31, 2017 Deferred tax assets: Net operating losses $ 6.6 $ 5.2 Allowance for uncollectible accounts 3.7 3.2 Inventory 3.2 2.2 Reserve for sales bonuses 4.3 3.6 Accrued compensation 2.1 2.8 Stock compensation 3.1 2.5 Rent accrual 1.9 1.6 Environmental reserve 0.6 0.6 Deferred transaction costs 1.8 1.8 Other 1.9 1.1 Total gross deferred tax assets 29.2 24.6 Valuation allowance (4.8 ) (5.2 ) Total net deferred tax assets 24.4 19.4 Deferred tax liabilities: Fixed assets and land (7.9 ) (5.8 ) Intangible assets (17.4 ) (16.9 ) Goodwill (3.4 ) (2.5 ) Deferred financing costs (1.3 ) (1.7 ) Other (1.5 ) (0.9 ) Total deferred tax liabilities (31.5 ) (27.8 ) Net deferred tax liabilities $ (7.1 ) $ (8.4 ) |
Activity Within the Tax Valuation Allowance | Activity within the tax valuation allowance for the periods was as follows (in millions): For the year For the year For the year Beginning balance $ 5.2 $ 4.1 $ 4.2 Increase in valuation allowance — 1.1 — Decrease in valuation allowance (0.4 ) — (0.1 ) Ending balance $ 4.8 $ 5.2 $ 4.1 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments Under Non-cancelable Operating leases, Net of Sublease Income | Approximate future minimum lease payments under non-cancelable operating leases, net of sublease income, are as follows (in millions): Gross lease Sublease Net lease Fiscal year: 2019 $ 54.3 $ (0.2 ) $ 54.1 2020 45.4 (0.1 ) 45.3 2021 37.7 — 37.7 2022 28.2 — 28.2 2023 20.2 — 20.2 Thereafter 71.4 — 71.4 Total minimum lease payments $ 257.2 $ (0.3 ) $ 256.9 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | For the years ended December 30, 2018 , December 31, 2017 and January 1, 2017 , the assumed exercises of a portion of the Company’s employee stock options, RSUs and DSUs and the conversion of Redeemable Convertible Preferred Stock were anti-dilutive and, therefore, the following potential shares of common stock were not included in the diluted loss per common share calculation: December 30, 2018 December 31, 2017 January 1, 2017 Weighted average potential common shares excluded because anti-dilutive Redeemable Convertible Preferred Stock — — 9,202,870 Employee Stock Options 278,728 13,798 3,160,457 |
Nature of Business and Signif_4
Nature of Business and Significant Accounting Policies - Additional Information (Details) | Apr. 29, 2016 | Dec. 30, 2018USD ($)store | Dec. 31, 2017USD ($) | Jan. 01, 2017USD ($) | Jan. 01, 2019USD ($) |
Concentration Risk [Line Items] | |||||
Repayments of asset-based credit facility | $ 410,000,000 | $ 350,400,000 | $ 392,500,000 | ||
Number of stores (over) | store | 550 | ||||
Reserve for obsolete and excess inventory | $ 6,800,000 | 5,100,000 | |||
Goodwill impairment | 0 | 0 | 0 | ||
Warranty reserve | 500,000 | 500,000 | |||
Advertising costs | 3,100,000 | 2,100,000 | 900,000 | ||
Impairment of long-lived assets | $ 0 | $ 0 | $ 0 | ||
Geographic Concentration Risk | Sales | Canada and Other Countries | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage (less than) | 2.00% | ||||
Common stock | |||||
Concentration Risk [Line Items] | |||||
Stock split | 11.6181 | ||||
Employee Stock Options | |||||
Concentration Risk [Line Items] | |||||
Expected dividend yield | 0.00% | 0.00% | 0.00% | ||
Scenario, Forecast [Member] | Minimum | Accounting Standards Update 2016-02 | |||||
Concentration Risk [Line Items] | |||||
Operating Lease, Liability | $ 200,000,000 | ||||
Operating Lease, Right-of-Use Asset | 200,000,000 | ||||
Scenario, Forecast [Member] | Maximum | Accounting Standards Update 2016-02 | |||||
Concentration Risk [Line Items] | |||||
Operating Lease, Liability | 225,000,000 | ||||
Operating Lease, Right-of-Use Asset | $ 225,000,000 |
Nature of Business and Signif_5
Nature of Business and Significant Accounting Policies - Refinancing and Amendments of Term Loan and Special Cash Dividend (Details) - USD ($) | Aug. 14, 2018 | Dec. 12, 2017 | Nov. 23, 2016 | May 16, 2016 | May 02, 2016 | Apr. 29, 2016 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | May 24, 2017 |
Debt Instrument [Line Items] | ||||||||||
Repayments of asset-based credit facility | $ 410,000,000 | $ 350,400,000 | $ 392,500,000 | |||||||
Special cash dividend | $ 176,000,000 | 0 | 0 | 176,000,000 | ||||||
Special cash dividend paid to preferred stockholders | $ 0 | $ 0 | $ 112,400,000 | |||||||
Payments to offset dilutive impact of special cash dividend | 2,800,000 | |||||||||
Term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of loan | $ 447,400,000 | $ 350,000,000 | $ 275,000,000 | |||||||
Repayment of borrowings outstanding | 60,300,000 | |||||||||
ABL facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of asset-based credit facility | 96,800,000 | 50,700,000 | $ 21,000,000 | $ 29,900,000 | ||||||
Redeemable Convertible Preferred Stock | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Special cash dividend | $ 112,400,000 | |||||||||
Common stock | IPO | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Shares of common stock issued as a result of conversion of stock (shares) | 25,303,164 | |||||||||
Tranche B Term Loans | Term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of loan | 273,600,000 | |||||||||
Face amount of loan including increase supplement | $ 298,600,000 | |||||||||
Tranche C Term Loans | Term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of loan | $ 299,500,000 | |||||||||
Tranche D Term Loans | Term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of loan | $ 298,000,000 | |||||||||
Tranche E Term Loans | Term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Face amount of loan | $ 347,400,000 |
Nature of Business and Signif_6
Nature of Business and Significant Accounting Policies - Initial Public Offering and Secondary Offerings (Details) - $ / shares | Jul. 20, 2017 | May 01, 2017 | Dec. 05, 2016 | May 17, 2016 | Jul. 26, 2017 |
IPO | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Offering price (in dollars per share) | $ 21 | ||||
Shares issued in public offering (shares) | 10,000,000 | ||||
Over-Allotment Option for Underwriters | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Shares issued in public offering (shares) | 1,350,000 | 1,500,000 | |||
Secondary Offering | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Offering price (in dollars per share) | $ 33 | ||||
Shares issued in public offering (shares) | 9,000,000 | ||||
Common stock | Over-Allotment Option for Underwriters | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Shares issued in public offering (shares) | 1,500,000 | ||||
Common stock | Secondary Offering | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Offering price (in dollars per share) | $ 47.50 | $ 51.63 | |||
Shares issued in public offering (shares) | 5,437,502 | 10,000,000 |
Nature of Business and Signif_7
Nature of Business and Significant Accounting Policies - Basis of Financial Statement Presentation (Details) $ in Millions | Dec. 23, 2013USD ($) |
SiteOne Landscape Supply Holding, LLC | |
Business Acquisition [Line Items] | |
Percentage of ownership | 100.00% |
CD&R | |
Business Acquisition [Line Items] | |
Ownership interest acquired | 100.00% |
Cash consideration | $ 314 |
CD&R | Common stock | |
Business Acquisition [Line Items] | |
Equity interest issued, percentage of outstanding stock | 40.00% |
Redeemable Convertible Preferred Stock | CD&R | |
Business Acquisition [Line Items] | |
Equity interest issued, percentage of outstanding stock | 60.00% |
Equity interest issued, value | $ 174 |
Nature of Business and Signif_8
Nature of Business and Significant Accounting Policies - Activity in the Allowance for Doubtful Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Allowance for doubtful accounts, beginning balance | $ 4.7 | $ 4.3 | $ 3.6 |
Provision (reduction) for allowance | 2.9 | 2 | 1.1 |
Write-offs, net of recoveries | (1.7) | (1.6) | (0.4) |
Allowance for doubtful accounts, ending balance | $ 5.9 | $ 4.7 | $ 4.3 |
Nature of Business and Signif_9
Nature of Business and Significant Accounting Policies - Property, Plant and Equipment, Net (Details) | 12 Months Ended |
Dec. 30, 2018 | |
Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 20 years |
Branch equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Branch equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 12 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 12 years |
Auto and truck | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Auto and truck | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 6 years |
Tooling | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 7 years |
Nature of Business and Signi_10
Nature of Business and Significant Accounting Policies - Impact of Adoption on Balance Sheet (Details) - USD ($) $ in Millions | Dec. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | $ 41.1 | $ 26.7 | $ 24.3 |
Accrued liabilities | 46 | 33.8 | 33.2 |
Deferred tax liabilities (Note 1 and Note 9) | 7.1 | 8.9 | 8.4 |
Retained earnings (accumulated deficit) | 60.1 | $ (13.8) | (15.1) |
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 38.7 | 24.3 | |
Accrued liabilities | 45.4 | 33.2 | |
Deferred tax liabilities (Note 1 and Note 9) | 6.6 | 8.4 | |
Retained earnings (accumulated deficit) | 58.8 | (15.1) | |
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Prepaid expenses and other current assets | 2.4 | 2.4 | |
Accrued liabilities | 0.6 | 0.6 | |
Deferred tax liabilities (Note 1 and Note 9) | 0.5 | 0.5 | |
Retained earnings (accumulated deficit) | $ 1.3 | $ 1.3 |
Nature of Business and Signi_11
Nature of Business and Significant Accounting Policies - Impact of Adoption on Statement of Operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Net sales | $ 2,112.3 | $ 1,861.7 | $ 1,648.2 |
Cost of goods sold | 1,434.2 | 1,266.2 | 1,132.5 |
Income tax expense | 1.3 | 18 | 21.3 |
Net income | 73.9 | $ 54.6 | $ 30.6 |
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Net sales | 2,112.3 | ||
Cost of goods sold | 1,434.2 | ||
Income tax expense | 1.3 | ||
Net income | 73.9 | ||
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Net sales | 0 | ||
Cost of goods sold | 0 | ||
Income tax expense | 0 | ||
Net income | $ 0 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 2,112.3 | $ 1,861.7 | $ 1,648.2 |
Landscaping products | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | 1,468.4 | 1,265.4 | 1,080.3 |
Agronomic and other products | |||
Disaggregation of Revenue [Line Items] | |||
Net sales | $ 643.9 | $ 596.3 | $ 567.9 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Remaining Performance Obligations (Details) | Dec. 30, 2018 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 30, 2018 | Jan. 01, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Remaining performance obligations | $ 7.4 | |
Contract liabilities | 7.4 | $ 7.3 |
Revenue recognized | $ 6.7 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ in Millions | 12 Months Ended | ||||||||||||||||||||||||
Dec. 30, 2018USD ($)store | Dec. 31, 2017USD ($) | Jan. 01, 2017USD ($) | Dec. 31, 2018location | Oct. 31, 2018location | Jul. 31, 2018location | Jun. 30, 2018location | May 31, 2018location | Apr. 30, 2018location | Mar. 31, 2018location | Feb. 28, 2018Statelocationprovince | Jan. 31, 2018location | Oct. 31, 2017location | Sep. 30, 2017location | Aug. 31, 2017location | May 31, 2017location | Mar. 31, 2017location | Feb. 28, 2017location | Jan. 31, 2017location | Dec. 31, 2016location | Nov. 30, 2016location | Sep. 30, 2016location | Aug. 31, 2016location | Apr. 30, 2016location | Jan. 31, 2016location | |
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Goodwill acquired | $ | $ 41.7 | $ 35.9 | |||||||||||||||||||||||
Number of locations | store | 550 | ||||||||||||||||||||||||
2018 Acquisitions | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Aggregate purchase price | $ | $ 148.9 | ||||||||||||||||||||||||
Deferred contingent consideration | $ | 5.7 | ||||||||||||||||||||||||
Aggregate assets acquired | $ | 142.2 | ||||||||||||||||||||||||
Aggregate liabilities assumed | $ | 29.3 | ||||||||||||||||||||||||
Goodwill acquired | $ | $ 41.7 | ||||||||||||||||||||||||
2017 Acquisitions | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Aggregate purchase price | $ | 83.1 | ||||||||||||||||||||||||
Deferred contingent consideration | $ | 5 | ||||||||||||||||||||||||
Aggregate assets acquired | $ | 67.6 | ||||||||||||||||||||||||
Aggregate liabilities assumed | $ | 15.4 | ||||||||||||||||||||||||
Goodwill acquired | $ | $ 35.9 | ||||||||||||||||||||||||
2016 Acquisitions | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Aggregate purchase price | $ | $ 67.9 | ||||||||||||||||||||||||
Deferred contingent consideration | $ | 0 | ||||||||||||||||||||||||
Aggregate assets acquired | $ | 67.4 | ||||||||||||||||||||||||
Aggregate liabilities assumed | $ | 21.9 | ||||||||||||||||||||||||
Goodwill acquired | $ | $ 22.4 | ||||||||||||||||||||||||
All Around | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 4 | ||||||||||||||||||||||||
C&C | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 4 | ||||||||||||||||||||||||
CentralPro | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 11 | ||||||||||||||||||||||||
Stone Center | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 1 | ||||||||||||||||||||||||
Kirkwood | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 8 | ||||||||||||||||||||||||
Landscape Xpress | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 4 | ||||||||||||||||||||||||
All American | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 1 | ||||||||||||||||||||||||
Auto-Rain | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 5 | ||||||||||||||||||||||||
Landscaper's Choice | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
Terrazzo | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
Village | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 3 | ||||||||||||||||||||||||
Atlantic | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 33 | ||||||||||||||||||||||||
Number of states | State | 12 | ||||||||||||||||||||||||
Number of provinces | province | 2 | ||||||||||||||||||||||||
Pete Rose | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 1 | ||||||||||||||||||||||||
Harmony Gardens | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
Marshall Stone | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
South Coast Supply | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
Evergreen | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
Angelo's Supplies | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
Stone Forest Materials | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 1 | ||||||||||||||||||||||||
Aspen Valley Landscape Supply | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 3 | ||||||||||||||||||||||||
East Haven | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 1 | ||||||||||||||||||||||||
Loma Vista Nursery | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 | ||||||||||||||||||||||||
Glen Allen | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 1 | ||||||||||||||||||||||||
Bissett | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 3 | ||||||||||||||||||||||||
Blue Max Materials, Inc. | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 5 | ||||||||||||||||||||||||
Hydro-Scape | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 17 | ||||||||||||||||||||||||
Los Angeles | American Builder Supply | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 10 | ||||||||||||||||||||||||
Las Vegas | American Builder Supply | |||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||
Number of locations | 2 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 156.7 | $ 126.8 |
Accumulated depreciation | 68.3 | 51.3 |
Total property and equipment, net | 88.4 | 75.5 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 12.2 | 14.5 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 7.9 | 8.6 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 20.5 | 17 |
Branch equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 36.8 | 24.8 |
Office furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 19.1 | 14.6 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 58.1 | 44.2 |
Tooling | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 0.1 | 0.1 |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 2 | $ 3 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 21.5 | $ 17.6 | $ 14.2 |
Capitalized software costs | 8.9 | 7.7 | |
Accumulated amortization of capitalized software | 5.2 | 3.5 | |
Amortization of software costs | 2.1 | 1.6 | $ 1.1 |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Capital lease assets | 41.5 | 35.2 | |
Capital lease assets, accumulated depreciation | $ 25.9 | $ 20.1 | |
Capitalized software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (in years) | 3 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Changes in the Carrying Amount of Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 30, 2018 | Dec. 31, 2017 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 106.5 | $ 70.8 |
Acquisitions | 41.7 | 35.9 |
Goodwill adjusted during the year | 0.2 | (0.2) |
Ending balance | $ 148.4 | $ 106.5 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Summary of the Components of Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 30, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 257.6 | $ 186.2 |
Accumulated Amortization | 102 | 73.4 |
Net | $ 155.6 | $ 112.8 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (in years) | 17 years 6 months | 17 years 9 months 18 days |
Amount | $ 243 | $ 178.5 |
Accumulated Amortization | 95.6 | 70.2 |
Net | $ 147.4 | $ 108.3 |
Trademarks and other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful life (in years) | 3 years 7 months 6 days | 6 years 6 months |
Amount | $ 14.6 | $ 7.7 |
Accumulated Amortization | 6.4 | 3.2 |
Net | $ 8.2 | $ 4.5 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Goodwill impairment | $ 0 | $ 0 | $ 0 |
Finite-lived intangible assets acquired | 71,400,000 | 33,500,000 | |
Amortization of intangible assets | 28,700,000 | 23,900,000 | $ 21,700,000 |
Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets acquired | $ 64,500,000 | 30,800,000 | |
Weighted average useful life | 20 years | ||
Trademarks and other | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Finite-lived intangible assets acquired | $ 6,900,000 | $ 2,700,000 | |
Weighted average useful life | 6 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2,019 | $ 30.2 | |
2,020 | 24.4 | |
2,021 | 20.3 | |
2,022 | 16.7 | |
2,023 | 13.4 | |
Thereafter | 50.6 | |
Net | $ 155.6 | $ 112.8 |
Capital Leases (Details)
Capital Leases (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 30, 2018 | Dec. 31, 2017 | |
Capital Leased Assets [Line Items] | ||
Capital lease obligations with rates ranging from 2.0% to 5.7% maturing through December 2023; with current monthly payments of approximately $0.6 million | $ 14.7 | $ 11.7 |
Less current maturities | 5.2 | 4.9 |
Total capital leases, less current portion | 9.5 | 6.8 |
Capital Lease | ||
Capital Leased Assets [Line Items] | ||
Capital lease monthly payment | $ 0.6 | $ 0.6 |
Minimum | Capital Lease | ||
Capital Leased Assets [Line Items] | ||
Capital lease interest rate (percent) | 2.00% | |
Maximum | Capital Lease | ||
Capital Leased Assets [Line Items] | ||
Capital lease interest rate (percent) | 5.70% |
Capital Leases - Future Minimum
Capital Leases - Future Minimum Lease Payments Due (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Leases [Abstract] | |||
2,019 | $ 5.8 | ||
2,020 | 4.3 | ||
2,021 | 3.6 | ||
2,022 | 1.9 | ||
2023 and Thereafter | 0.4 | ||
Total minimum lease payments | 16 | ||
Less amounts representing interest | 1.3 | ||
Present value of future minimum lease payments | 14.7 | ||
Interest expense on capital leases | $ 1.3 | $ 0.5 | $ 0.4 |
Employee Benefit and Stock In_3
Employee Benefit and Stock Incentive Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | May 16, 2016 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Contributions to the defined contribution benefit plan made by Company | $ 7.5 | $ 6.4 | $ 5.7 | |
Number of shares purchased by employees | 762,079 | |||
Number of shares authorized | 2,000,000 | |||
Number of shares available for grant | 1,068,528 | |||
Weighted-average grant-date fair value of options granted (in dollars per share) | $ 24.08 | |||
Share-based compensation expense | $ 6.5 | 5.4 | ||
Unrecognized compensation cost from share-based compensation arrangements | $ 9.4 | 9.4 | ||
Unrecognized compensation cost from share-based compensation arrangements, period for recognition | 2 years 6 months 4 days | |||
Employee Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Expiration period | 10 years | |||
Employee Stock Options | 25% vested in year 1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Employee Stock Options | 25% vested in year 2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Employee Stock Options | 25% vested in year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Employee Stock Options | 25% vested in year 4 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Expiration period | 10 years | |||
Share-based compensation expense | $ 1.4 | 0.5 | ||
Unrecognized compensation cost from share-based compensation arrangements | $ 3.6 | $ 1.9 | ||
Unrecognized compensation cost from share-based compensation arrangements, period for recognition | 2 years 9 months 15 days | |||
Restricted stock units | 25% vested in year 1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Restricted stock units | 25% vested in year 2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Restricted stock units | 25% vested in year 3 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Restricted stock units | 25% vested in year 4 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% |
Employee Benefit and Stock In_4
Employee Benefit and Stock Incentive Plans - Assumptions (Details) - Employee Stock Options | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 2.77% | 2.11% | 1.43% |
Expected dividends | 0.00% | 0.00% | 0.00% |
Expected volatility | 25.00% | 30.00% | 30.00% |
Expected term (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months |
Employee Benefit and Stock In_5
Employee Benefit and Stock Incentive Plans - Stock Option Activities (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Number of Shares (in thousands) | |||
Outstanding, beginning balance (in shares) | 3,153,900 | 3,162,600 | |
Granted (in shares) | 289,200 | 400,400 | |
Exercised (in shares) | (915,000) | (355,800) | |
Expired or forfeited (in shares) | (64,600) | (53,300) | |
Outstanding, ending balance (in shares) | 2,463,500 | 3,153,900 | 3,162,600 |
Exercisable (in shares) | 1,469,300 | ||
Unvested and expected to vest (in shares) | 994,200 | ||
Weighted Average Exercise Price | |||
Outstanding, beginning balance (in dollars per share) | $ 12.07 | $ 7.98 | |
Granted (in dollars per share) | 76.77 | 40.28 | |
Exercised (in dollars per share) | 7.34 | 7.52 | |
Expired or forfeited (in dollars per share) | 33.18 | 11.83 | |
Outstanding, ending balance (in dollars per share) | 20.87 | $ 12.07 | $ 7.98 |
Exercisable (in dollars per share) | 9.10 | ||
Unvested and expected to vest (in dollars per share) | $ 38.26 | ||
Weighted Average Remaining Contractual Term (Years) | |||
Outstanding, Weighted Average Remaining Contractual Term (Years) | 6 years 3 months 18 days | 7 years 1 month 17 days | 7 years 10 months 10 days |
Exercisable, Weighted Average Remaining Contractual Term (Years) | 5 years 5 months 9 days | ||
Unvested and Expected to Vest, Weighted Average Remaining Contractual Term (Years) | 7 years 6 months 26 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest [Abstract] | |||
Outstanding, Aggregate Intrinsic Value | $ 91.5 | $ 203.8 | $ 84.6 |
Exercisable, Aggregate Intrinsic Value | 68.3 | ||
Unvested and Expected to Vest, Aggregate Intrinsic Value | $ 23.2 |
Employee Benefit and Stock In_6
Employee Benefit and Stock Incentive Plans - RSU Activities (Details) - Restricted stock units | 12 Months Ended |
Dec. 30, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding, beginning balance (in shares) | shares | 63,200 |
Granted (in shares) | shares | 43,800 |
Vested (in shares) | shares | (16,900) |
Expired or forfeited (in shares) | shares | (4,200) |
Outstanding, ending balance (in shares) | shares | 85,900 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 37.45 |
Granted (in dollars per share) | $ / shares | 76.57 |
Vested (in dollars per share) | $ / shares | 36.74 |
Expired or forfeited (in dollars per share) | $ / shares | 54.15 |
Outstanding, ending balance (in dollars per share) | $ / shares | $ 56.74 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Loan facility | $ 569.3 | $ 476.1 |
Less: unamortized debt issuance costs and discounts on debt | (11.1) | (12.5) |
Total debt | 558.2 | 463.6 |
Less current portion | (4.5) | (3.5) |
Total long-term debt | 553.7 | 460.1 |
ABL facility | ||
Debt Instrument [Line Items] | ||
Loan facility | 123.1 | 127 |
Term loan facility | ||
Debt Instrument [Line Items] | ||
Loan facility | $ 446.2 | $ 349.1 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) | Aug. 14, 2018USD ($) | Dec. 12, 2017USD ($) | Nov. 23, 2016USD ($) | May 02, 2016USD ($) | Apr. 29, 2016USD ($) | Oct. 19, 2015 | Dec. 30, 2018USD ($) | Dec. 31, 2017USD ($) | Jan. 01, 2017USD ($) | May 24, 2017USD ($) | Oct. 20, 2015USD ($) |
Debt Instrument [Line Items] | |||||||||||
Repayments of asset-based credit facility | $ 410,000,000 | $ 350,400,000 | $ 392,500,000 | ||||||||
Special cash dividend | $ 176,000,000 | 0 | 0 | 176,000,000 | |||||||
Interest expense | 32,100,000 | 25,200,000 | 22,100,000 | ||||||||
Interest expense related to ABL facility and Term Loan Facility | 27,100,000 | 21,800,000 | 17,600,000 | ||||||||
Write off of debt issuance costs and discounts | 700,000 | 100,000 | 1,700,000 | ||||||||
Discounts and debt issuance costs capitalized | 2,400,000 | 2,200,000 | 7,000,000 | ||||||||
Amortization expense related to debt issuance costs | 3,100,000 | 3,000,000 | 2,500,000 | ||||||||
Interest expense incurred related to capital leases | 1,200,000 | 300,000 | 300,000 | ||||||||
Unrealized gain on interest rate swaps, net of taxes | 300,000 | 400,000 | $ 0 | ||||||||
Ineffectiveness recorded in earnings | 0 | ||||||||||
ABL facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | $ 325,000,000 | ||||||||||
Remaining borrowing capacity under credit facility | $ 197,500,000 | $ 162,000,000 | |||||||||
Commitment fee for the unfunded amount (percent) | 0.25% | 0.25% | |||||||||
Repayments of asset-based credit facility | $ 96,800,000 | $ 50,700,000 | $ 21,000,000 | $ 29,900,000 | |||||||
ABL facility | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate on credit facility (percent) | 4.10% | 3.25% | |||||||||
ABL facility | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate on credit facility (percent) | 3.32% | ||||||||||
ABL facility | LIBOR | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate (percent) | 1.25% | ||||||||||
ABL facility | LIBOR | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate (percent) | 2.00% | ||||||||||
ABL facility | Base Rate | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate (percent) | 0.25% | ||||||||||
ABL facility | Base Rate | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate (percent) | 1.00% | ||||||||||
Term loan facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount of loan | 447,400,000 | 350,000,000 | 275,000,000 | ||||||||
Repayment of borrowings outstanding | $ 60,300,000 | ||||||||||
Percentage of excess cash flow to be paid for annual mandatory prepayments | 50.00% | ||||||||||
Amount of excess cash flows which triggers mandatory prepayment | $ 10,000,000 | ||||||||||
Leverage ratio | 3 | ||||||||||
Tranche B Term Loans | Term loan facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount of loan | $ 273,600,000 | ||||||||||
Interest rate on outstanding borrowings (percent) | 5.21% | ||||||||||
Tranche B Term Loans | Term loan facility | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate (percent) | 2.75% | ||||||||||
Tranche B Term Loans | Term loan facility | Base Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, basis spread on variable rate (percent) | 1.75% | ||||||||||
Tranche C Term Loans | Term loan facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount of loan | $ 299,500,000 | ||||||||||
Tranche D Term Loans | Term loan facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount of loan | $ 298,000,000 | ||||||||||
Tranche E Term Loans | Term loan facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Face amount of loan | $ 347,400,000 | ||||||||||
Interest Rate Swap | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Unrealized gain on interest rate swaps, net of taxes | $ 700,000 | ||||||||||
Interest Rate Swap | Other assets | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Fair value changes in forward-starting interest rate swaps | $ 500,000 |
Long-Term Debt - Maturities of
Long-Term Debt - Maturities of Long-term Debt Outstanding (Details) - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 |
Debt Disclosure [Abstract] | ||
2,019 | $ 4.5 | |
2,020 | 128.7 | |
2,021 | 4.5 | |
2,022 | 4.5 | |
2,023 | 4.5 | |
Thereafter | 422.6 | |
Total | $ 569.3 | $ 476.1 |
Long-Term Debt - Interest Rate
Long-Term Debt - Interest Rate Swaps (Details) - Derivatives designated as hedging instruments - USD ($) | Dec. 26, 2018 | Dec. 24, 2018 | Dec. 17, 2018 | Jun. 30, 2017 |
Forward-starting interest rate swap 1 | ||||
Derivative [Line Items] | ||||
Notional Amount (in millions) | $ 58,000,000 | |||
Fixed Interest Rate | 2.1345% | |||
Forward-starting interest rate swap 2 | ||||
Derivative [Line Items] | ||||
Notional Amount (in millions) | $ 116,000,000 | |||
Fixed Interest Rate | 2.151% | |||
Forward-starting interest rate swap 3 | ||||
Derivative [Line Items] | ||||
Notional Amount (in millions) | $ 34,000,000 | |||
Fixed Interest Rate | 2.9345% | |||
Forward-starting interest rate swap 4 | ||||
Derivative [Line Items] | ||||
Notional Amount (in millions) | $ 50,000,000 | |||
Fixed Interest Rate | 2.7471% | |||
Forward-starting interest rate swap 5 | ||||
Derivative [Line Items] | ||||
Notional Amount (in millions) | $ 90,000,000 | |||
Fixed Interest Rate | 2.725% |
Long-Term Debt - Summary of Fai
Long-Term Debt - Summary of Fair Value of Interest Rate Derivatives (Details) - Derivatives designated as hedging instruments - Interest rate contract - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 |
Derivative [Line Items] | ||
Derivative Assets | $ 1.8 | $ 0.6 |
Derivative Liabilities | 0.7 | 0 |
Prepaid expenses and other current assets | ||
Derivative [Line Items] | ||
Derivative Assets | 0.7 | 0 |
Other assets | ||
Derivative [Line Items] | ||
Derivative Assets | 1.1 | 0.6 |
Other long-term liabilities | ||
Derivative [Line Items] | ||
Derivative Liabilities | $ 0.7 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | Jan. 03, 2016 | |
Operating Loss Carryforwards [Line Items] | ||||
Adjustment to provisional tax amount | $ 1.1 | |||
Decrease to effective tax rate | (1.50%) | |||
Provisional amount for transition tax liability of its foreign subsidiary | $ 1.3 | |||
Decrease in provisional income tax expense | $ 1 | |||
Benefit related to re-measurement of deferred tax balance | $ 4.5 | |||
Increase in provisional benefit | (0.1) | |||
GILTI inclusion | 0.1 | |||
Interest disallowance | $ 0.5 | |||
Effective tax rate (percent) | 1.70% | 24.80% | 41.00% | |
Undistributed earnings of foreign subsidiaries | $ 11 | |||
Amount of unrecognized deferred tax liability | 0.6 | |||
Valuation allowance | 4.8 | $ 5.2 | $ 4.1 | $ 4.2 |
Federal NOL carryforwards | 1.4 | |||
State NOL carryforwards | 5.2 | |||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 0 | $ 0 | $ 0 |
Income Taxes - Components of Ne
Income Taxes - Components of Net Income (Loss) Before Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ 71.8 | $ 69.2 | $ 49.6 |
Foreign | 3.4 | 3.4 | 2.3 |
Net income before taxes | $ 75.2 | $ 72.6 | $ 51.9 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Current income tax expense | |||
U.S. federal | $ 4.8 | $ 28.7 | $ 26.1 |
U.S. state and local | 2.6 | 4.9 | 4.5 |
Foreign | 1 | 0.9 | 0.6 |
Total current | 8.4 | 34.5 | 31.2 |
Deferred income tax (benefit) expense | |||
U.S. federal | (4.8) | (15.5) | (8.9) |
U.S. state and local | (2.3) | (1) | (1) |
Foreign | 0 | 0 | 0 |
Total deferred | (7.1) | (16.5) | (9.9) |
Total | $ 1.3 | $ 18 | $ 21.3 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Income Tax Contingency [Line Items] | |||
U.S. federal statutory expense | $ 15.8 | $ 25.4 | $ 18.2 |
State and local income taxes, net | (0.2) | 2 | 1.9 |
Excess tax benefits pursuant to ASU 2016-09 | (13.2) | (6.1) | 0 |
Enactment of 2017 Tax Act - deferred tax re-measurement, net | (0.1) | (4.5) | 0 |
Enactment of 2017 Tax Act - transition tax | (1) | 1.3 | 0 |
Transaction costs | 0.2 | 0.4 | 1.1 |
Other, net | (0.2) | (0.5) | 0.1 |
Total | 1.3 | 18 | 21.3 |
State and local income taxes, net excess tax benefits | (0.2) | 2 | $ 1.9 |
Accounting Standards Update 2016-09 | |||
Income Tax Contingency [Line Items] | |||
State and local income taxes, net | (3.1) | (0.7) | |
State and local income taxes, net excess tax benefits | $ (3.1) | $ (0.7) |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Income Taxes (Details) - USD ($) $ in Millions | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | Jan. 03, 2016 |
Deferred tax assets: | ||||
Net operating losses | $ 6.6 | $ 5.2 | ||
Allowance for uncollectible accounts | 3.7 | 3.2 | ||
Inventory | 3.2 | 2.2 | ||
Reserve for sales bonuses | 4.3 | 3.6 | ||
Accrued compensation | 2.1 | 2.8 | ||
Stock compensation | 3.1 | 2.5 | ||
Rent accrual | 1.9 | 1.6 | ||
Environmental reserve | 0.6 | 0.6 | ||
Deferred transaction costs | 1.8 | 1.8 | ||
Other | 1.9 | 1.1 | ||
Total gross deferred tax assets | 29.2 | 24.6 | ||
Valuation allowance | (4.8) | (5.2) | $ (4.1) | $ (4.2) |
Total net deferred tax assets | 24.4 | 19.4 | ||
Deferred tax liabilities: | ||||
Fixed assets and land | (7.9) | (5.8) | ||
Intangible assets | (17.4) | (16.9) | ||
Goodwill | (3.4) | (2.5) | ||
Deferred financing costs | (1.3) | (1.7) | ||
Other | (1.5) | (0.9) | ||
Total deferred tax liabilities | (31.5) | (27.8) | ||
Net deferred tax liabilities | $ (7.1) | $ (8.4) |
Income Taxes - Activity Within
Income Taxes - Activity Within the Tax Valuation Allowance (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Increase (Decrease) in Valuation Allowance [Roll Forward] | |||
Beginning balance | $ 5.2 | $ 4.1 | $ 4.2 |
Increase in valuation allowance | 0 | 1.1 | 0 |
Decrease in valuation allowance | (0.4) | 0 | (0.1) |
Ending balance | $ 4.8 | $ 5.2 | $ 4.1 |
Related Party Transactions (Det
Related Party Transactions (Details) - Affiliated Entity - USD ($) $ in Millions | May 17, 2016 | Dec. 31, 2013 | Jul. 26, 2017 | Jan. 01, 2017 |
Consulting Services Agreement Termination Fee | ||||
Related Party Transaction [Line Items] | ||||
Amount of the aggregate fee for contract termination agreement | $ 7.5 | |||
Deere | Financing Fees Paid | ||||
Related Party Transaction [Line Items] | ||||
Fees paid related to financing offered to customers | $ 0.3 | $ 0.5 | ||
Deere | Consulting Services Agreement | ||||
Related Party Transaction [Line Items] | ||||
Annual fee paid for consulting services | $ 0.7 | |||
CD&R | Consulting Services Agreement | ||||
Related Party Transaction [Line Items] | ||||
Annual fee paid for consulting services | $ 1.3 | |||
Term of agreement (in years) | 10 years | |||
Ownership percentage floor which triggers contract termination | 10.00% | |||
TruGreen | ||||
Related Party Transaction [Line Items] | ||||
Net sales with customer included in statement of operations | $ 4.3 | $ 3.9 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Undiscounted cost of future remediation efforts | $ 3,700,000 | $ 3,800,000 | |
Amount of liability to be paid by Deere | 2,500,000 | ||
Maximum amount of Company's exposure to environmental liability | 2,400,000 | ||
Indemnification asset recorded against the liability | 1,300,000 | 1,400,000 | |
Line of Credit Facility [Line Items] | |||
Letter of credit, amount outstanding | 4,500,000 | 4,500,000 | |
Borrowings on asset-based credit facility | 406,000,000 | 386,400,000 | $ 355,500,000 |
Operating leases, rent expense | 53,800,000 | 48,200,000 | $ 43,500,000 |
Aggregate accrued rent reserve liability | 100,000 | 300,000 | |
Letter of credit | |||
Line of Credit Facility [Line Items] | |||
Borrowings on asset-based credit facility | $ 0 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Purchase Commitments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Long-term Purchase Commitment [Line Items] | |||
Purchase obligation, due in 2019 | $ 33.6 | ||
Purchase obligation, due in 2020 | 21.4 | ||
Purchase obligation, due in 2021 | 0.7 | ||
Purchase obligations, amount of purchases | 46.3 | $ 33.7 | $ 28.1 |
Nursery Products and Grass Seeds | |||
Long-term Purchase Commitment [Line Items] | |||
Total future purchase obligations | 55.7 | ||
Service-based Products | |||
Long-term Purchase Commitment [Line Items] | |||
Total future purchase obligations | $ 8 |
Commitments and Contingencies_3
Commitments and Contingencies - Future Minimum Lease Payments (Details) $ in Millions | Dec. 30, 2018USD ($) |
Gross lease payments | |
2,019 | $ 54.3 |
2,020 | 45.4 |
2,021 | 37.7 |
2,022 | 28.2 |
2,023 | 20.2 |
Thereafter | 71.4 |
Total gross lease payments | 257.2 |
Operating Leases Future Minimum Payments Receivable, Sublease Income [Abstract] | |
2,019 | (0.2) |
2,020 | (0.1) |
2,021 | 0 |
2,022 | 0 |
2,023 | 0 |
Thereafter | 0 |
Total sublease income | (0.3) |
Operating Leases, Net Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,019 | 54.1 |
2,020 | 45.3 |
2,021 | 37.7 |
2,022 | 28.2 |
2,023 | 20.2 |
Thereafter | 71.4 |
Total net lease payments | $ 256.9 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock - Additional Information (Details) - USD ($) | May 16, 2016 | May 02, 2016 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 |
Temporary Equity [Line Items] | |||||
Special cash dividend | $ 176,000,000 | $ 0 | $ 0 | $ 176,000,000 | |
Amount of beneficial conversion feature recognized | $ 0 | ||||
Redeemable Convertible Preferred Stock | |||||
Temporary Equity [Line Items] | |||||
Special cash dividend | 112,400,000 | ||||
CD&R | Redeemable Convertible Preferred Stock | |||||
Temporary Equity [Line Items] | |||||
Special cash dividend | $ 112,400,000 | ||||
IPO | Common stock | |||||
Temporary Equity [Line Items] | |||||
Shares of common stock issued as a result of conversion of stock (shares) | 25,303,164 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ in Millions | May 02, 2016 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Special cash dividend | $ 176 | $ 0 | $ 0 | $ 176 |
Special cash dividend paid to preferred stockholders | $ 0 | $ 0 | $ 112.4 | |
Additional potential common shares included in calculation of diluted earnings per common share (in shares) | 2,145,113 | 2,438,835 | 0 | |
Redeemable Convertible Preferred Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average potential common shares excluded because anti-dilutive | 0 | 0 | 9,202,870 | |
Employee Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average potential common shares excluded because anti-dilutive | 278,728 | 13,798 | 3,160,457 | |
Redeemable Convertible Preferred Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Special cash dividend | $ 112.4 |
Subsequent Events (Details)
Subsequent Events (Details) | Feb. 13, 2019location | Feb. 01, 2019USD ($) | Jan. 08, 2019location | Dec. 30, 2018store | Oct. 20, 2015USD ($) |
Subsequent Event [Line Items] | |||||
Number of locations | store | 550 | ||||
Subsequent Event | Cutting Edge | |||||
Subsequent Event [Line Items] | |||||
Number of locations | location | 1 | ||||
Subsequent Event | All Pro Horticulture, Inc. | |||||
Subsequent Event [Line Items] | |||||
Number of locations | location | 1 | ||||
ABL facility | |||||
Subsequent Event [Line Items] | |||||
Principal amount of the commitments under the ABL Credit Agreement | $ | $ 325,000,000 | ||||
ABL facility | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Principal amount of the commitments under the ABL Credit Agreement | $ | $ 375,000,000 |
Schedule I - SiteOne Landscap_2
Schedule I - SiteOne Landscape Supply, Inc.’s Condensed Financial Statements - Condensed Balance Sheets (Details) - USD ($) $ in Millions | Dec. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | Jan. 03, 2016 |
Assets | |||||
Total assets | $ 1,168.5 | $ 910.7 | |||
Liabilities and Stockholders’ Equity | |||||
Total liabilities | 866.7 | 697.9 | |||
Stockholders' Equity: | |||||
Common stock, par value $0.01; 1,000,000,000 shares authorized; 40,910,992 and 39,977,181 shares issued, and 40,890,081 and 39,956,270 shares outstanding at December 30, 2018 and December 31, 2017, respectively | 0.4 | 0.4 | |||
Additional paid-in capital | 242.1 | 227.8 | |||
Retained earnings (accumulated deficit) | 60.1 | $ (13.8) | (15.1) | ||
Accumulated other comprehensive loss | (0.8) | (0.3) | |||
Total stockholders’ equity | 301.8 | 212.8 | $ 148.8 | $ 87.8 | |
Total liabilities and stockholders’ equity | 1,168.5 | 910.7 | |||
Parent Company | |||||
Assets | |||||
Investment in wholly owned subsidiary | 300.8 | 211.8 | |||
Deferred tax asset (Note 3) | 1 | 1 | |||
Total assets | 301.8 | 212.8 | |||
Liabilities and Stockholders’ Equity | |||||
Total liabilities | 0 | 0 | |||
Stockholders' Equity: | |||||
Common stock, par value $0.01; 1,000,000,000 shares authorized; 40,910,992 and 39,977,181 shares issued, and 40,890,081 and 39,956,270 shares outstanding at December 30, 2018 and December 31, 2017, respectively | 0.4 | 0.4 | |||
Additional paid-in capital | 242.1 | 227.8 | |||
Retained earnings (accumulated deficit) | 60.1 | (15.1) | |||
Accumulated other comprehensive loss | (0.8) | (0.3) | |||
Total stockholders’ equity | 301.8 | 212.8 | |||
Total liabilities and stockholders’ equity | $ 301.8 | $ 212.8 |
Schedule I - SiteOne Landscap_3
Schedule I - SiteOne Landscape Supply, Inc.’s Condensed Financial Statements - Condensed Balance Sheets (Parenthetical) (Details) - $ / shares | Dec. 30, 2018 | Dec. 31, 2017 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 39,977,181 | 39,597,532 |
Common stock, shares outstanding | 39,956,270 | 39,576,621 |
Parent Company | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 40,910,992 | 39,977,181 |
Common stock, shares outstanding | 40,890,081 | 39,956,270 |
Schedule I - SiteOne Landscap_4
Schedule I - SiteOne Landscape Supply, Inc.’s Condensed Financial Statements - Condensed Statements of Operations and Comprehensive Income (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | |
Condensed Income Statement and Comprehensive Income Statement [Line Items] | |||
Net income before taxes | $ 75.2 | $ 72.6 | $ 51.9 |
Net income | 73.9 | 54.6 | 30.6 |
Other comprehensive income (loss), net of tax | (0.5) | 0.9 | |
Comprehensive income | 73.4 | 55.5 | 30.6 |
Parent Company | |||
Condensed Income Statement and Comprehensive Income Statement [Line Items] | |||
Equity in net income of subsidiary | 73.9 | 54.6 | 30.6 |
Net income before taxes | 73.9 | 54.6 | 30.6 |
Net income | 73.9 | 54.6 | 30.6 |
Other comprehensive income (loss), net of tax | (0.5) | 0.9 | 0 |
Comprehensive income | $ 73.4 | $ 55.5 | $ 30.6 |
Schedule I - SiteOne Landscap_5
Schedule I - SiteOne Landscape Supply, Inc.’s Condensed Financial Statements - Condensed Statement of Cash Flows (Details) - USD ($) $ in Millions | May 02, 2016 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 |
Cash Flows from Operating Activities: | ||||
Net income | $ 73.9 | $ 54.6 | $ 30.6 | |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Net Cash Provided By Operating Activities | 78.1 | 16.3 | 72.9 | |
Cash Flows from Investing Activities: | ||||
Net Cash Used In Investing Activities | (164.1) | (98.6) | (74.9) | |
Cash Flows from Financing Activities: | ||||
Special cash dividend | $ (176) | 0 | 0 | (176) |
Other dividends paid | 0 | 0 | (13) | |
Other financing activities | (0.4) | (0.1) | (2.1) | |
Net Cash Provided By (Used In) Financing Activities | 86.8 | 82.5 | (1.8) | |
Net Change In Cash | 0.6 | 0.4 | (3.8) | |
Cash and cash equivalents: | ||||
Beginning | 16.7 | 16.3 | 20.1 | |
Ending | 17.3 | 16.7 | 16.3 | |
Parent Company | ||||
Cash Flows from Operating Activities: | ||||
Net income | 73.9 | 54.6 | 30.6 | |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Equity in net income of subsidiary | (73.9) | (54.6) | (30.6) | |
Distribution from subsidiary | 0 | 0 | 49.6 | |
Net Cash Provided By Operating Activities | 0 | 0 | 49.6 | |
Cash Flows from Investing Activities: | ||||
Distribution received from subsidiary | 0 | 0 | 142.2 | |
Net Cash Used In Investing Activities | 0 | 0 | 142.2 | |
Cash Flows from Financing Activities: | ||||
Special cash dividend | 0 | 0 | (176) | |
Other dividends paid | 0 | 0 | (13) | |
Other financing activities | 0 | 0 | (2.8) | |
Net Cash Provided By (Used In) Financing Activities | 0 | 0 | (191.8) | |
Net Change In Cash | 0 | 0 | 0 | |
Cash and cash equivalents: | ||||
Beginning | 0 | 0 | 0 | |
Ending | $ 0 | $ 0 | $ 0 |
Schedule I - SiteOne Landscap_6
Schedule I - SiteOne Landscape Supply, Inc.’s Condensed Financial Statements - Notes to Condensed Parent Company Only Financial Statements (Details) - USD ($) $ in Millions | May 16, 2016 | May 02, 2016 | Dec. 29, 2013 | Dec. 30, 2018 | Dec. 31, 2017 | Jan. 01, 2017 | Jan. 03, 2016 | Dec. 23, 2013 |
Temporary Equity [Line Items] | ||||||||
Special cash dividend | $ 176 | $ 0 | $ 0 | $ 176 | ||||
Deferred tax assets, transaction costs | 1.8 | 1.8 | ||||||
Expense related to the re-measurement of deferred tax asset | (4.5) | |||||||
Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Special cash dividend | 112.4 | |||||||
Parent Company | ||||||||
Temporary Equity [Line Items] | ||||||||
Equity interest issued, percentage of outstanding stock | 40.00% | |||||||
Special cash dividend | 0 | 0 | $ 176 | |||||
Expense related to the re-measurement of deferred tax asset | 0.6 | |||||||
Deferred tax asset balance related to Tax Cuts and Jobs Act | 1 | |||||||
Parent Company | Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Equity interest issued, percentage of outstanding stock | 60.00% | |||||||
Common stock | IPO | ||||||||
Temporary Equity [Line Items] | ||||||||
Shares of common stock issued as a result of conversion of stock (shares) | 25,303,164 | |||||||
Common stock | IPO | Parent Company | ||||||||
Temporary Equity [Line Items] | ||||||||
Shares of common stock issued as a result of conversion of stock (shares) | 25,303,164 | |||||||
CD&R | Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Special cash dividend | 112.4 | |||||||
CD&R | Parent Company | Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Special cash dividend | $ 112.4 | |||||||
CD&R | Redeemable Convertible Preferred Stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Equity interest issued, percentage of outstanding stock | 60.00% | |||||||
CD&R | Parent Company | ||||||||
Temporary Equity [Line Items] | ||||||||
Transaction expenses | $ 9.8 | |||||||
Transaction expenses not deductible for tax purposes | 3.7 | |||||||
Tax deductible transaction expenses | $ 6.1 | |||||||
Deferred tax assets, transaction costs | $ 2.2 | |||||||
Amortized transaction costs | 0.4 | 0.4 | ||||||
Amount of deferred tax assets amortized | $ 0 | $ 0.2 | ||||||
CD&R | Common stock | ||||||||
Temporary Equity [Line Items] | ||||||||
Equity interest issued, percentage of outstanding stock | 40.00% | |||||||
SiteOne Landscape Supply Holding, LLC | ||||||||
Temporary Equity [Line Items] | ||||||||
Percentage of ownership of subsidiaries | 100.00% | |||||||
SiteOne Landscape Supply Holding, LLC | Parent Company | ||||||||
Temporary Equity [Line Items] | ||||||||
Percentage of ownership of subsidiaries | 100.00% |
Uncategorized Items - site-2018
Label | Element | Value |
Accounting Standards Update 2014-09 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 1,300,000 |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 1,300,000 |