Cover Page
Cover Page - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Oct. 29, 2021 | Mar. 31, 2021 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Document Period End Date | Sep. 30, 2021 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Registrant Name | AZEK Co Inc. | ||
Entity Central Index Key | 0001782754 | ||
Entity File Number | 001-39322 | ||
Entity Tax Identification Number | 90-1017663 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Emerging Growth Company | false | ||
Entity Address, Address Line One | 1330 W Fulton Street, Suite 350 | ||
Entity Address, City or Town | Chicago | ||
Entity Address, State or Province | IL | ||
Entity Address, Postal Zip Code | 60607 | ||
City Area Code | 877 | ||
Local Phone Number | 275-2935 | ||
Title of 12(b) Security | Class A Common Stock, par value $0.001 per share | ||
Trading Symbol | AZEK | ||
Security Exchange Name | NYSE | ||
Entity Public Float | $ 3,977,124,322 | ||
ICFR Auditor Attestation Flag | true | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 154,876,313 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 100 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 250,536 | $ 215,012 |
Trade receivables, net of allowances | 77,316 | 70,886 |
Inventories | 188,888 | 130,070 |
Prepaid expenses | 14,212 | 8,367 |
Other current assets | 1,446 | 360 |
Total current assets | 532,398 | 424,695 |
Property, plant and equipment, net | 391,012 | 261,774 |
Goodwill | 951,390 | 951,390 |
Intangible assets, net | 242,572 | 292,374 |
Other assets | 70,462 | 1,623 |
Total assets | 2,187,834 | 1,931,856 |
Current liabilities: | ||
Accounts payable | 69,474 | 42,059 |
Accrued rebates | 44,339 | 30,362 |
Accrued interest | 72 | 1,103 |
Accrued expenses and other liabilities | 56,522 | 50,516 |
Total current liabilities | 170,407 | 124,040 |
Deferred income taxes | 46,371 | 21,260 |
Long-term debt — less current portion | 464,715 | 462,982 |
Other non-current liabilities | 79,177 | 19,686 |
Total liabilities | 760,670 | 627,968 |
Commitments and contingencies (Note 17) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued and outstanding at September 30, 2021 and September 30, 2020, respectively | ||
Additional paid-in capital | 1,615,236 | 1,587,208 |
Accumulated deficit | (188,227) | (283,475) |
Total stockholders’ equity | 1,427,164 | 1,303,888 |
Total liabilities and stockholders’ equity | 2,187,834 | 1,931,856 |
Common Class A [Member] | ||
Stockholders’ equity: | ||
Common stock | 155 | 155 |
Total stockholders’ equity | $ 155 | $ 155 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Sep. 30, 2020 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Class A [Member] | ||
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 |
Common stock, shares issued | 154,866,313 | 154,637,240 |
Common stock, shares outstanding | 154,866,313 | 154,637,240 |
Common Class B [Member] | ||
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 100 | 100 |
Common stock, shares outstanding | 100 | 100 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net sales | $ 1,178,974 | $ 899,259 | $ 794,203 |
Cost of sales | 789,023 | 603,209 | 541,006 |
Gross profit | 389,951 | 296,050 | 253,197 |
Selling, general and administrative expenses | 244,205 | 308,275 | 183,572 |
Other general expenses | 2,592 | 8,616 | 9,076 |
Loss on disposal of plant, property and equipment | 1,025 | 904 | 1,495 |
Operating income (loss) | 142,129 | (21,745) | 59,054 |
Other expenses: | |||
Interest expense | 20,311 | 71,179 | 83,205 |
Loss on extinguishment of debt | 37,587 | ||
Total other expenses | 20,311 | 108,766 | 83,205 |
Income (loss) before income taxes | 121,818 | (130,511) | (24,151) |
Income tax expense (benefit) | 28,668 | (8,278) | (3,955) |
Net income (loss) | $ 93,150 | $ (122,233) | $ (20,196) |
Net income (loss) per common share: | |||
Basic | $ 0.61 | $ (1.01) | $ (0.19) |
Diluted | $ 0.59 | $ (1.01) | $ (0.19) |
Comprehensive income (loss) | $ 93,150 | $ (122,233) | $ (20,196) |
Weighted average shares used in calculating net income (loss) per common share: | |||
Basic | 153,777,859 | 120,775,717 | 108,162,741 |
Diluted | 156,666,394 | 120,775,717 | 108,162,741 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Adoption of ASU [Member] | Common Class A [Member] | Common Class B [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member]Adoption of ASU [Member] |
Beginning balance at Sep. 30, 2018 | $ 505,553 | $ 75 | $ 33 | $ 648,021 | $ (142,576) | ||
Beginning balance (in shares) at Sep. 30, 2018 | 75,093,778 | 33,068,963 | |||||
Adoption of Accounting Standard Update (ASU) | ASU 2014-09 [Member] | $ 194 | $ 194 | |||||
Net income (loss) | (20,196) | (20,196) | |||||
Member contributions prior to initial public offering | 1,311 | 1,311 | |||||
Member redemptions prior to initial public offering | (101) | (101) | |||||
Stock-based compensation | 3,262 | 3,262 | |||||
Ending balance at Sep. 30, 2019 | 490,023 | $ 75 | $ 33 | 652,493 | (162,578) | ||
Ending balance (in shares) at Sep. 30, 2019 | 75,093,778 | 33,068,963 | |||||
Adoption of Accounting Standard Update (ASU) | ASU 2016-16 [Member] | 1,336 | 1,336 | |||||
Net income (loss) | (122,233) | (122,233) | |||||
Member contributions prior to initial public offering | 1,500 | 1,500 | |||||
Member redemptions prior to initial public offering | (3,553) | (3,553) | |||||
Conversion of profits interests into common shares | $ 9 | (9) | |||||
Conversion of profits interests into common shares (in shares) | 8,235,299 | ||||||
Net proceeds from initial public offering | 819,690 | $ 38 | 819,652 | ||||
Net proceeds from initial public offering (in shares) | 38,237,500 | ||||||
Conversion of Class B common stock into Class A common stock | $ 33 | $ (33) | |||||
Conversion of Class B common stock into Class A common stock (in shares) | 33,068,863 | (33,068,863) | |||||
Exercise of vested stock options | 41 | 41 | |||||
Exercise of vested stock options (in shares) | 1,800 | ||||||
Stock-based compensation | 117,084 | 117,084 | |||||
Ending balance at Sep. 30, 2020 | 1,303,888 | $ 155 | 1,587,208 | (283,475) | |||
Ending balance (in shares) at Sep. 30, 2020 | 154,637,240 | 100 | |||||
Adoption of Accounting Standard Update (ASU) | ASU 2016-02 [Member] | $ 2,098 | $ 2,098 | |||||
Net income (loss) | 93,150 | 93,150 | |||||
Exercise of vested stock options | 5,988 | 5,988 | |||||
Exercise of vested stock options (in shares) | 260,338 | ||||||
Stock-based compensation | 22,250 | 22,250 | |||||
Vesting of restricted stock (in shares) | 14,681 | ||||||
Cancellation of restricted stock awards (in shares) | (45,946) | ||||||
IPO costs | (210) | (210) | |||||
Ending balance at Sep. 30, 2021 | $ 1,427,164 | $ 155 | $ 1,615,236 | $ (188,227) | |||
Ending balance (in shares) at Sep. 30, 2021 | 154,866,313 | 100 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Operating activities: | |||
Net income (loss) | $ 93,150 | $ (122,233) | $ (20,196) |
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities: | |||
Depreciation expense | 51,802 | 44,637 | 33,703 |
Amortization expense | 49,802 | 55,144 | 60,226 |
Non-cash interest expense | 3,110 | 6,994 | 3,986 |
Non-cash lease expense | (88) | ||
Deferred income tax expense (benefit) | 25,529 | (10,110) | (5,321) |
Non-cash compensation expense | 22,250 | 117,084 | 4,564 |
Fair value adjustment for contingent consideration | 53 | ||
Loss on disposition of property, plant and equipment | 1,025 | 904 | 1,495 |
Bad debt provision | 342 | 512 | 383 |
Loss on extinguishment of debt | 37,587 | ||
Changes in operating assets and liabilities: | |||
Trade receivables | (6,772) | (17,656) | (9,015) |
Inventories | (58,819) | (12,146) | (4,492) |
Prepaid expenses and other current assets | (5,892) | 1,035 | (4,550) |
Accounts payable | 16,071 | (4,361) | 11,679 |
Accrued expenses and interest | 14,910 | 2,664 | 20,376 |
Other assets and liabilities | 1,259 | (1,694) | 1,981 |
Net cash provided by (used in) operating activities | 207,679 | 98,361 | 94,872 |
Investing activities: | |||
Purchases of property, plant and equipment | (175,119) | (95,594) | (63,006) |
Proceeds from sale of property, plant and equipment | 46 | 253 | 71 |
Acquisitions, net of cash acquired | (18,453) | ||
Net cash provided by (used in) investing activities | (175,073) | (113,794) | (62,935) |
Financing activities: | |||
Proceeds from initial public offering, net of related costs | 820,467 | ||
Proceeds from 2025 Senior Notes | 346,500 | ||
Redemption of 2021 and 2025 Senior Notes | (665,000) | ||
Payments of debt extinguishment costs related to 2021 and 2025 Senior Notes | (24,938) | ||
Proceeds under Revolving Credit Facility | 129,000 | 40,000 | |
Payments under Revolving Credit Facility | (129,000) | (40,000) | |
Payments on long-term debt obligations | (341,958) | (8,304) | |
Payments of financing fees related to Term Loan Agreement | (939) | ||
Payments of debt issuance costs related to 2025 Senior Notes | (7,754) | ||
Proceeds (repayments) of finance lease obligations | (1,921) | (807) | 1,405 |
Payments of Ultralox contingent consideration | (2,000) | ||
Payments of initial public offering related costs | (210) | (584) | |
Redemption of capital contributions prior to initial public offering | (3,553) | (101) | |
Capital contributions prior to initial public offering | 1,500 | 1,311 | |
Exercise of vested stock options | 5,988 | 41 | |
Net cash provided by (used in) financing activities | 2,918 | 124,498 | (8,273) |
Net increase (decrease) in cash and cash equivalents | 35,524 | 109,065 | 23,664 |
Cash and cash equivalents at beginning of period | 215,012 | 105,947 | 82,283 |
Cash and cash equivalents at end of period | 250,536 | 215,012 | 105,947 |
Supplemental cash flow disclosure: | |||
Cash paid for interest, net of amounts capitalized | 17,119 | 76,670 | 78,807 |
Cash paid for income taxes, net | 4,620 | 1,376 | 1,252 |
Supplemental non-cash investing and financing disclosure: | |||
Capital expenditures in accounts payable at end of period | 16,177 | 2,089 | 3,674 |
Property, plant and equipment acquired under finance lease obligations | $ 966 | $ 1,637 | |
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities | $ 57,817 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Organization The AZEK Company Inc. (the “Company”) is a Delaware corporation that holds all of the limited liability company interests in CPG International LLC, the entity which directly and indirectly holds all of the equity interests in the operating subsidiaries. The Company is a leading manufacturer of premium, low-maintenance building products for residential, commercial and industrial markets. The Company’s products include trim, decking, porch, moulding, railing, pavers, bathroom and locker systems, as well as extruded plastic sheet products and other non-fabricated products for special applications in industrial markets. The Company operates in various locations throughout the United States. AZEK is a brand name for residential products while the commercial products are branded under the brand names Celtec, Playboard, Seaboard, Flametec, Designboard, Cortec, Sanatec, Scranton Products, Aria Partitions, Eclipse Partitions, Hiny Hiders, Tufftec Lockers and Duralife Lockers. Initial Public Offering On June 16, 2020, the Company completed its initial public offering (the “IPO”) of its Class A common stock, in which it sold 38,237,500 shares, including 4,987,500 shares pursuant to the underwriters’ over-allotment option. The shares began trading on the New York Stock Exchange on June 12, 2020 under the symbol “AZEK”. The shares were sold at an IPO price of $23.00 per share for net proceeds to the Company of approximately $819.7 million, after deducting underwriting discounts and commissions of $50.6 million and offering expenses of approximately $9.2 million payable by the Company. In addition, the Company used its net proceeds to redeem $350.0 million in aggregate principal of its then-outstanding 2025 Senior Notes, $70.0 million of its then-outstanding principal amount under the Revolving Credit Facility and effected a $337.7 million prepayment of its then-outstanding principal amount under the Term Loan Agreement. Refer to Note 8 for additional information. In conjunction with the Company’s conversion from a limited liability company into a corporation (the “Corporate Conversion”) prior to the closing of the IPO, the Company effected a unit split of its then-outstanding limited liability company unit and then converted the units on a one-to-one basis into shares of capital stock of the Company, including shares of Class A common stock and Class B common stock. In connection with the closing of the IPO, the Company issued additional shares of its Class A common stock, options to purchase shares of Class A common stock and certain other equity awards to its indirect equity holders prior to the IPO and certain of its officers and employees. All share and per share information presented in the Consolidated Financial Statements has been retroactively adjusted for all periods presented for the effects of the unit split converted to stock. Refer to Note 12 and 13 for additional information. Secondary Offerings On September 15, 2020, the Company completed an offering of 28,750,000 shares of Class A common stock, par value $0.001 per share, including the exercise in full by the underwriters of their option to purchase up to 3,750,000 additional shares of Class A common stock, at a public offering price of $33.25 per share. The shares were sold by certain stockholders of the Company (the “Selling Stockholders”). The Company did not receive any of the proceeds from the sale of the shares by the Selling Stockholders. The estimated offering expenses of approximately $1.4 million is payable by the Company and recorded in “Other general expenses” within the Consolidated Statements of Comprehensive Income (Loss). Immediately subsequent to the closing of the secondary offering, Class B common stockholders converted 33,068,863 shares of Class B common stock into Class A common stock. In addition, the secondary offering triggered a change in performance criteria, in which certain performance-vested restricted stock awards and stock options vested as a result of the secondary offering. Refer to Note 12 and 13 for additional information. On January 26, 2021, the Company completed an offering of 23,000,000 shares of Class A common stock, par value $0.001 per share, including the exercise in full by the underwriters of their option to purchase up to 3,000,000 additional shares of Class A common stock, at a public offering price of $40.00 per share. The shares were sold by certain of the Selling Stockholders. The Company did not receive any of the proceeds from the sale of the shares by those Selling Stockholders. In connection with the offering, the Company incurred approximately $1.2 million in expenses. On June 1, 2021, the Company completed an offering of 17,250,000 shares of Class A common stock, par value $0.001 per share, including the exercise in full by the underwriters of their option to purchase up to 2,250,000 additional shares of Class A common stock, at a public offering price of $43.50 per share. The shares were sold by certain of the Selling Stockholders. The Company did not receive any of the proceeds from the sale of the shares by those Selling Stockholders. In connection with the offering, the Company incurred approximately $1.1 million in expenses b. Summary of Significant Accounting Policies Basis of Presentation The Company operates on a fiscal year ending September 30. The accompanying Consolidated Financial Statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Consolidated Financial Statements include the assets, liabilities and results of operations of the Company and its wholly owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation. Certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year. These reclassifications had no impact on net loss, stockholders’ equity or cash flows as previously reported. The Company’s financial condition and results of operations are being, and are expected to continue to be affected by the current COVID-19 public health pandemic. The economic effects of the COVID-19 pandemic will likely continue to affect demand for the Company’s products in the foreseeable future. Although management has implemented measures to mitigate any impact of the COVID-19 pandemic on the Company’s business, financial condition and results of operations, these measures may not fully mitigate the impact of the COVID-19 pandemic on the Company’s business, financial condition and results of operations. Management cannot predict the degree to, or the period over, which the Company will be affected by the COVID-19 pandemic and resulting governmental and other measures. Use of Estimates 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 reported amounts of revenues and expenses during the reporting period. Significant estimates include revenue recognition, reserves for excess inventory, inventory obsolescence, product warranties, customer rebates, stock-based compensation, litigation, income taxes, contingent consideration, goodwill and intangible asset valuation and accounting for long-lived assets. Management’s estimates and assumptions are evaluated on an ongoing basis and are based on historical experience, current conditions and available information. Actual results may differ from estimated amounts. Estimates are revised as additional information becomes available. Seasonality Although the Company generally has demand for its products throughout the year, its sales have historically experienced some seasonality. The Company has typically experienced higher levels of sales of its residential products in the second fiscal quarter of the year as a result of its “early buy” sales, which encourages dealers to stock its residential products. The Company has generally experienced lower levels of sales of residential products in the first fiscal quarter due to adverse weather conditions in certain markets during the winter season. Although its products can be installed year-round, weather conditions can impact the timing of the sales of certain products. In addition, the Company has experienced higher levels of sales of its bathroom partition products and its locker products during the second half of its fiscal year, which includes the summer months when schools are typically closed and therefore are more likely to undergo remodel activities. Change in Accounting Principle—Revenue Recognition The Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) • Identify the contract with a customer; • Identify the performance obligations in the contract; • Determine the transaction price, which is the total consideration provided by the customer; • Allocate the transaction price among the separate performance obligations within the contract; and • Recognize revenue when the performance obligations are satisfied. On October 1, 2018, the Company early adopted ASC 606, using the modified retrospective method with an adjustment to the opening balance of equity of $0.2 million, due to the cumulative impact of adopting Topic 606. The adoption of ASC 606 did not have a material impact on the Consolidated Financial Statements. The Company sells its products to residential and commercial markets. The Company’s Residential segment principally generates revenue from the manufacture and sale of its premium, low-maintenance composite decking, railing, trim, moulding, pavers products and accessories. The Company’s Commercial segment generates revenue from the sale of its partition and locker systems along with plastic sheeting and other non-fabricated products for special applications in industrial markets. The Company recognizes revenues when control of the promised goods is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods, at a point in time, when shipping occurs. Each product the Company transfers to the customer is considered one performance obligation. The Company has elected to account for shipping and handling costs as activities to fulfill the promise to transfer the goods. As a result of this accounting policy election, the Company does not consider shipping and handling activities as promised services to its customers. Shipping and handling costs billed to customers are recorded in net sales. The Company records all shipping and handling costs as “Cost of sales”. Customer contracts are typically fixed price and short-term in nature. The transaction price is based on the product specifications and is determined at the time of order. The Company does not engage in contracts greater than one year, and therefore does not have any incremental costs capitalized as of September 30, 2021 or September 30, 2020. The Company may offer various sales incentive programs throughout the year. It estimates the amount of sales incentive to allocate to each performance obligation, or product shipped, using the most-likely-amount method of estimation, based on sales to the direct customer or sell-through customer. The estimate is updated each reporting period and any changes are allocated to the performance obligations on the same basis as at inception. Changes in estimate allocated to a previously satisfied performance obligation are recognized as part of net revenue in the period in which the change occurs under the cumulative catch-up method. In addition to sales incentive programs, the Company may offer a payment discount, if payments are received within 30 days. The Company estimates the payment discount that it believes will be taken by the customer based on prior history and using the most-likely-amount method of estimation. The Company believes the most-likely-amount method best predicts the amount of consideration to which it will be entitled. The payment discounts are also reflected as part of net revenue. The total amount of incentives were $92.5 million, $63.1 million and $50.8 million for the years ended September 30, 2021, 2020 and 2019, respectively. The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance. Earnings Per Share Basic net income per common share is computed based on the weighted average number of common shares outstanding. Potentially dilutive shares are included in the diluted per-share calculations using the treasury stock method for the periods in fiscal year 2020 when the effect of their inclusion is dilutive. As the Company did not have shares outstanding prior to its IPO in June 2020, the Company did not have dilutive shares during fiscal year 2019. Refer to Note 15 for additional information. Advertising Costs Advertising costs primarily relate to trade publication advertisements, cooperative advertising, product brochures and samples. Such costs are expensed as incurred and are included in “Selling, general and administrative expenses” within the Consolidated Statements of Comprehensive Income (Loss). Total advertising expenses were approximately $37.8 million Research and Development Costs Research and development costs primarily relate to new product development, product claims support and manufacturing process improvements. Such costs are expensed as incurred and are included in “Selling, general and administrative expenses” within the Consolidated Statements of Comprehensive Income (Loss). Total research and development expenses were approximately $7.4 million, $7.7 million, and $8.0 million, for the years ended September 30, 2021, 2020 and 2019, respectively. Cash and Cash Equivalents The Company considers cash and highly liquid investments with an original maturity of three months or less to be cash and cash equivalents. Cash and cash equivalents are stated at cost, which approximates or equals fair value due to their short-term nature. Concentrations and Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents and trade accounts receivable. As of September 30, 2021, cash and cash equivalents were maintained at major financial institutions in the United States, and current deposits are in excess of insured limits. The Company believes these institutions have sufficient assets and liquidity to conduct their operations in the ordinary course of business with little or no credit risk to the Company. The Company has not experienced any losses in such accounts. Sales to certain Residential segment distributors accounted for 10% Years Ended September 30, 2021 2020 2019 Distributor A 23.3 % 20.3 % 19.8 % At September 30, 2021, three customers accounted for 10% or more of gross trade receivables; Customer A was 10.3%, Customer B was 11.5% and Customer C was 12.7%. At September 30, 2020, three customers accounted for 10% or more of gross trade receivables; Customer A was 13.1%, Customer B was 12.6% and Customer C was 11.9%. For each year ended September 30, 2021, 2020 and 2019, approximately 18%, 10% and 17%, respectively, of the Company’s materials purchases were purchased from its largest supplier. Allowance for losses The Company routinely assesses the financial strength of its customers and believes that its trade receivables credit risk exposure is limited. The allowance for losses is our estimate of credit losses associated with trade receivables balances. An estimate of expected credit losses is recognized as a valuation allowance and adjusted each reporting period. The estimate is based on the current expected credit loss model and is determined by management in the course of regularly evaluating individual customer receivables. This evaluation takes into consideration a customer’s financial condition and credit history, as well as current economic conditions. Amounts are written-off if and when they are determined to be uncollectible. Inventories Inventories (mainly petrochemical resin in raw materials and finished goods), are valued at the lower of cost or net realizable value and are reduced for slow-moving and obsolete inventory. Management assesses the need for, and the amount of, obsolescence write-down based on customer demand of the item, the quantity of the item on hand and the length of time the item has been in inventory. Further, management also considers net realizable value in assessing inventory balances. Inventory costs include those costs directly attributable to products, including all manufacturing overhead but excluding costs to distribute. The inventories cost is recorded at standard cost, which approximates actual cost, on the first-in first-out basis (“FIFO”). Vendor Rebates Certain vendor rebates and incentives are earned by the Company only when specified levels of periodic purchases are achieved. These vendor rebates are recognized based on a systematic and rational allocation of the cash consideration offered in respect of each of the underlying transactions, provided the amounts are probable and reasonably estimable. The Company records the incentives as a reduction in the cost of inventory. The Company records such incentives during interim periods based on actual results achieved on a year-to-date basis and its expectation that purchase levels will be obtained to earn the rebate. Customer Rebates The Company offers rebates to customers based on total amounts purchased by each customer during each calendar year. The Company provides for the estimated cost of rebates at the time revenue is recognized based on rebate program rates and anticipated sales to each customer eligible for rebates and other available information. Management reviews and adjusts these estimates, if necessary, based on the differences between actual experience and historical estimates. Refer to Note 2 for additional information. Product Warranties The Company provides product assurance warranties of various lengths and terms to certain customers based on standard terms and conditions. The Company provides for the estimated cost of warranties at the time revenue is recognized based on management’s judgment, considering such factors as cost per claim, historical experience, anticipated rates of claims, and other available information. Management reviews and adjusts these estimates, if necessary, based on the differences between actual experience and historical estimates. Refer to Note 9 for additional information. Property, Plant and Equipment, Net Property, plant and equipment (“PP&E”) is recorded at cost, net of accumulated depreciation. Major additions and betterments are capitalized while repair and/or maintenance expenses are charged to operations when incurred. Construction in progress is also recorded at cost and includes capitalized interest, if material. Depreciation for financial reporting purposes is computed using the straight-line method over the following estimated useful lives of the assets: Land improvements 10 years Building and improvements 7-40 years Manufacturing equipment 1-15 years Office furniture and equipment 3-12 years Vehicles 5 years Computer equipment 3-7 years Leasehold improvements are recorded at cost and depreciated over the standard life of the type of asset or the remaining life of the lease, whichever is shorter. Equipment held under capital leases is stated at the lower of the fair value of the asset or the net present value of the future minimum lease payments at the inception of the lease. For equipment held under capital leases, depreciation is computed using the straight-line method over the shorter of the estimated useful lives of the leased assets or the related lease term and is included within depreciation expense. PP&E is evaluated for impairment at the asset group level. If a triggering event suggests that a potential impairment has occurred, recoverability of these assets is assessed by evaluating whether or not future estimated undiscounted net cash flows are less than the carrying amount of the assets. If the estimated cash flows are less than the carrying amount, the assets are written down to their fair value through an impairment loss recognized as a non-cash component of “Operating income (loss)” within the Consolidated Statements of Comprehensive Income (Loss). The Company did not record an impairment charge for the years ended September 30, 2020, 2019 or 2018. During the year ended September 30, 2021, the Company recognized a $1.0 million loss on disposal of fixed assets in the ordinary course of business, the loss related to assets in the Residential segment. During the year ended September 30, 2020, the Company recognized a $0.9 million loss on disposal of fixed assets in the ordinary course of business, $1.0 million loss related to assets in the Residential segment and $0.1 million gain related to assets in the Commercial segment. During the year ended September 30, 2019, the Company recognized a $1.5 million loss on disposal of fixed assets, $1.2 million related to corporate assets and $0.3 million related to assets in the Residential segment. These losses are classified as “Loss on disposal of property, plant and equipment” in a separate caption within the Consolidated Statements of Comprehensive Income (Loss) within “Operating income (loss)”. Leases Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The discount rate used to calculate the present value represents our incremental borrowing rate and is calculated based on the treasury yield curve commensurate with the term of each lease, and a spread representative of our borrowing costs. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Leases may be classified as either operating leases or finance leases. We have made an accounting policy election to not include leases with an initial term of 12 months or less on the balance sheet. See Note 9—Leases for additional information. Goodwill The Company accounts for goodwill as the excess of the purchase price over the net amount of identifiable assets acquired and liabilities assumed in a business combination measured at fair value. The Company assigns goodwill to four reporting units based on which reporting unit is expected to benefit from the business combination as of the acquisition date. Goodwill is not subject to amortization; rather, the Company tests goodwill for impairment annually during the fourth fiscal quarter ended September 30 or more frequently if an event occurs or circumstances change in the interim that would more likely than not reduce the fair value of the asset below the carrying amount. The impairment evaluation may begin with a qualitative assessment of the factors that could impact the significant inputs used to estimate fair value to determine if it is more likely than not that the fair value of the reporting unit is less than its carrying amount or the Company may elect to bypass the qualitative assessment and proceed to a quantitative assessment to determine if goodwill is impaired. In quantitative impairment tests, i f the estimated fair value of a reporting unit exceeds the carrying value, the Company considers that goodwill is not impaired. If the carrying value exceeds estimated fair value, there is an impairment of goodwill and an impairment loss is recorded. The Company calculates the impairment loss by comparing the fair value of the reporting unit less the carrying amount, including goodwill. Goodwill impairment would be limited to the carrying value of the goodwill. In performing the quantitative test, the Company measures the fair value of the reporting units to which goodwill is allocated using an income-based approach, a generally accepted valuation methodology, and relevant data available through the testing date. Under the income approach, fair value is determined using a discounted cash flow method, projecting future cash flows of each reporting unit, as well as a terminal value, and discounting such cash flows at a rate of return that reflects the relative risk of the cash flows. The key assumptions and factors used in this approach include, but are not limited to, revenue growth rates and profit margins based on internal Company forecasts, discount rates, perpetuity growth rates, future capital expenditures, and working capital requirements, among others, and a review of comparable market multiples for the industry segment as well as historical operating trends for the Company. The Company completed the annual goodwill impairment tests as of August 1, 2021, using a qualitative assessment for three reporting units and a quantitative assessment for one of the reporting units. The Company completed the annual goodwill impairment tests as of August 1, 2020 and 2019, using a quantitative assessment approach. As a result of these respective annual assessments, the Company noted that the fair value of each reporting unit was determined to be in excess of the carrying value and as such, there were no impairment charges for the years ended September 30, 2021, 2020 and 2019. Refer to Note 6 for additional information. Intangible Assets, Net Amortizable intangible assets include proprietary knowledge, trademarks, customer relationships and other intangible assets. The Company does not have any indefinite lived intangible assets other than goodwill. The intangible assets are being amortized on an accelerated basis using the sum of the years’ digits method over their estimated useful lives, which range from 3 to 20 years, reflecting the pattern in which the economic benefits are consumed or otherwise used up. The Company evaluates whether events or circumstances have occurred that warrant a revision to the remaining useful lives of intangible assets. In cases where a revision is deemed appropriate, the remaining carrying amounts of the intangible assets are amortized over the revised remaining useful lives. The Company evaluates amortizable intangible assets for potential impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be fully recoverable. If a triggering event suggests that a potential impairment has occurred, recoverability of these assets is assessed by evaluating the probability that future estimated undiscounted net cash flows will be less than the carrying amount of the long-lived assets. If the estimated cash flows are less than the carrying amount of the long-lived assets, the assets are written down to their fair value through an impairment loss recognized as a non-cash component of “Operating income (loss)”. The Company did not record an impairment charge for the years ended September 30, 2021, 2020 and 2019. Refer to Note 6 for additional information. Deferred Financing Costs, Net The Company has recorded deferred financing costs incurred in conjunction with its debt obligations. The Company amortizes debt issuance costs over the remaining life of the related debt using the straight-line method for the Revolving Credit Facility and the effective interest method for other debt. Deferred financing costs, net of accumulated amortization, are presented as “Other assets” (non-current) in the Consolidated Balance Sheets, insofar as they relate to the Revolving Credit Facility. Deferred financing costs related to the Term Loan Agreement and the Senior Notes are recorded as a reduction of “Long-term debt – less current portion” in the Consolidated Balance Sheets. Refer to Note 8 for additional information. Stock-Based Compensation The Company determines the expense for all employee stock-based compensation awards by estimating their fair value and recognizing such value as an expense, on a straight-line, ratable or cliff basis, depending on the award, in the Consolidated Financial Statements over the requisite service period in which employees earn the awards. The Company estimates the fair value of performance-based awards granted to employees using the Monte Carlo pricing model and for service-based awards granted to employees using the Black Scholes pricing model. The fair value of performance-based awards that are expected to vest is recognized as compensation expense on a straight-line basis over the requisite service period. The fair value of service-based awards that are expected to vest is recognized as compensation expense on either (1) straight-line basis, (2) a ratable vesting basis or (3) a cliff vesting basis. The Company accounts for forfeitures as they occur. To determine the fair value of a stock-based award using the Monte Carlo and Black Scholes models, the Company makes assumptions regarding the risk-free interest rate, expected future volatility, expected dividend yield and performance period. The risk-free rate is based on the U.S. treasury yield curve in effect at the time of grant. The Company estimates the expected volatility of the share price by reviewing the estimated post-IPO volatility levels of its common stock in conjunction with the historical volatility levels of public companies that operate in similar industries or are similar in terms of stage of development or size and then projecting this information toward its future expected volatility. The Company exercises judgment in selecting these companies, as well as in evaluating the available historical and implied volatility for these companies. Dividend yield is determined based on the Company’s future plans to pay dividends. The Company calculates the performance period based on the specific market condition to be achieved and derived from estimates of future performance. The Company calculates the expected term in years for each stock option using a simplified method based on the average of each option’s vesting term and original contractual term. The simplified method is used due to the lack of sufficient historical data available to provide a reasonable basis upon which to estimate the expected term of each stock option. Concurrently with the closing of the IPO, the Company granted to certain of its directors, officers and employees restricted stock awards, restricted stock units and stock options, each of which vest upon the satisfaction of a service condition or a performance condition. Refer to Note 13 for additional information. Estimated Fair Value of Financial Instruments The carrying amounts for the Company’s financial instruments classified as current assets and liabilities, including cash and cash equivalents, trade accounts receivable and accrued expenses and accounts payable, approximate fair value due to their short maturities. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability Refer to Note 10 for additional information. Income Taxes Income taxes are provided on income reported for financial statement purposes, adjusted for permanent differences between financial statement reporting and income tax regulations. A valuation allowance is established whenever management believes that it is more likely than not that deferred tax assets may not be realizable. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income |
Revenue
Revenue | 12 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 2. REVENUE The Company sells its products to residential and commercial markets. The Company’s Residential segment principally generates revenue from the manufacture and sale of its premium, low-maintenance composite decking, railing, trim, moulding, pavers products and accessories. The Company’s Commercial segment generates revenue from the sale of its partition and locker systems along with plastic sheeting and other non-fabricated products for special applications in industrial markets. The Company recognizes revenues when control of the promised goods is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods, at a point in time, when shipping occurs. Each product the Company transfers to the customer is considered one performance obligation. The Company has elected to account for shipping and handling costs as activities to fulfill the promise to transfer the goods. As a result of this accounting policy election, the Company does not consider shipping and handling activities as promised services to its customers. Customer contracts are typically fixed price and short-term in nature. The transaction price is based on the product specifications and is determined at the time of order. The Company may offer various sales incentive programs throughout the year. It estimates the amount of sales incentive to allocate to each performance obligation, or product shipped, using the most-likely-amount method of estimation, based on sales to the direct customer or sell-through customer. The estimate is updated each reporting period and any changes are allocated to the performance obligations on the same basis as at inception. Changes in estimate allocated to a previously satisfied performance obligation are recognized as part of net revenue in the period in which the change occurs under the cumulative catch-up method. In addition to sales incentive programs, the Company may offer a payment discount, if payments are received within thirty days. The Company estimates the payment discount that it believes will be taken by the customer based on prior history and using the most-likely-amount method of estimation. The Company believes the most-likely-amount method best predicts the amount of consideration to which it will be entitled. The payment discounts are also reflected as part of net revenue. The Company also engages in customer rebates, which are recorded in “Net sales” in the Consolidated Statements of Comprehensive Income (Loss) and in “Accrued rebates” and “Trade receivables” in the Consolidated Balance Sheets. The Company recorded accrued rebates of $44.3 million, $30.4 million and $22.7 million as of September 30, 2021, 2020 and 2019, respectively, and contra trade receivables of $3.3 million, $2.3 million and $2.1 million as of September 30, 2021, 2020 and 2019, respectively. The rebate activity was as follows (in thousands). As of September 30, 2021 2020 2019 Beginning balance $ 32,679 $ 24,858 $ 21,914 Rebate expense 76,763 54,083 50,847 Rebate payments (61,794 ) (46,262 ) (47,903 ) Ending balance $ 47,648 $ 32,679 $ 24,858 The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance. |
Inventories
Inventories | 12 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | 3. INVENTORIES Inventories are valued at the lower of cost or net realizable value, and are reduced for slow-moving and obsolete inventory. The inventories cost is recorded at standard cost, which approximates actual cost, on a first-in first-out (“FIFO”) basis. Inventories consisted of the following (in thousands): As of September 30, 2021 2020 Raw materials $ 46,046 $ 33,850 Work in process 27,278 19,935 Finished goods 115,564 76,285 Total inventories $ 188,888 $ 130,070 . |
Property, Plant and Equipment -
Property, Plant and Equipment - Net | 12 Months Ended |
Sep. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment - Net | 4. PROPERTY, PLANT AND EQUIPMENT — NET Property, plant and equipment — net consisted of the following (in thousands): As of September 30, 2021 2020 Land and improvements $ 2,812 $ 2,758 Buildings and improvements 73,227 71,059 Capital lease – building — 2,021 Capital lease – manufacturing equipment — 1,026 Capital lease – vehicles — 3,782 Manufacturing equipment 405,611 306,036 Computer equipment 23,915 24,927 Furnitures and fixtures 6,018 5,689 Vehicles 604 465 Total property, plant and equipment 512,187 417,763 Construction in progress 129,886 54,412 642,073 472,175 Accumulated depreciation (251,061 ) (210,401 ) Total property, plant and equipment – net $ 391,012 $ 261,774 The Company is considered the owner, for accounting purposes only, of leased office space, as it had taken on certain risks of construction build cost overages above normal tenant improvement allowances. Accordingly, the estimated fair value of the leased property was $9.2 million as of September 30, 2020. The corresponding lease financing obligation was $7.9 million as of September 30, 2020. Upon adoption of ASC 842, the Company derecognized build-to-suit assets and liabilities. Refer to Note 1 - Description of Business and Summary of Significant Accounting Policies for further information. Depreciation expense was approximately $50.6 million, $44.6 million and $33.7 million in the years ended September 30, 2021, 2020 and 2019, respectively. During the years ended September 30, 2021 and 2020, $2.2 million and $1.3 million of interest was capitalized, respectively. Accumulated amortization for assets under capital leases was $4.0 million as of September 30, 2020. Accumulated amortization for the assets under the build-to-suit lease was $0.5 million as of September 30, 2020. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets - Net | 12 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets - Net | 5. GOODWILL AND INTANGIBLE ASSETS — NET Goodwill Goodwill consisted of the following (in thousands): Residential Commercial Total Goodwill as of September 30, 2020 $ 911,001 $ 40,389 $ 951,390 Acquisitions — — — Goodwill as of September 30, 2021 $ 911,001 $ 40,389 $ 951,390 Accumulated impairment losses as of September 30, 2020 — 32,200 32,200 Accumulated impairment losses as of September 30, 2021 $ — $ 32,200 $ 32,200 Intangible assets, net The Company does not have any indefinite lived intangible assets other than goodwill as of September 30, 2021 and 2020. Finite-lived intangible assets consisted of the following (in thousands): As of September 30, 2021 Lives in Years Gross Carrying Value Accumulated Amortization Net Carrying Value Propriety knowledge 10 — 15 $ 289,300 $ (216,283 ) $ 73,017 Trademarks 5 — 20 223,840 (139,631 ) 84,209 Customer relationships 15 — 19 146,670 (64,412 ) 82,258 Patents 10 7,000 (4,105 ) 2,895 Other intangible assets 3 — 15 4,076 (3,883 ) 193 Total intangible assets $ 670,886 $ (428,314 ) $ 242,572 As of September 30, 2020 Lives in Years Gross Carrying Value Accumulated Amortization Net Carrying Value Propriety knowledge 10 — 15 $ 289,300 $ (195,303 ) $ 93,997 Trademarks 5 — 20 223,840 (124,521 ) 99,319 Customer relationships 15 — 19 146,670 (52,119 ) 94,551 Patents 10 7,000 (3,182 ) 3,818 Other intangible assets 3 — 15 4,076 (3,387 ) 689 Total intangible assets $ 670,886 $ (378,512 ) $ 292,374 Amortization expense was approximately $49.8 million, $55.1 million and $60.2 million for the years September 30, 2021, 2020 and 2019, respectively. As of September 30, 2021, the remaining weighted average amortization period for acquired intangible assets was 12.2 years. Amortization expense relating to these amortizable intangible assets as of September 30, 2021, is expected to be as follows (in thousands): 2022 $ 44,347 2023 39,219 2024 34,227 2025 29,281 2026 24,334 Thereafter 71,164 Total $ 242,572 |
Composition of Certain Balance
Composition of Certain Balance Sheet Accounts | 12 Months Ended |
Sep. 30, 2021 | |
Composition Of Certain Balance Sheet Accounts Disclosure [Abstract] | |
Composition of Certain Balance Sheet Accounts | 6. COMPOSITION OF CERTAIN BALANCE SHEET ACCOUNTS Allowance for Losses Allowance for losses consisted of the following (in thousands): As of September 30, 2021 2020 2019 Beginning balance $ 1,332 $ 904 $ 1,230 Provision 342 512 383 Bad debt write-offs (565 ) (119 ) (709 ) Acquisitions — 35 — Ending balance $ 1,109 $ 1,332 $ 904 Accrued Expenses and Other Liabilities Accrued expenses consisted of the following (in thousands): As of September 30, 2021 2020 Employee related liabilities $ 32,996 $ 26,554 Freight 2,292 5,530 Professional fees 2,296 4,249 Marketing 3,421 3,343 Warranty 2,992 2,921 Construction in progress 4,068 1,303 Capital lease — 969 Lease liability operating 3,906 — Lease liability finance 71 — Other 4,480 5,647 Total accrued expenses and other current liabilities $ 56,522 $ 50,516 |
Debt
Debt | 12 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 7. DEBT Debt consisted of the following (in thousands): As of September 30, 2021 2020 Term Loan due May 5, 2024 — LIBOR + 2.50% (3.25% at September 30, 2021) and LIBOR + 3.75% (4.75% at September 30, 2020), $ 467,654 $ 467,654 Revolving Credit Facility through March 31, 2026 - LIBOR + 1.25% at September 30, 2021 and LIBOR +2.00% at September 30, 2020 — — 2021 Senior Notes due October 1, 2021 — Fixed at 8% — — Total 467,654 467,654 Less unamortized deferred financing fees (2,625 ) (4,165 ) Less unamortized original issue discount (314 ) (507 ) Less current portion — — Long-term debt — less current portion and unamortized financing fees $ 464,715 $ 462,982 As of September 30, 2021, the Company scheduled fiscal year debt payment on the Term Loan Agreement as $467.7 million in the year 2024. No other debt payments are due by the Company in any other fiscal year. Term Loan Agreement The term loan agreement, as amended and restated from time to time (the “Term Loan Agreement”), is a first lien term loan originally entered into on September 30, 2013 by the Company’s wholly-owned subsidiary, CPG International LLC (as successor-in-interest to CPG Merger Sub LLC), as the initial borrower with a syndicate of lenders party thereto. As of September 30, 2021 and September 30, 2020, CPG International LLC had $467.7 million outstanding under the Term Loan Agreement. The Term Loan Agreement matures on May 5, 2024. The obligations under the Term Loan Agreement are secured by a first priority security interest in the membership interests of CPG International LLC owned by the Company and substantially all of the present and future assets of the borrowers and guarantors named therein including equity interests of their domestic subsidiaries, subject to certain exceptions, (the “Term Loan Priority Collateral”) and a second priority lien on current assets. The obligations under the Term Loan Agreement are guaranteed by the Company and the wholly owned domestic subsidiaries of CPG International LLC other than certain immaterial subsidiaries and other excluded subsidiaries. On February 2, 2021, the Company entered into an amendment to the Term Loan Agreement. The amendment effected through reducing (i) the ABR floor by 25 basis points from 2.0% to 1.75%, (ii) the Adjusted LIBOR Rate floor by 25 basis points from 1.0% to 0.75% and (iii) the Applicable Margin with respect to any Effective Date Term Loans, by up to 125 basis points from 3.75% to 2.50% in the case of any Eurocurrency Loan and by up to 125 basis points from 2.75% to 1.50% in the case of any ABR Loan. The Applicable Margin may be reduced by a further 25 basis points in respect of both Eurocurrency Loans and ABR Loans during any period that the Borrower maintains specified public corporate family ratings. Following the amendment, the Term Loan Agreement provides for interest on outstanding principal thereunder at a fluctuating rate, at CPG International LLC’s option, for (i) alternative base rate (“ABR”) borrowings, the highest of (a) the Federal Funds Rate as of such day plus 50 basis points, (b) the prime commercial lending rate announced as of such day by the Administrative Agent as defined in the Term Loan Agreement, as the “prime rate” as in effect on such day and (c) the LIBOR as of such day for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, provided that in no event shall the ABR be less than 175 basis points, plus the applicable margin of 150 basis points per annum; or (ii) for Eurocurrency borrowings, the highest of (a) the LIBOR in effect for such interest period divided by one, minus the statutory reserves applicable to such Eurocurrency borrowing, if any, and (b) 75 basis points, plus the applicable margin of 250 basis points per annum. In connection with the February 2, 2021 amendment, the Company recognized $0.6 million in interest expense in the year ended September 30, 2021 related to the write-off of unamortized debt discount and debt issuance costs. The Company incurred $0.1 million in lender fees which, together with $3.6 million in remaining unamortized debt discount and debt issuance costs, have been recorded as a reduction of long-term debt and are being amortized over the remaining contractual life of the Term Loan Agreement using the effective interest method. In addition, the Company also incurred $0.9 million in various third-party fees and expenses related to the amendment to the Term Loan Agreement, which were recorded to interest expense in the year ended September 30, 2021. As of September 30, 2021, and September 30, 2020, unamortized deferred financing fees related to the Term Loan Agreement were $2.6 million and $4.2 million, respectively. The Term Loan Agreement may be voluntarily prepaid in whole, or in part, in each case without premium or penalty (other than the Prepayment Premium (as defined in the Term Loan Agreement), if applicable), subject to certain customary conditions. The Term Loan Agreement requires mandatory prepayments of the term loans thereunder from certain debt issuances, certain asset dispositions (subject to certain reinvestment rights) and a percentage of excess cash flow (subject to step-downs upon CPG International LLC achieving certain leverage ratios). At September 30, 2021, no excess cash flow payment was required based on the current leverage ratio. CPG International LLC is required to repay the outstanding principal amount under the Term Loan Agreement in quarterly installments equal to 0.25253% of the aggregate principal amount under the Term Loan Agreement outstanding on the amendment date of June 18, 2018 and such quarterly payments may be reduced as a result of prepayments. Based on prepayments of $337.7 million made during the year ended September 30, 2020 with the IPO proceeds, CPG International LLC has prepaid all of the quarterly principal payments through maturity. The Company’s next scheduled principal payment on the term loan is due in fiscal year 2024. The Term Loan Agreement restricts payments of dividends unless certain conditions are met, as defined in the Term Loan Agreement. Revolving Credit Facility CPG International LLC has also entered into a revolving credit facility, as amended and restated from time to time (the “Revolving Credit Facility”), with certain of our direct and indirect subsidiaries and certain lenders party thereto. The Revolving Credit Facility provides for maximum aggregate borrowings of up to $150.0 million, subject to an asset-based borrowing base. The borrowing base is limited to a set percentage of eligible accounts receivable and inventory, less reserves that may be established by the administrative agent and the collateral agent in the exercise of their reasonable credit judgment. CPG International LLC had no outstanding borrowings under the Revolving Credit Facility as of September 30, 2021 and September 30, 2020. In addition, CPG International LLC had $3.3 million and $6.8 million of outstanding letters of credit held against the Revolving Credit Facility as of September 30, 2021 and September 30, 2020, respectively. CPG International LLC had approximately $146.7 million available under the borrowing base for future borrowings as of September 30, 2021. CPG International LLC also has the option to increase the commitments under the Revolving Credit Facility by up to $100.0 million, subject to certain conditions. On March 31, 2021, CPG International LLC amended the Revolving Credit Facility, resulting in a repricing and extension thereof. Pursuant to such amendment, the interest rate has been reduced by 25 basis points to (i) for ABR borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the LIBOR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points, based on average historical availability, or (ii) for Eurocurrency borrowings, adjusted LIBOR plus a spread of 125 to 175 basis points, based on average historical availability. The maturity date for the Revolving Credit Facility was extended from May 9, 2022 to the earlier of March 31, 2026 and the date that is 91 days prior to the maturity of the Term Loan Agreement or any permitted refinancing thereof. In connection with the March 31, 2021 amendment, the Company recognized $0.1 million in interest expense in the year ended September 30, 2021 related to the write-off of unamortized debt issuance costs. The Company incurred $0.9 million in lender and third-party fees which, together with $0.5 million in remaining unamortized debt issuance costs, have been recorded as other assets and are being amortized over the remaining contractual life of the facility on a straight-line basis. A “commitment fee” accrues on any unused portion of the commitments under the Revolving Credit Facility during the preceding three calendar month period. If the average daily used percentage is greater than 50%, the commitment fee equals 25 basis points, and if the average daily used percentage is less than or equal to 50%, the commitment fee equals 37.5 basis points. The commitment fees were $0.6 million, $0.5 million and $0.5 million for the years ended September 30, 2021, 2020 and 2019, respectively. The obligations under the Revolving Credit Facility are guaranteed by the Company and its wholly owned domestic subsidiaries other than certain immaterial subsidiaries and other excluded subsidiaries. The obligations under the Revolving Credit Facility are secured by a first priority security interest in substantially all of the accounts receivable, inventory, deposit accounts, securities accounts and cash assets of the Company, CPG International LLC and the subsidiaries of CPG International LLC that are guarantors under the Revolving Credit Facility, and the proceeds thereof (subject to certain exceptions) (the “Revolver Priority Collateral”), plus a second priority security interest in all of the Term Loan Priority Collateral. The Revolving Credit Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty. CPG International LLC is also required to make mandatory prepayments (i) when aggregate borrowings exceed commitments or the applicable borrowing base and (ii) during “cash dominion,” which occurs if (a) the availability under the Revolving Credit Facility is less than the greater of (i) $12.5 million and (ii) 10% of the lesser of (x) $150.0 million and (y) the borrowing base, for five consecutive business days or (b) certain events of default have occurred and are continuing. The Revolving Credit Facility contains affirmative covenants that are customary for financings of this type, including allowing the Revolver Administrative Agent to perform periodic field exams and appraisals to evaluate the borrowing base. The Revolving Credit Facility contains various negative covenants, including limitations on, subject to certain exceptions, the incurrence of indebtedness, the incurrence of liens, dispositions, investments, acquisitions, restricted payments, transactions with affiliates, as well as other negative covenants customary for financings of this type. The Revolving Credit Facility also includes a financial maintenance covenant, applicable only when the excess availability is less than the greater of (i) 10% of the lesser of the aggregate commitments under the Revolving Credit Facility and the borrowing base, and (ii) $12.5 million. In such circumstances, CPG International LLC would be required to maintain a minimum fixed charge coverage ratio (as defined in the Revolving Credit Facility) for the trailing four quarters equal to at least 1.0 to 1.0; subject to CPG International LLC’s ability to make an equity cure (no more than twice in any four quarter period and up to five times over the life of the facility). As of September 30, 2021, CPG International LLC was in compliance with the financial and nonfinancial covenants imposed by the Revolving Credit Facility. The Revolving Credit Facility also includes customary events of default, including the occurrence of a change of control. 2021 Senior Notes The 2021 Senior Notes were issued on September 30, 2013, in an aggregate principal amount of $315.0 million, and had a maturity of October 1, 2021. The 2021 Senior Notes bore interest at the rate of 8.000% per annum payable in cash semi-annually in arrears on April 1 and October 1 of each year (computed based on a 360-day year of twelve 30-day months). The obligations under the 2021 Senior Notes were guaranteed by CPG International LLC and those of its subsidiaries that also guarantee the Revolving Credit Facility and the Term Loan Agreement. The redemption price of the 2021 Senior Notes (expressed as percentages of the principal amount to be redeemed) declined to the par value of the 2021 Senior Notes, plus accrued and unpaid interest based on the schedule below. The 2021 Senior Notes were redeemable in whole or in part, at any time after October 1, 2016 at the following redemption prices, if redeemed during the 12-month period beginning on October 1 of the years indicated below: 2016 106.0 % 2017 104.0 % 2018 102.0 % 2019 and thereafter 100.0 % The indenture relating to the 2021 Senior Notes contained negative covenants that are customary for financings of this type. The indenture did not contain any financial maintenance covenants. As of September 30, 2020, CPG International LLC was in compliance with the negative covenants imposed by the 2021 Senior Notes and the indenture. In connection with the 2025 Senior Notes offering, the Company issued a redemption notice on May 7, 2020 for the full $315.0 million of outstanding 2021 Senior Notes, which were redeemed on June 8, 2020. The Company also paid $4.6 million in accrued interest and recognized a $1.9 million loss on the extinguishment in the “Loss on the extinguishment of debt” within the Consolidated Statements of Comprehensive Income (Loss). As of September 30, 2019, the unamortized deferred financing fees related to the 2021 Senior Notes consisted of $2.8 million. 2025 Senior Notes On May 12, 2020, the Company issued $350.0 million of 9.500% 2025 Senior Notes with a maturity of May 15, 2025, and interest was payable on May 15 and November 15 of each year. The Company had the option to redeem all or a portion of the 2025 Senior Notes at any time on or after May 15, 2022 at certain redemption prices, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, before May 15, 2022, the Company had the option to (i) redeem up to 40% of the aggregate principal amount of the 2025 Senior Notes with the net cash proceeds of certain equity offerings at a redemption price equal to 107.125% of the principal amount of the 2025 Senior Notes redeemed, (ii) redeem (x) up to 40% of the aggregate principal amount of the 2025 Senior Notes or (y) all of the 2025 Senior Notes with the proceeds from a Qualified IPO at a redemption price equal to 107.125% of the principal amount of the 2025 Senior Notes redeemed or (iii) redeem some or all of the 2025 Senior Notes at a price equal to 100% of the principal amount plus a “make-whole” premium, in the case of each of (i), (ii) and (iii), plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The 2025 Senior Notes were redeemable in whole or in part, at any time after May 15, 2022 at the following redemption prices, plus accrued and unpaid interest, if redeemed during the 12-month period beginning on May 15 of the years indicated below: 2022 104.750 % 2023 102.375 % 2024 and thereafter 100.000 % On June 8, 2020, the Company used the proceeds of the $350.0 million 2025 Senior Notes offering to redeem the 2021 Senior Notes in full and to repay $15.0 million of the outstanding principal amount under the Revolving Credit Facility, and other general corporate purposes. On June 16, 2020, the Company used part of its net proceeds from the IPO to redeem $350.0 million in aggregate principal of the outstanding 2025 Senior Notes, paid $3.9 million in accrued interest and recognized a $35.7 million loss on the extinguishment in the “Loss on extinguishment of debt” within the Consolidated Statements of Comprehensive Income (Loss). Interest expense consisted of the following (in thousands): Years Ended September 30, 2021 2020 2019 Interest expense Term Loan Agreement $ 17,826 $ 41,261 $ 52,504 2021 Senior Notes — 17,150 25,200 2025 Senior Notes — 3,879 — Revolving Credit Facility 629 1,654 904 Other 828 1,530 1,506 Amortization Debt issue costs Term Loan Agreement 2,497 4,910 1,980 2021 Senior Notes — 880 1,407 2025 Senior Notes — 180 — Revolving Credit Facility 495 426 358 Original issue discounts 193 597 241 Less capitalized interest (2,157 ) (1,288 ) (895 ) Interest expense $ 20,311 $ 71,179 $ 83,205 Refer to Note 10 for information pertaining to the fair value of the Company’s debt as of September 30, 2021 and 2020. |
Product Warranties
Product Warranties | 12 Months Ended |
Sep. 30, 2021 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | 8. PRODUCT WARRANTIES The Company provides product assurance warranties of various lengths ranging from 5 years to lifetime for limited coverage for a variety of material and workmanship defects based on standard terms and conditions between the Company and its customers. Warranty coverage depends on the product involved. The warranty reserve activity was as follows (in thousands): As of September 30, 2021 2020 Beginning balance $ 10,913 $ 11,133 Adjustments to reserve 4,878 2,710 Warranty claims payment (3,120 ) (3,159 ) Accretion — purchase accounting valuation 28 229 Ending balance 12,699 10,913 Current portion of accrued warranty (2,992 ) (2,921 ) Accrued warranty — less current portion $ 9,707 $ 7,992 |
Leases
Leases | 12 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | 9. LEASES As discussed in Note 1, On October 1, 2020, the Company adopted ASU 2016-02, "Leases (Topic 842)," and the related amendments (collectively "ASC 842"). The optional transition method of adoption was used, in which the cumulative effect of initially applying the new standard to existing leases was $12.4 million to record the operating lease right-of-use assets and the related liabilities as of October 1, 2020. Under this method of adoption, the comparative information in the Consolidated Financial Statements has not been revised and continues to be reported under the previously applicable lease accounting guidance (ASC 840). Upon adoption of the new leasing standard, the Company reassessed the build-to-suit leases and derecognized $5.5 million in assets and $7.9 million in corresponding financing liabilities. At September 30, 2021, these leases are included within the $12.4 million of operating lease right-of-use assets and related liabilities. At September 30, 2020, leases classified as capital leases under ASC 840 of $2.8 million were included in Property, plant and equipment, net. At September 30, 2021, finance leases, which were previously classified as capital leases under ASC 840, are now included in Other assets. The adoption did not affect the balance sheet classification of the capital lease obligations (known as finance lease liabilities effective October 1, 2020). The Company leases vehicles, machinery, manufacturing facilities, office space, land, and equipment under both operating and finance leases. We sublease excess office real estate to a third-party tenant. The Company determines if an arrangement is a lease at inception. A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. As of September 30, 2021, amounts associated with leases are included in Other assets, Accrued expense and other liabilities and Other non-current liabilities in our consolidated balance sheet. For leases with initial terms greater than 12 months, the Company considers these right-of-use assets and records the related asset and obligation at the present value of lease payments over the term. For leases with initial terms equal to or less than 12 months, we do not consider them as right-of-use assets and instead consider them short-term lease costs that are recognized on a straight-line basis over the lease term. Our leases may include escalation clauses, renewal options and/or termination options that are factored into our determination of lease term and lease payments when its reasonably certain the option will be exercised. Renewal options range from 1 year to 20 years. For the Boise facility lease, the renewal options were included in the determination of lease term resulting in a finance lease classification. The options to extend or terminate a lease are at our discretion the lease payments based on information available at lease commencement because the implicit rate of the lease is generally not known. Our lease agreements do not contain any material residual value guarantees. Lease assets and lease liabilities as of September 30, 2021 were as follows: Leases Classification on Balance Sheet As of September 30, 2021 Assets ROU operating lease assets Other assets 19,431 Finance lease assets Other assets 49,084 Total lease assets 68,515 Liabilities Current Operating Accrued expenses and other liabilities 3,906 Finance Accrued expenses and other liabilities 71 Non-Current Operating Other non-current liabilities 18,585 Finance Other non-current liabilities 50,590 Total lease liabilities 73,152 The components of lease expense for the year ended September 30, 2021 were as follows: (in thousands) Year ended September 30, 2021 Operating lease expense $ 4,007 Finance lease amortization of assets 1,191 Finance lease interest on lease liabilities 827 Short term 133 Sublease income (428 ) Total lease expense $ 5,730 The tables below present supplemental information related to leases as of September 30, 2021: Cash paid for amounts included in the measurement of lease liabilities: Year ended September 30, 2021 Operating leases - Operating cash flows $ 4,096 Finance leases - Operating cash flows 827 Finance leases - financing cash flows 1,921 Leased assets obtained in exchange for operating lease liabilities 10,239 Leased assets obtained in exchange for finance lease liabilities 47,578 Weighted-average remaining lease term (years) As of September 30, 2021 Operating leases 7.8 Finance leases 32.2 Weighted-average discount rate As of September 30, 2021 Operating leases 4.3 % Finance leases 6.5 % Maturities of Lease Liabilities The table below reconciles the undiscounted cash flows for each of the first five years and the total of the remaining years to the finance lease liabilities and operating lease liabilities recorded on the balance sheet as of September 30, 2021: As of September 30, 2021 (in thousands) Operating Leases Finance Leases Total 2022 $ 4,767 $ 3,266 $ 8,033 2023 4,489 4,087 8,576 2024 3,665 3,765 7,430 2025 2,993 3,553 6,546 2026 1,805 3,422 5,227 Thereafter 9,277 98,796 108,073 Total lease payments 26,996 116,889 143,885 Less: Interest (4,505 ) (66,228 ) (70,733 ) Present Value of lease liability $ 22,491 $ 50,661 $ 73,152 Information Presented in 2020 Form 10-K under ASC 840 As presented in our 2020 Form 10-K, the minimum future rental commitments under ASC 840 for non-cancelable operating leases with initial maturities greater than one year, payable over the remaining lives of the leases as of September 30, 2020 were: in thousands As of September 30, 2020 Capital Financing Operating 2021 $ 1,635 $ 776 $ 2,646 2022 1,522 787 2,555 2023 1,118 806 2,355 2024 735 826 1,974 2025 598 846 1,569 Thereafter 2,191 3,823 3,397 Total Payments $ 7,799 $ 7,864 $ 14,496 Less amount representing interest (3,843 ) Present value of minimum capital lease payments $ 3,956 Total rent expense was approximately $1.6 million and $1.3 million for the years ended September 30, 2020 and 2019, respectively. The future minimum sublease income under a noncancelable sublease was $0.9 million at September 30, 2020. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 10. FAIR VALUE OF FINANCIAL INSTRUMENTS The Company measures and records in its consolidated financial statements certain assets and liabilities at fair value. ASC Topic 820, Fair Value Measurement and Disclosures • Level 1—Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market. • Level 2—Assets and liabilities whose values are based on inputs other than those included in Level 1, including quoted market prices in markets that are not active; quoted prices of assets or liabilities with similar attributes in active markets; or valuation models whose inputs are observable or unobservable but corroborated by market data. • Level 3—Assets and liabilities whose values are based on valuation models or pricing techniques that utilize unobservable inputs that are significant to the overall fair value measurement. Certain assets are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). Financial instruments with a fair value that approximates carrying value— The carrying amounts of cash and cash equivalents, trade receivables and payables, as well as financial instruments included in other current assets and other current liabilities, approximate fair values because of their short-term maturities. Financial instruments with a fair value different from carrying value— The Company has, where appropriate, estimated the fair value of financial instruments for which the amortized cost carrying value may be significantly different than the fair value. As of September 30, 2021 and 2020, these instruments include outstanding debt. As described in Note 8 Debt, the Company records debt at amortized cost. The carrying values and the estimated fair values of the debt financial instruments (Level 2 measurements) consisted of the following (in thousands): As of September 30, 2021 2020 Principle Outstanding Estimated Fair Value Principle Outstanding Estimated Fair Value Term Loan Agreement due May 5, 2024 $ 467,654 $ 467,420 $ 467,654 $ 465,690 The fair values of the debt instrument was determined using trading prices between qualified institutional buyers; therefore, are classified as Level 2. In connection with the acquisition of WES, LLC and Ultralox Technology, LLC (together, “Ultralox”) on December 20, 2017, the Company provided a contingent payment to the employees of Ultralox. The contingent payment was based on achievement of a minimum EBITDA amount and a multiple of EBITDA, for EBITDA exceeding a higher threshold for calendar year 2018. Based on the formula, the potential minimum of the contingent payment was zero and the potential maximum was $30.0 million. During the year ended September 30, 2019, the Company paid the former owners of Ultralox $2.0 million as partial settlement of the original contingent liability. At the acquisition date, the fair value was estimated to be $5.3 million. Of the fair value, $2.8 million is accounted for as contingent consideration in conjunction with the acquisition related to the non-employee owners, and the remaining $2.5 million (which was subsequently adjusted downward to $0.9 million due to changes in the estimated fair value of the contingent payment) was recognized as compensation expense from date of acquisition through June 30, 2018 related to the employee owners, who forfeit their share of the contingent payment if not employed through that date. The contingent payment made was based on achievement of a minimum EBITDA amount and a multiple of EBITDA, for EBITDA exceeding a higher threshold for calendar 2018. The Company classified the contingent liability as Level 3, due to the lack of observable inputs. Significant assumptions made by the Company included a central estimate of EBITDA and EBITDA volatility of 39%. Changes in assumptions could have an impact on the payout of the contingent consideration payout amount. During the year ended September 30, 2019, the Company amended the earnout agreement to include two additional payments totaling $3.4 million to the former owners of Ultralox that are contingent upon the employee owners continued employment through December 31, 2018 and 2019. These additional earnout payments were recognized as compensation expense over the required employment periods, because they are contingent upon future service from the date of the amendment. During the year ended September 30, 2020, the Company paid the remaining $1.7 million as settlement of the amended earnout agreement. The following table provides a roll-forward of the aggregate fair value of the contingent consideration and compensation expense categorized as Level 3 (in thousands). Years Ended September 30, 2020 2019 Beginning balance $ 1,303 $ 1,900 Change in fair value of contingent consideration — 53 Less contingent payments (1,675 ) (3,675 ) Compensation expense recognized 372 3,025 Ending balance $ — $ 1,303 For the year ended September 30, 2019, |
Segments
Segments | 12 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segments | 11. SEGMENTS Operating segments for the Company are determined based on information used by the chief operating decision maker (“CODM”) in deciding how to evaluate performance and allocate resources to each of the segments. The CODM reviews Adjusted EBITDA and Adjusted EBITDA Margin as the key segment measures of performance. Adjusted EBITDA is defined as segment operating income (loss) plus depreciation and amortization, adjusted by adding thereto or subtracting therefrom stock-based compensation costs, business transformation costs, acquisition costs, capital structure transaction costs, and certain other costs. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by net sales. The Company has two reportable segments, Residential and Commercial. The reportable segments were determined primarily based on products and end markets as follows: • Residential—The Residential segment manufactures and distributes decking, railing, trim and accessories through a national network of dealers and distributors and multiple home improvement retailers providing extensive geographic coverage and enabling the Company to effectively serve contractors. The additions of Ultralox and Versatex are complementary to the Residential segment railing and trim businesses, respectively. The recent addition of Return Polymers provides a full-service recycled PVC material processing, sourcing, logistical support, and scrap management programs. This segment is impacted by trends in and the strength of home repair and remodel activity. • Commercial—The Commercial segment manufactures, fabricates and distributes resin based extruded sheeting products for a variety of commercial and industrial applications through a widespread distribution network as well as directly to original equipment manufacturers. This segment includes Scranton Products which manufactures lockers and partitions and Vycom which manufactures resin based sheeting products. This segment is impacted by trends in and the strength of the new construction sector. The accounting policies of the operating segments are the same as those described in Note 1, “Summary of Significant Accounting Policies”. Intercompany transactions between segments are excluded as they are not included in management’s performance review of the segments. Currently foreign revenue accounts for less than 10% of consolidated revenue. The Company does not disclose assets outside of the United States as they totaled less than 10% of the consolidated assets as of September 30, 2021, 2020 and 2019. The segment data below includes data for Residential and Commercial for the years ended and as of September 30, 2021, 2020 and 2019 (in thousands). Years Ended and As of September 30, Residential Commercial Corporate and Eliminations Total 2021 2020 2019 2021 2020 2019 2021 2020 2019 2021 2020 2019 Net Sales $ 1,044,126 $ 771,167 $ 655,445 $ 134,848 $ 128,092 $ 138,758 $ — $ — $ — $ 1,178,974 $ 899,259 $ 794,203 Adjusted EBITDA 314,563 238,060 188,742 19,323 15,051 21,493 (59,699 ) (39,598 ) (30,669 ) 274,187 213,513 179,566 Capital Expenditures 169,490 86,473 48,206 3,473 6,472 4,592 2,156 2,649 10,208 175,119 95,594 63,006 Depreciation and Amortization 88,732 85,148 81,716 9,127 9,302 8,845 3,745 5,331 3,368 101,604 99,781 93,929 Goodwill 911,001 911,001 903,909 40,389 40,389 40,389 — — — 951,390 951,390 944,298 Total Assets 1,953,126 1,726,705 1,584,383 200,277 180,116 171,721 34,431 25,035 32,159 2,187,834 1,931,856 1,788,263 Years Ended September 30, 2021 2020 2019 Segment Adjusted EBITDA Residential $ 314,563 $ 238,060 $ 188,742 Commercial 19,323 15,051 21,493 Total Adjusted EBITDA for reporting segments $ 333,886 $ 253,111 $ 210,235 Unallocated net expenses (59,699 ) (39,598 ) (30,669 ) Adjustments to income (loss) before income tax provision (benefit) Depreciation and amortization (101,604 ) (99,781 ) (93,929 ) Stock-based compensation costs (22,670 ) (120,517 ) (3,682 ) Business transformation costs (1) — (594 ) (16,560 ) Acquisition costs (2) — (1,596 ) (4,110 ) Initial public offering and secondary offering costs (3) (2,592 ) (8,616 ) (9,076 ) Other costs (4) (5,192 ) (4,154 ) 6,845 Capital structure transaction costs (5) — (37,587 ) — Interest expense (20,311 ) (71,179 ) (83,205 ) Income (loss) before income taxes $ 121,818 $ (130,511 ) $ (24,151 ) ( 1 ) Business transformation costs reflect consulting and other costs related to repositioning of brands of ( 2 ) Acquisition costs reflect costs directly related to completed acquisitions of ( 3 ) Initial public offering costs includes $1.4 million in fees related to the Secondary offering of class A common stock in fiscal year 2020. ( 4 ) Other costs reflect costs for legal expenses of $2.3 million, $0.9 million and $0.9 million for fiscal years 2021, 2020 and 2019, respectively, impact of the retroactive adoption of ASC 842 leases of $0.5 million for fiscal year 2021, reduction in workforce costs of $0.4 million for fiscal year 2020, income from an insurance recovery of legal loss of $7.7 million for fiscal year 2019, and costs related to an incentive plan and other ancillary expenses associated with the initial public offering of $2.4 million and $2.9 million for fiscal years 2021 and 2020, respectively. ( 5 ) Capital structure transaction costs include loss on extinguishment of debt of $ 1.9 million for the 2021 Senior Notes and $ 35.7 million for the 2025 Senior Notes for fiscal year 2020 . |
Capital Stock
Capital Stock | 12 Months Ended |
Sep. 30, 2021 | |
Stockholders Equity Note [Abstract] | |
Capital Stock | 12. CAPITAL STOCK The Company completed its IPO on June 16, 2020, in which it sold 38,237,500 shares of its Class A common stock, including 4,987,500 shares pursuant to the underwriters’ over-allotment option. The shares were sold at an IPO price of $23.00 per share for net proceeds to the Company of approximately $819.7 million, after deducting underwriting discounts and commissions of $50.6 million and offering expenses of approximately $9.2 million payable by the Company. Immediately prior to the completion of the IPO, the Company converted to a Delaware corporation from a limited liability company. The Company’s certificate of incorporation provides for two classes of common stock: Class A common stock and Class B common stock. In addition, the certificate of incorporation authorizes shares of undesignated preferred stock, the rights, preferences and privileges of which may be designated from time to time by the board of directors. The Company is authorized to issue up to 1.1 billion shares of Class A common stock, up to 1 hundred million shares of Class B common stock and up to 1 million shares of preferred stock, each par value $0.001 per share, in one or more series. The Class A common stock and Class B common stock provide identical economic rights, but holders of Class B common stock have limited voting rights, specifically that such holders have no right to vote, solely with respect to their shares of Class B common stock, with respect to the election, replacement or removal of directors. Holders of Class A common stock and Class B common stock are not entitled to preemptive rights. Holders of Class B common stock may convert their shares of Class B common stock into shares of Class A common stock on a one-for-one basis, in whole or in part, at any time and from time to time at their option. The Company’s Class A common stock is traded on the New York Stock Exchange under the symbol “AZEK.” In conjunction with the Corporate Conversion and prior to the closing of the IPO, the Company effected a unit split of its then-outstanding unit, resulting in an aggregate of 108,162,741 units, including 75,093,778 Class A units and 33,068,963 Class B units. Concurrently with the Corporate Conversion, the units were converted to an aggregate of 108,162,741 shares of common stock, including 75,093,778 shares of Class A common stock and 33,068,963 shares of Class B common stock. In addition, a class of the Company’s former indirect parent’s partnership interests referred to as “Profits Interests” were exchanged for an aggregate of 2,703,243 shares of Class A common stock and 5,532,057 shares of Class A restricted stock, and 3,477,413 shares of Class A common stock reserved for issuance upon the exercise of stock options. On September 15, 2020, the Company completed an offering of 28,750,000 shares of Class A common stock, par value $0.001 per share, including the exercise in full by the underwriters of their option to purchase up to 3,750,000 additional shares of Class A common stock, at a public offering price of $33.25 per share. The shares were sold by the Selling Stockholders. The Company did not receive any of the proceeds from the sale of the shares by the Selling Stockholders. The estimated offering expenses of approximately $1.4 million is payable by the Company and recorded in “Other general expenses” within the Consolidated Statements of Comprehensive Income (Loss). Immediately subsequent to the closing of the secondary offering, Class B common stockholders converted 33,068,863 shares of Class B common stock into Class A common stock. On January 26, 2021, the Company completed an offering of 23,000,000 shares of Class A common stock, par value $0.001 per share, including the exercise in full by the underwriters of their option to purchase up to 3,000,000 additional shares of Class A common stock, at a public offering price of $40.00 per share. The shares were sold by certain of the Selling Stockholders. The Company did not receive any of the proceeds from the sale of the shares by those Selling Stockholders. In connection with the offering, the Company incurred approximately $1.2 million in expenses. On June 1, 2021, the Company completed an offering of 17,250,000 shares of Class A common stock, par value $0.001 per share, including the exercise in full by the underwriters of their option to purchase up to 2,250,000 additional shares of Class A common stock, at a public offering price of $43.50 per share. The shares were sold by certain of the Selling Stockholders. The Company did not receive any of the proceeds from the sale of the shares by those Selling Stockholders. In connection with the offering, the Company incurred approximately $1.1 million in expenses. At September 30, 2021, the following amounts were issued and outstanding: 154,866,313 shares of Class A common stock and 100 shares of Class B common stock. The Company has not issued any shares of preferred stock. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Sep. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 13. STOCK-BASED COMPENSATION The Company grants stock-based awards to attract, retain and motivate key employees and directors. Prior to the completion of the IPO, Profits Interests were issued through an LP Interest Agreement. The Profits Interests were, as part of the Corporate Conversion, converted into shares of common stock, restricted stock and stock options. The 2020 Omnibus Incentive Compensation Plan (“2020 Plan”), became effective as of June 11, 2020, the day of effectiveness of the registration statement filed in connection with the IPO. The 2020 Plan provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, dividend equivalent rights, and performance-based or other equity-related awards to the Company’s employees and directors. The maximum aggregate number of shares that may be issued under the 2020 Plan is 15,852,319 shares with 4,508,231 shares remaining in the reserve. The total aggregate number of shares may be adjusted as determined by the Board of Directors. As part of the Corporate Conversion, the Company modified its terms and conditions of the performance-based awards by changing the vesting conditions. The change was treated as a modification under ASC 718, Stock Compensation, Subsequent to the IPO, the Company participated in a non-dilutive secondary offering, which resulted in certain performance based awards accelerated vesting. Included in the $103.4 million, the Company recognized $43.1 million related to the accelerated vesting in compensation cost in the “Selling, general and administrative expenses” in the Consolidated Statements of Comprehensive Income (Loss), for the year ended September 30, 2020. On February 4, 2021, the Compensation Committee of the Board of Directors authorized certain changes to our Chief Financial Officer’s (“CFO”) stock-based awards which are expected to be effective in connection with his retirement and contingent on the successful transition to his successor. These changes contemplate a retirement eligibility provision which is expected to allow certain awards to continue to vest in due course following retirement and extend the exercisability of the outstanding and exercisable stock options to the end of the contractual term of the options. This resulted in a Type III Modification (improbable to probable) as defined in accounting guidance, accounted for as a cancellation of the original award and a new grant under the revised terms, resulting in $8.8 million of share-based compensation expense in the fiscal year 2021. Stock-based compensation expense for the years ended September 30, 2021, 2020 and 2019 was $22.7 million, $120.5 million and $3.3 million, respectively, recognized in “Selling, general and administrative expenses” in the Consolidated Statements of Comprehensive Income (Loss). Total income tax benefit for the years ended September 30, 2021, 2020 and 2019 was $3.8 million, $6.3 million and $0.0 million, respectively. As of September 30, 2021, the Company had not yet recognized compensation cost on unvested stock-based awards of $24.5 million, with a weighted average remaining recognition period of 2.4 years. The Company uses the Monte Carlo pricing model to estimate the fair value of its performance-based awards as of the grant date, and uses the Black Scholes pricing model to estimate the fair value of its service-based awards as of the grant date. Under the terms of the 2020 Plan, all stock options will expire if not exercised within ten years of the grant date. The following table sets forth the significant assumptions used for the performance-based awards granted during the years ended September 30: 2020 Weighted average grant date fair value $ 8.42 Risk-free interest rate 0.75% Expected volatility 40.00% Expected term (in years) 0.50 Expected dividend yield —% The following table sets forth the significant assumptions used for the service-based awards granted during the years ended September 30: 2021 2020 Weighted average grant date fair value $ 12.49 $ 8.19 Risk-free interest rate 0.56%-0.81% 0.47%-0.56% Expected volatility 35.00% 35.00% Expected term (in years) 6.00 6.25-7.00 Expected dividend yield —% —% Stock Options The following table summarizes the performance-based stock option activity for the year ended September 30, 2021: Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contract Term Aggregate Intrinsic Value (in years) (in thousands) Outstanding at October 1, 2020 1,705,498 23.00 Granted — Exercised (149,009 ) 23.00 Cancelled/Forfeited Expired Outstanding at September 30, 2021 1,556,489 23.00 8.3 21,059 Vested and exercisable at September 30, 2021 1,556,489 23.00 8.3 21,059 The following table summarizes the service-based stock option activity for the year ended September 30, 2021 : Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contract Term Aggregate Intrinsic Value (in years) (in thousands) Outstanding at October 1, 2020 3,382,947 23.00 Granted 227,364 34.49 Exercised (111,332 ) 23.00 Cancelled/Forfeited (64,758 ) 23.56 Expired — — Outstanding at September 30, 2021 3,434,221 23.82 8.6 43,691 Vested and exercisable at September 30, 2021 1,593,261 23.00 8.5 21,557 The intrinsic value of the Company’s stock options exercised in the year ended September 30, 2021 was $4.2 million. The intrinsic value of stock options exercised in fiscal year 2020 was immaterial. Restricted Stock Awards A summary of the service-based restricted stock awards activity for the year ended September 30, 2021 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2020 1,485,611 23.00 Granted — — Vested (722,085 ) 23.00 Forfeited (45,946 ) 23.00 Outstanding and unvested at September 30, 2021 717,580 23.00 Restricted Stock Units A summary of the service-based restricted stock unit awards activity for the year ended September 30, 2021 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2020 184,851 23.00 Granted 222,046 36.02 Vested (14,681 ) 29.92 Forfeited (25,364 ) 25.88 Outstanding and unvested at September 30, 2021 366,852 30.42 Performance Restricted Stock Units Performance restricted stock units were granted to officers and certain employees of the Company and represent the right to earn shares of Company common stock based on the achievement of company-wide non-GAAP performance conditions, including cumulative net sales, average return on net tangible assets and cumulative EBITDA during the three-year performance period. Compensation cost is amortized into expense over the performance period, which is generally three years, and is based on the probability of meeting performance targets. The fair value of each performance share award is based on the average of the high and low stock price on the date of grant. A summary of the performance-based restricted stock unit awards activity for the year ended September 30, 2021 was presented at target was as follows : Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2020 — $ — Granted 115,562 34.98 Vested — — Forfeited (3,758 ) 34.27 Outstanding and unvested at September 30, 2021 111,804 35.00 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Sep. 30, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plans | 14. EMPLOYEE BENEFIT PLANS The Company has a 401(k) defined contribution plans (the “401(k) Plans”) for the benefit of its employees who meet certain eligibility requirements. The Company does not offer a defined benefit plan (pension plan) nor does the Company offer any other post-retirement benefits. The 401(k) Plans cover substantially all of the Company’s full-time employees. Each participant may contribute up to 85% of his or her salary, within dollar limitations set forth by the ERISA guidelines. The 401(k) Plans match employee pre-tax and Roth IRA contributions. The Company matches 100% of the first 1% of employee contributions, plus 50% of the next 5% of employee contributions. The Company’s contributions to the plans totaled $4.0 million, $3.2 million and $2.7 million, for the years ended September 30, 2021, 2020 and 2019, respectively. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 15. EARNINGS PER SHARE The Company computes earnings per common share (“EPS”) under the two-class method which requires the allocation of all distributed and undistributed earnings attributable to the Company to common stock and other participating securities based on their respective rights to receive distributions of earnings or losses. The Company’s Class A common stock and Class B common stock equally share in distributed and undistributed earnings, therefore, no allocation to participating securities or dilutive securities is performed. Basic EPS attributable to common stockholders is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding. Diluted EPS is calculated by adjusting weighted average shares outstanding for the dilutive effect of potential common shares, determined using the treasury-stock method. For purposes of the diluted EPS calculation, restricted stock awards, restricted stock units and options to purchase shares of common stock are considered to be potential common shares. The following table sets forth the computation of the Company’s basic and diluted EPS attributable to common stockholders (in thousands, except share and per share amounts): Years Ended September 30, 2021 2020 2019 Numerator: Net income (loss) $ 93,150 $ (122,233 ) $ (20,196 ) Net income (loss) attributable to common stockholders — basic and diluted $ 93,150 $ (122,233 ) $ (20,196 ) Denominator: Weighted average shares of common stock — basic and diluted basic 153,777,859 120,775,717 108,162,741 diluted 156,666,394 120,775,717 108,162,741 Net income (loss) attributable to common stockholders: basic $ 0.61 $ (1.01 ) $ (0.19 ) diluted $ 0.59 $ (1.01 ) $ (0.19 ) The following table includes the number of shares that may be dilutive common shares in the future, and were not included in the computation of diluted net income (loss) per share because the effect was anti-dilutive: Years Ended September 30, 2021 2020 2019 Restricted Stock Awards — 1,064,897 — Stock Options 105,199 268,177 — Restricted Stock Units 3,256 19,724 — |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 16. INCOME TAXES The Company’s operations are substantially all domestic. The components of income tax expense (benefit) consisted of the following (in thousands): Years Ended September 30, 2021 2020 2019 Current: Federal $ 200 $ (55 ) $ (62 ) State and local 2,939 1,887 1,428 Total current 3,139 1,832 1,366 Deferred: Federal 26,240 (7,408 ) (3,128 ) State and local (711 ) (2,702 ) (2,193 ) Total deferred 25,529 (10,110 ) (5,321 ) Income tax expense (benefit) $ 28,668 $ (8,278 ) $ (3,955 ) The effective income tax rate was different from the statutory U.S. federal income tax rate of 21.0%, 2021 Rate 2020 Rate 2019 Rate Income tax benefit / federal statutory rate $ 25,583 21.0 % $ (27,407 ) 21.0 % $ (5,072 ) 21.0 % State and local taxes — net of federal benefit 2,329 1.9 (960 ) 0.6 (667 ) 2.8 Increase in valuation allowance (220 ) (0.2 ) 280 (0.2 ) 20 (0.1 ) Stock-based compensation 1,379 1.1 19,344 (14.8 ) 685 (2.8 ) Non-deductible transaction costs 544 0.4 411 (0.3 ) 407 (1.7 ) Executive compensation 704 0.6 235 (0.2 ) — — Federal research and development credit (1,829 ) (1.4 ) (465 ) 0.4 — — Meals and entertainment 267 0.2 262 (0.2 ) 350 (1.5 ) Other (89 ) (0.1 ) 22 — 322 (1.3 ) Income tax expense (benefit) / effective tax rate $ 28,668 23.5 % $ (8,278 ) 6.3 % $ (3,955 ) 16.4 % The effective income tax rate was 23.5% for the year ended September 30, 2021 compared to 6.3% for the year ended September 30, 2020. The 2021 effective income tax rate was positively impacted by return to provision benefit related to the Company’s R&D tax credit and state taxes offset by non-deductible compensation costs offset. The components of the deferred tax assets and liabilities consisted of the following (in thousands): As of September 30, 2021 2020 Deferred tax asset: Federal net operating loss carryforwards $ 10,528 $ 23,389 State loss carryforwards and other benefits 10,852 9,797 Inventory reserves 6,004 5,181 Warranty reserves 3,139 3,016 Legal reserves 212 365 Accrued expenses 9,189 7,876 Disallowed interest carryforward — 12,019 Stock-based compensation 9,284 6,325 Federal research and development credit 2,243 465 Lease liabilities 16,944 — Valuation allowance (5,310 ) (5,530 ) Total deferred tax assets 63,085 62,903 Deferred tax liabilities: Intangible assets — net 42,726 45,509 Property, plant and equipment 50,159 37,617 Right-of-use assets 15,928 — Indemnification receivable related to warranty reserves 643 1,037 Total deferred tax liabilities 109,456 84,163 Net deferred tax liability $ 46,371 $ 21,260 At September 30, 2021, the Company has approximately $23.7 million (gross of tax) of net operating loss carryforwards for federal income tax purposes which begin to expire after 2031 and $29.8 million of net operating loss carryforwards for federal income tax purposes that have an indefinite carryforward period. Additionally, the Company has approximately $102.8 million of net operating loss carryforwards for state and local tax purposes, which expire in varying amounts beginning in 2022 and through 2041. Utilization of the NOL carryforwards may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986, as amended (the Code), and similar state law due to ownership changes that could occur in the future. These ownership changes may limit the amount of carryforwards that can be utilized annually to offset future taxable income. The valuation allowance was determined in accordance with the provisions of ASC 740, Income Taxes The activity in the valuation allowance consisted of the following (in thousands): As of September 30, 2021 2020 Beginning balance $ 5,530 $ 5,250 Expense (220 ) 280 Ending balance $ 5,310 $ 5,530 A reconciliation of the beginning and ending balances for liabilities associated with unrecognized tax benefits consisted of the following (in thousands): As of September 30, 2021 2020 Beginning balance $ 996 $ 961 Unrecognized tax benefits related to prior years (516 ) 35 Unrecognized tax benefits related to the current year 475 — Ending balance $ 955 $ 996 Unrecognized tax benefits of $0.7 million and $0.5 million are recorded as an offset to certain non-current deferred tax assets at September 30, 2021 and 2020, respectively. The total liabilities associated with the unrecognized tax benefits that, if recognized, would impact the Company’s effective tax rate were $1.0 million and $1.0 million at September 30, 2021 and 2020, respectively. When applicable, the Company’s practice is to recognize interest and penalties related to uncertain income tax positions in income tax expense. For the years ended September 30, 2021, 2020 and 2019 the amounts recognized by the Company for interest and penalties were not material. The corresponding liability recorded in the Consolidated Balance Sheets as of September 30, 2021 and 2020 was also not material. The Company and its subsidiaries file U.S. federal income tax returns. The Company and its subsidiaries’ federal income tax returns for tax years 2016 and beyond are open tax years subject to examination by the Internal Revenue Service (“IRS”). The Company also has net operating loss carry-forwards from prior to 2016, which are subject to examination upon future utilization of such losses. The Company and its subsidiaries also file income tax returns in various state jurisdictions, as appropriate, with varying statutes of limitation. These returns are not material to the consolidated income tax provision. US Tax Reform Legislation On December 22, 2017, the President of the United States signed into law H.R. 1, comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). Except for certain provisions, the Tax Act is effective for tax years beginning on or after January 1, 2018. As a fiscal year U.S. taxpayer, the majority of the provisions, such as new limitations on certain business deductions, including the limitation on the Company’s interest expense deduction, applied to the Company beginning in fiscal year 2019. For fiscal year 2018 and effective in the three months ended December 31, 2017, the most significant impact included: lowering of the U.S. federal corporate income tax rate and remeasuring certain net deferred tax assets and liabilities. The phase in of the lower corporate income tax rate resulted in a blended rate of 24.5% for fiscal year 2018, as compared to the previous rate of 35%. The tax rate was reduced to 21% in subsequent fiscal years. Because the Company has net operating loss carry-forwards and was not expected to owe federal tax in the fiscal year 2018 tax return, the remeasurement of deferred taxes and the annual effective tax rate for the period are calculated using the future federal tax rate of 21%. In the year ended September 30, 2018, the Company recorded a $22.5 million net income tax benefit for the remeasurement of certain deferred tax assets and liabilities. The Company’s effective tax rate was significantly impacted by the recognition of this remeasurement. In December 2017, the SEC issued Staff Accounting Bulletin No. 118 (“SAB 118”) which provided guidance on how companies should account for the tax effects related to the Tax Act. According to SAB 118, companies were to make a good faith effort to compute the impact of the Tax Act in a timely manner once the company obtained, prepared, and analyzed the information needed to complete their accounting requirements under ASC 740. The measurement period for SAB 118 ended December 22, 2018, and companies are now required to report the impact of the Tax Act using existing tax law and other sources of authority. The Company was able to record the impact of the Tax Act without using the measurement period provisions of the Tax Act. The material elements of the Tax Act are reflected in the rate reconciliation as final. Certain law changes from the Tax Act require the Company to analyze new items including, but not limited to, limitations on interest deductions and accelerated cost recovery of fixed assets. The Company has made policy decisions as to how to account for the tax effects of these items, as required by authoritative regulatory guidance, and will continue to analyze the impact as additional authoritative and technical guidance is issued and finalized at the federal and state levels. The Tax Act also revised the definition of “covered employees” who are subject to the $1.0 million limitation imposed on deductions for executive compensation paid by publicly-traded corporations. As a result, the limitation now applies to the chief executive officer, the chief financial officer, the three other highest compensated employees and any employee who was a covered employee for any taxable year beginning after 2016. The Tax Act also eliminated the exception to this rule for commission or performance-based compensation paid to these covered employees. This new provision generally does not apply to compensation paid pursuant to a written contract in effect on or before November 3, 2017 that is not materially modified or renewed. Based on this new provision, since the Company became publicly traded in June 2020, it is now required to adjust the Deferred Tax Asset related to future stock compensation deductions for amounts that it does not expect it will be able to deduct in the future. The Company will continue to analyze executive compensation in future periods and adjust the Deferred Tax Asset for limitations of estimated future compensation deductions as information becomes available. The Company adopted ASU No. 2016-16 , Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Sep. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | 17. COMMITMENTS AND CONTINGENCIES Raw Material and Fixed Asset Purchase Commitments The Company fulfills requirements for raw materials under both purchase orders and supply contracts. In the year ended September 30, 2021, the Company purchased substantially all of its raw materials, other than resins, under purchase orders which do not involve long-term supply commitments. Substantially all of the Company’s resins are purchased under supply contracts that may average approximately one to two years, for which pricing is variable based on certain industry-based market indices. The resin supply contracts are negotiated annually and generally provide that the Company is obligated to purchase a minimum amount of resins from each supplier. As of September 30, 2021, the Company has purchase commitments under material supply contracts of $38.6 million through the calendar year ending December 31, 2022. As of September 30, 2021, and 2020, the Company had committed to purchase $0.4 million and $1.5 million of equipment, respectively. Legal Proceedings In the normal course of the Company’s business, it is at times subject to pending and threatened legal actions, in some cases for which the relief or damages sought may be substantial. Although the Company is not able to predict the outcome of such actions, after reviewing all pending and threatened actions with counsel and based on information currently available, management believes that the outcome of such actions, individually or in the aggregate, will not have a material adverse effect on the Company’s results of operations or financial position. However, it is possible that the ultimate resolution of such matters, if unfavorable, may be material to the Company’s results of operations in a particular future period as the time and amount of any resolution of such actions and its relationship to the future results of operations are not currently known. In evaluating whether to accrue for losses associated with legal or environmental contingencies, it is our policy to take into consideration factors such as the facts and circumstances asserted, our historical experience with contingencies of a similar nature, the likelihood of our prevailing and the severity of any potential loss. For some matters, no accrual is established because we have assessed our risk of loss to be remote. Where we have determined that the risk of loss is probable and such losses are reasonably estimable, we record an accrual. While we regularly review the status of, and our estimates of potential liability associated with, the contingencies to determine the adequacy of any associated accruals and related disclosures, the ultimate amount of loss may differ from our estimates. Loss Contingencies On June 18, 2018, the Company acquired Versatex. In connection with a contingent liability assumed by the Company in the acquisition, the Company recorded a contingent liability of $5.8 million as a measurement period adjustment to the opening balance sheet related to the assumption of a contingency related to an automobile accident involving a Versatex employee prior to the acquisition. The case was fully settled during the year ended September 30, 2020 and payment of $5.8 million was made by the Company’s insurer to the claimants. During the year ended September 30, 2019, the Company was made aware of a worker’s compensation case that became reasonably possible to give rise to a liability. The case is in discovery as the nature and extent of the Company’s exposure is currently being determined. The Company expects a range of loss of $0.4 million to $0.5 million. As of September 30, 2021, there are various claims that have been made against the Company. All such claims are being contested and the Company does not believe a loss is probable; therefore, no reserve has been recorded related to these matters. In addition, the Company carries insurance for these types of matters and is expecting to recover thereon. The Company is a party to various legal proceedings and claims, which arise in the ordinary course of business. As of September 30, 2021, the Company determined that there was not at least a reasonable possibility that it had incurred a material loss, or a material loss in excess of a recorded accrual, with respect to such proceedings. Gain Contingency During the quarter ended March 31, 2018, the Company paid a litigation settlement of $7.5 million. The Company had previously recorded a reserve in the same amount during the quarter ended March 31, 2017. The Company maintains specialty insurance policies. The Company filed claims under its insurance policies to recover the loss and legal defense costs. During the year ended September 30, 2019, the Company received $7.7 million as settlement of its claims under the specialty insurance policies. The settlement of $7.7 million is included in operating income for the year ended September 30, 2019. |
Quarterly Financial Information
Quarterly Financial Information (Unaudited) | 12 Months Ended |
Sep. 30, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (Unaudited) | 18. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (In thousands, except per share amounts): Three Months Ended September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 Net sales (1) $ 346,121 $ 327,454 $ 293,121 $ 212,278 Gross profit (2) 112,287 106,837 97,849 72,978 Net income (loss) (2) $ 38,593 $ 21,769 $ 22,640 $ 10,148 Net income (loss) per common share: Basic $ 0.25 $ 0.14 $ 0.15 $ 0.07 Diluted $ 0.25 $ 0.14 $ 0.14 $ 0.07 Three Months Ended September 30, 2020 June 30, 2020 March 31, 2020 December 31, 2019 Net sales (1) $ 263,920 $ 223,711 $ 245,585 $ 166,043 Gross profit 90,264 75,123 79,372 51,291 Net income (loss) (2) $ (64,359 ) $ (52,116 ) $ 4,088 $ (9,846 ) Net income (loss) per common share: Basic $ (0.43 ) $ (0.44 ) $ 0.04 $ (0.09 ) Diluted $ (0.43 ) $ (0.44 ) $ 0.04 $ (0.09 ) (1) Net sales are impacted by seasonality as the Company has typically experienced moderately higher levels of sales of residential products in the second fiscal quarter of the year as a result of “early buy” sales. Net sales are also generally impacted by the number of days in a quarter or a year that contractors and other professionals are able to install products. This can vary dramatically based on, among other things, weather events such as rain, snow and extreme temperatures. The Company has generally experienced lower levels of sales of residential products in the first fiscal quarter due to adverse weather conditions in certain markets, which typically reduce the construction and renovation activity during the winter season. In addition, the Company has experienced higher levels of sales of bathroom partition products and locker products during the second half of a fiscal year, which includes the summer months when schools are typically closed and therefore are more likely to undergo remodel activities. (2) As a result of our adoption of ASC 842 as of October 1, 2020 (Note 1), quarterly amounts presented in our prior Forms 10-Q were revised. The impact of the adjustments was immaterial to gross profit and net income for the first, second and third quarters of fiscal year 2021, respectively . Refer to footnote 9 for further details of the adoption. |
Condensed Financial Information
Condensed Financial Information of Registrant (Parent Company Only) | 12 Months Ended |
Sep. 30, 2021 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Condensed Financial Information of Registrant (Parent Company Only) | 19. CONDENSED FINANCIAL INFORMATION OF REGISTRANT (PARENT COMPANY ONLY) The AZEK Company Inc. (parent company only) Balance Sheets (In thousands of U.S. dollars, except for share and per share amounts) As of September 30, 2021 2020 ASSETS: Non-current assets: Investments in subsidiaries $ 1,427,164 $ 1,303,888 Total non-current assets 1,427,164 1,303,888 Total assets $ 1,427,164 $ 1,303,888 LIABILITIES AND STOCKHOLDERS’ EQUITY: Total liabilities $ — $ — Stockholders’ equity: Preferred stock, $0.001 and no shares issued and outstanding at September 30, 2021 and September 30, 2020, respectively — — Class A common stock, $0.001 154,866,313 shares issued and outstanding at September 30, 2021, and 154,637,240 issued and outstanding at September 30, 2020 155 155 Class B common stock, $0.001 shares authorized, 100 shares issued and outstanding at September 30, 2021 and 2020 — — Additional paid-in capital 1,615,236 1,587,208 Accumulated deficit (188,227 ) (283,475 ) Total stockholders’ equity 1,427,164 1,303,888 Total liabilities and stockholders’ equity $ 1,427,164 $ 1,303,888 The AZEK Company Inc. (parent company only) Statements of Comprehensive Income (Loss) (In thousands of U.S. dollars) Years Ended September 30, 2021 2020 2019 Net income (loss) of subsidiaries $ 93,150 $ (122,233 ) $ (20,196 ) Net income (loss) of subsidiaries $ 93,150 $ (122,233 ) $ (20,196 ) Comprehensive income (loss) $ 93,150 $ (122,233 ) $ (20,196 ) The AZEK Company Inc. did not have any cash as of September 30, 2021, 2020 and 2019, accordingly a Statement of Cash Flows has not been presented. Basis of Presentation The parent company financial statements should be read in conjunction with the Company’s Consolidated Financial Statements and the accompanying notes thereto. For purposes of this condensed financial information, the Company’s wholly owned and majority owned subsidiaries are recorded based upon its proportionate share of the subsidiaries’ net assets (similar to presenting them on the equity method). Since the restricted net assets of The AZEK Company Inc. and its subsidiaries exceed 25% of the consolidated net assets of the Company and its subsidiaries, the accompanying condensed parent company financial statements have been prepared in accordance with Rule 12-04, Schedule 1 of Regulation S-X. This information should be read in conjunction with the accompanying Consolidated Financial Statements. F-38 Dividends from Subsidiaries There were no cash dividends paid to The AZEK Company Inc. from the Company’s consolidated subsidiaries during each of the years ended September 30, 2021, 2020 and 2019. Restricted Payments CPG International LLC is party to the Revolving Credit Facility and the Term Loan Agreement originally executed on September 30, 2013, both of which have been amended and extended from time to time. The obligations under the Revolving Credit Facility and Term Loan Agreement are secured by substantially all of the present and future assets of the borrowers and guarantors, including equity interests of their domestic subsidiaries, subject to certain exceptions. The obligations under the Revolving Credit Facility and Term Loan Agreement are guaranteed by the Company and its wholly owned domestic subsidiaries other than certain immaterial subsidiaries and other excluded subsidiaries. CPG International LLC is not permitted to make certain payments unless those payments are consistent with exceptions outlined in the agreements. These payments include repurchase of equity interests, fees associated with a public offering, income taxes due in other applicable payments. Further, the payments are only permitted if certain conditions are met related to availability and fixed charge coverage as defined in the Revolving Credit Facility and described in Note 8 to these Consolidated Financial Statements. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 20. SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date the Consolidated Financial Statements were issued. The Company has determined that there were no subsequent events. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company operates on a fiscal year ending September 30. The accompanying Consolidated Financial Statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Consolidated Financial Statements include the assets, liabilities and results of operations of the Company and its wholly owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation. Certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year. These reclassifications had no impact on net loss, stockholders’ equity or cash flows as previously reported. The Company’s financial condition and results of operations are being, and are expected to continue to be affected by the current COVID-19 public health pandemic. The economic effects of the COVID-19 pandemic will likely continue to affect demand for the Company’s products in the foreseeable future. Although management has implemented measures to mitigate any impact of the COVID-19 pandemic on the Company’s business, financial condition and results of operations, these measures may not fully mitigate the impact of the COVID-19 pandemic on the Company’s business, financial condition and results of operations. Management cannot predict the degree to, or the period over, which the Company will be affected by the COVID-19 pandemic and resulting governmental and other measures. |
Use of Estimates | Use of Estimates 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 reported amounts of revenues and expenses during the reporting period. Significant estimates include revenue recognition, reserves for excess inventory, inventory obsolescence, product warranties, customer rebates, stock-based compensation, litigation, income taxes, contingent consideration, goodwill and intangible asset valuation and accounting for long-lived assets. Management’s estimates and assumptions are evaluated on an ongoing basis and are based on historical experience, current conditions and available information. Actual results may differ from estimated amounts. Estimates are revised as additional information becomes available. |
Seasonality | Seasonality Although the Company generally has demand for its products throughout the year, its sales have historically experienced some seasonality. The Company has typically experienced higher levels of sales of its residential products in the second fiscal quarter of the year as a result of its “early buy” sales, which encourages dealers to stock its residential products. The Company has generally experienced lower levels of sales of residential products in the first fiscal quarter due to adverse weather conditions in certain markets during the winter season. Although its products can be installed year-round, weather conditions can impact the timing of the sales of certain products. In addition, the Company has experienced higher levels of sales of its bathroom partition products and its locker products during the second half of its fiscal year, which includes the summer months when schools are typically closed and therefore are more likely to undergo remodel activities. |
Change in Accounting Principle-Revenue Recognition | Change in Accounting Principle—Revenue Recognition The Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) • Identify the contract with a customer; • Identify the performance obligations in the contract; • Determine the transaction price, which is the total consideration provided by the customer; • Allocate the transaction price among the separate performance obligations within the contract; and • Recognize revenue when the performance obligations are satisfied. On October 1, 2018, the Company early adopted ASC 606, using the modified retrospective method with an adjustment to the opening balance of equity of $0.2 million, due to the cumulative impact of adopting Topic 606. The adoption of ASC 606 did not have a material impact on the Consolidated Financial Statements. The Company sells its products to residential and commercial markets. The Company’s Residential segment principally generates revenue from the manufacture and sale of its premium, low-maintenance composite decking, railing, trim, moulding, pavers products and accessories. The Company’s Commercial segment generates revenue from the sale of its partition and locker systems along with plastic sheeting and other non-fabricated products for special applications in industrial markets. The Company recognizes revenues when control of the promised goods is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods, at a point in time, when shipping occurs. Each product the Company transfers to the customer is considered one performance obligation. The Company has elected to account for shipping and handling costs as activities to fulfill the promise to transfer the goods. As a result of this accounting policy election, the Company does not consider shipping and handling activities as promised services to its customers. Shipping and handling costs billed to customers are recorded in net sales. The Company records all shipping and handling costs as “Cost of sales”. Customer contracts are typically fixed price and short-term in nature. The transaction price is based on the product specifications and is determined at the time of order. The Company does not engage in contracts greater than one year, and therefore does not have any incremental costs capitalized as of September 30, 2021 or September 30, 2020. The Company may offer various sales incentive programs throughout the year. It estimates the amount of sales incentive to allocate to each performance obligation, or product shipped, using the most-likely-amount method of estimation, based on sales to the direct customer or sell-through customer. The estimate is updated each reporting period and any changes are allocated to the performance obligations on the same basis as at inception. Changes in estimate allocated to a previously satisfied performance obligation are recognized as part of net revenue in the period in which the change occurs under the cumulative catch-up method. In addition to sales incentive programs, the Company may offer a payment discount, if payments are received within 30 days. The Company estimates the payment discount that it believes will be taken by the customer based on prior history and using the most-likely-amount method of estimation. The Company believes the most-likely-amount method best predicts the amount of consideration to which it will be entitled. The payment discounts are also reflected as part of net revenue. The total amount of incentives were $92.5 million, $63.1 million and $50.8 million for the years ended September 30, 2021, 2020 and 2019, respectively. The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance. |
Earnings Per Share | Earnings Per Share Basic net income per common share is computed based on the weighted average number of common shares outstanding. Potentially dilutive shares are included in the diluted per-share calculations using the treasury stock method for the periods in fiscal year 2020 when the effect of their inclusion is dilutive. As the Company did not have shares outstanding prior to its IPO in June 2020, the Company did not have dilutive shares during fiscal year 2019. Refer to Note 15 for additional information. |
Advertising Costs | Advertising Costs Advertising costs primarily relate to trade publication advertisements, cooperative advertising, product brochures and samples. Such costs are expensed as incurred and are included in “Selling, general and administrative expenses” within the Consolidated Statements of Comprehensive Income (Loss). Total advertising expenses were approximately $37.8 million |
Research and Development Costs | Research and Development Costs Research and development costs primarily relate to new product development, product claims support and manufacturing process improvements. Such costs are expensed as incurred and are included in “Selling, general and administrative expenses” within the Consolidated Statements of Comprehensive Income (Loss). Total research and development expenses were approximately $7.4 million, $7.7 million, and $8.0 million, for the years ended September 30, 2021, 2020 and 2019, respectively. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers cash and highly liquid investments with an original maturity of three months or less to be cash and cash equivalents. Cash and cash equivalents are stated at cost, which approximates or equals fair value due to their short-term nature. |
Concentrations and Credit Risk | Concentrations and Credit Risk The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents and trade accounts receivable. As of September 30, 2021, cash and cash equivalents were maintained at major financial institutions in the United States, and current deposits are in excess of insured limits. The Company believes these institutions have sufficient assets and liquidity to conduct their operations in the ordinary course of business with little or no credit risk to the Company. The Company has not experienced any losses in such accounts. Sales to certain Residential segment distributors accounted for 10% Years Ended September 30, 2021 2020 2019 Distributor A 23.3 % 20.3 % 19.8 % At September 30, 2021, three customers accounted for 10% or more of gross trade receivables; Customer A was 10.3%, Customer B was 11.5% and Customer C was 12.7%. At September 30, 2020, three customers accounted for 10% or more of gross trade receivables; Customer A was 13.1%, Customer B was 12.6% and Customer C was 11.9%. For each year ended September 30, 2021, 2020 and 2019, approximately 18%, 10% and 17%, respectively, of the Company’s materials purchases were purchased from its largest supplier. |
Allowance for losses | Allowance for losses The Company routinely assesses the financial strength of its customers and believes that its trade receivables credit risk exposure is limited. The allowance for losses is our estimate of credit losses associated with trade receivables balances. An estimate of expected credit losses is recognized as a valuation allowance and adjusted each reporting period. The estimate is based on the current expected credit loss model and is determined by management in the course of regularly evaluating individual customer receivables. This evaluation takes into consideration a customer’s financial condition and credit history, as well as current economic conditions. Amounts are written-off if and when they are determined to be uncollectible. |
Inventories | Inventories Inventories (mainly petrochemical resin in raw materials and finished goods), are valued at the lower of cost or net realizable value and are reduced for slow-moving and obsolete inventory. Management assesses the need for, and the amount of, obsolescence write-down based on customer demand of the item, the quantity of the item on hand and the length of time the item has been in inventory. Further, management also considers net realizable value in assessing inventory balances. Inventory costs include those costs directly attributable to products, including all manufacturing overhead but excluding costs to distribute. The inventories cost is recorded at standard cost, which approximates actual cost, on the first-in first-out basis (“FIFO”). |
Vendor Rebates | Vendor Rebates Certain vendor rebates and incentives are earned by the Company only when specified levels of periodic purchases are achieved. These vendor rebates are recognized based on a systematic and rational allocation of the cash consideration offered in respect of each of the underlying transactions, provided the amounts are probable and reasonably estimable. The Company records the incentives as a reduction in the cost of inventory. The Company records such incentives during interim periods based on actual results achieved on a year-to-date basis and its expectation that purchase levels will be obtained to earn the rebate. |
Customer Rebate | Customer Rebates The Company offers rebates to customers based on total amounts purchased by each customer during each calendar year. The Company provides for the estimated cost of rebates at the time revenue is recognized based on rebate program rates and anticipated sales to each customer eligible for rebates and other available information. Management reviews and adjusts these estimates, if necessary, based on the differences between actual experience and historical estimates. Refer to Note 2 for additional information. |
Product Warranties | Product Warranties The Company provides product assurance warranties of various lengths and terms to certain customers based on standard terms and conditions. The Company provides for the estimated cost of warranties at the time revenue is recognized based on management’s judgment, considering such factors as cost per claim, historical experience, anticipated rates of claims, and other available information. Management reviews and adjusts these estimates, if necessary, based on the differences between actual experience and historical estimates. Refer to Note 9 for additional information. |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net Property, plant and equipment (“PP&E”) is recorded at cost, net of accumulated depreciation. Major additions and betterments are capitalized while repair and/or maintenance expenses are charged to operations when incurred. Construction in progress is also recorded at cost and includes capitalized interest, if material. Depreciation for financial reporting purposes is computed using the straight-line method over the following estimated useful lives of the assets: Land improvements 10 years Building and improvements 7-40 years Manufacturing equipment 1-15 years Office furniture and equipment 3-12 years Vehicles 5 years Computer equipment 3-7 years Leasehold improvements are recorded at cost and depreciated over the standard life of the type of asset or the remaining life of the lease, whichever is shorter. Equipment held under capital leases is stated at the lower of the fair value of the asset or the net present value of the future minimum lease payments at the inception of the lease. For equipment held under capital leases, depreciation is computed using the straight-line method over the shorter of the estimated useful lives of the leased assets or the related lease term and is included within depreciation expense. PP&E is evaluated for impairment at the asset group level. If a triggering event suggests that a potential impairment has occurred, recoverability of these assets is assessed by evaluating whether or not future estimated undiscounted net cash flows are less than the carrying amount of the assets. If the estimated cash flows are less than the carrying amount, the assets are written down to their fair value through an impairment loss recognized as a non-cash component of “Operating income (loss)” within the Consolidated Statements of Comprehensive Income (Loss). The Company did not record an impairment charge for the years ended September 30, 2020, 2019 or 2018. During the year ended September 30, 2021, the Company recognized a $1.0 million loss on disposal of fixed assets in the ordinary course of business, the loss related to assets in the Residential segment. During the year ended September 30, 2020, the Company recognized a $0.9 million loss on disposal of fixed assets in the ordinary course of business, $1.0 million loss related to assets in the Residential segment and $0.1 million gain related to assets in the Commercial segment. During the year ended September 30, 2019, the Company recognized a $1.5 million loss on disposal of fixed assets, $1.2 million related to corporate assets and $0.3 million related to assets in the Residential segment. These losses are classified as “Loss on disposal of property, plant and equipment” in a separate caption within the Consolidated Statements of Comprehensive Income (Loss) within “Operating income (loss)”. |
Leases | Leases Right-of-use (“ROU”) assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The discount rate used to calculate the present value represents our incremental borrowing rate and is calculated based on the treasury yield curve commensurate with the term of each lease, and a spread representative of our borrowing costs. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Leases may be classified as either operating leases or finance leases. We have made an accounting policy election to not include leases with an initial term of 12 months or less on the balance sheet. See Note 9—Leases for additional information. |
Goodwill | Goodwill The Company accounts for goodwill as the excess of the purchase price over the net amount of identifiable assets acquired and liabilities assumed in a business combination measured at fair value. The Company assigns goodwill to four reporting units based on which reporting unit is expected to benefit from the business combination as of the acquisition date. Goodwill is not subject to amortization; rather, the Company tests goodwill for impairment annually during the fourth fiscal quarter ended September 30 or more frequently if an event occurs or circumstances change in the interim that would more likely than not reduce the fair value of the asset below the carrying amount. The impairment evaluation may begin with a qualitative assessment of the factors that could impact the significant inputs used to estimate fair value to determine if it is more likely than not that the fair value of the reporting unit is less than its carrying amount or the Company may elect to bypass the qualitative assessment and proceed to a quantitative assessment to determine if goodwill is impaired. In quantitative impairment tests, i f the estimated fair value of a reporting unit exceeds the carrying value, the Company considers that goodwill is not impaired. If the carrying value exceeds estimated fair value, there is an impairment of goodwill and an impairment loss is recorded. The Company calculates the impairment loss by comparing the fair value of the reporting unit less the carrying amount, including goodwill. Goodwill impairment would be limited to the carrying value of the goodwill. In performing the quantitative test, the Company measures the fair value of the reporting units to which goodwill is allocated using an income-based approach, a generally accepted valuation methodology, and relevant data available through the testing date. Under the income approach, fair value is determined using a discounted cash flow method, projecting future cash flows of each reporting unit, as well as a terminal value, and discounting such cash flows at a rate of return that reflects the relative risk of the cash flows. The key assumptions and factors used in this approach include, but are not limited to, revenue growth rates and profit margins based on internal Company forecasts, discount rates, perpetuity growth rates, future capital expenditures, and working capital requirements, among others, and a review of comparable market multiples for the industry segment as well as historical operating trends for the Company. The Company completed the annual goodwill impairment tests as of August 1, 2021, using a qualitative assessment for three reporting units and a quantitative assessment for one of the reporting units. The Company completed the annual goodwill impairment tests as of August 1, 2020 and 2019, using a quantitative assessment approach. As a result of these respective annual assessments, the Company noted that the fair value of each reporting unit was determined to be in excess of the carrying value and as such, there were no impairment charges for the years ended September 30, 2021, 2020 and 2019. Refer to Note 6 for additional information. |
Intangible Assets, Net | Intangible Assets, Net Amortizable intangible assets include proprietary knowledge, trademarks, customer relationships and other intangible assets. The Company does not have any indefinite lived intangible assets other than goodwill. The intangible assets are being amortized on an accelerated basis using the sum of the years’ digits method over their estimated useful lives, which range from 3 to 20 years, reflecting the pattern in which the economic benefits are consumed or otherwise used up. The Company evaluates whether events or circumstances have occurred that warrant a revision to the remaining useful lives of intangible assets. In cases where a revision is deemed appropriate, the remaining carrying amounts of the intangible assets are amortized over the revised remaining useful lives. The Company evaluates amortizable intangible assets for potential impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be fully recoverable. If a triggering event suggests that a potential impairment has occurred, recoverability of these assets is assessed by evaluating the probability that future estimated undiscounted net cash flows will be less than the carrying amount of the long-lived assets. If the estimated cash flows are less than the carrying amount of the long-lived assets, the assets are written down to their fair value through an impairment loss recognized as a non-cash component of “Operating income (loss)”. The Company did not record an impairment charge for the years ended September 30, 2021, 2020 and 2019. Refer to Note 6 for additional information. |
Deferred Financing Costs, Net | Deferred Financing Costs, Net The Company has recorded deferred financing costs incurred in conjunction with its debt obligations. The Company amortizes debt issuance costs over the remaining life of the related debt using the straight-line method for the Revolving Credit Facility and the effective interest method for other debt. Deferred financing costs, net of accumulated amortization, are presented as “Other assets” (non-current) in the Consolidated Balance Sheets, insofar as they relate to the Revolving Credit Facility. Deferred financing costs related to the Term Loan Agreement and the Senior Notes are recorded as a reduction of “Long-term debt – less current portion” in the Consolidated Balance Sheets. Refer to Note 8 for additional information. |
Stock-Based Compensation | Stock-Based Compensation The Company determines the expense for all employee stock-based compensation awards by estimating their fair value and recognizing such value as an expense, on a straight-line, ratable or cliff basis, depending on the award, in the Consolidated Financial Statements over the requisite service period in which employees earn the awards. The Company estimates the fair value of performance-based awards granted to employees using the Monte Carlo pricing model and for service-based awards granted to employees using the Black Scholes pricing model. The fair value of performance-based awards that are expected to vest is recognized as compensation expense on a straight-line basis over the requisite service period. The fair value of service-based awards that are expected to vest is recognized as compensation expense on either (1) straight-line basis, (2) a ratable vesting basis or (3) a cliff vesting basis. The Company accounts for forfeitures as they occur. To determine the fair value of a stock-based award using the Monte Carlo and Black Scholes models, the Company makes assumptions regarding the risk-free interest rate, expected future volatility, expected dividend yield and performance period. The risk-free rate is based on the U.S. treasury yield curve in effect at the time of grant. The Company estimates the expected volatility of the share price by reviewing the estimated post-IPO volatility levels of its common stock in conjunction with the historical volatility levels of public companies that operate in similar industries or are similar in terms of stage of development or size and then projecting this information toward its future expected volatility. The Company exercises judgment in selecting these companies, as well as in evaluating the available historical and implied volatility for these companies. Dividend yield is determined based on the Company’s future plans to pay dividends. The Company calculates the performance period based on the specific market condition to be achieved and derived from estimates of future performance. The Company calculates the expected term in years for each stock option using a simplified method based on the average of each option’s vesting term and original contractual term. The simplified method is used due to the lack of sufficient historical data available to provide a reasonable basis upon which to estimate the expected term of each stock option. Concurrently with the closing of the IPO, the Company granted to certain of its directors, officers and employees restricted stock awards, restricted stock units and stock options, each of which vest upon the satisfaction of a service condition or a performance condition. Refer to Note 13 for additional information. |
Estimated Fair Value of Financial Instruments | Estimated Fair Value of Financial Instruments The carrying amounts for the Company’s financial instruments classified as current assets and liabilities, including cash and cash equivalents, trade accounts receivable and accrued expenses and accounts payable, approximate fair value due to their short maturities. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities. Level 2—Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3—Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability Refer to Note 10 for additional information. |
Income Taxes | Income Taxes Income taxes are provided on income reported for financial statement purposes, adjusted for permanent differences between financial statement reporting and income tax regulations. A valuation allowance is established whenever management believes that it is more likely than not that deferred tax assets may not be realizable. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which the deferred tax assets or liabilities are expected to be realized or settled. The realization of the net deferred tax assets is primarily dependent on estimated future taxable income. A change in the Company’s estimate of future taxable income may require an increase or decrease in the valuation allowance. A liability for uncertain tax positions is recorded whenever management believes it is not more-likely than-not the position will be sustained on examination based solely on its technical merits. Interest and penalties related to underpayment of income taxes are classified as income tax expense. It is inherently difficult and subjective to estimate such amounts, as the Company has to determine the probability of various possible outcomes. The Company reevaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, voluntary settlements and new audit activity. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision. |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements Under the Jumpstart Our Business Startups (“JOBS”) Act, the Company qualifies as an emerging growth company (“EGC”) and as such, has elected not to opt out of the extended transition period for complying with new or revised accounting pronouncements. During the extended transition period, the Company is not subject to new or revised accounting standards applicable to public companies. The accounting pronouncements pending adoption below reflect effective dates for the Company as an EGC with the extended transition period. Based on our public float calculation at March 31, 2021, the Company will be deemed a Large Accelerated Filer under the U.S. Securities and Exchange Commission guidelines and ceased to qualify as an EGC effective September 30, 2021. The loss of EGC status resulted in losing the reporting exemptions noted above, and in particular will require our independent registered public accounting firm to provide an attestation report on the effectiveness of our internal control over financial reporting as of and for the year ended September 30, 2021 under Section 404(b) of the Sarbanes-Oxley Act and required the adoption of ASU 2016-02 for the year ended September 30,20201. On October 1, 2018, the Company early adopted ASU No. 2014-09, Revenue from Contracts with Customers On October 1, 2019, the Company adopted ASU No. 2016-16, Income Taxes (Topic 740): Intra-Entity Transfer of Assets Other Than Inventory On October 1, 2020, the Company adopted ASU No. 2018-13, Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement, which amends Topic 820, Fair Value Measurement. This standard modifies the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The adoption of this standard did not have a material impact on the Company’s Consolidated Financial Statements. On October 1, 2020, the Company adopted ASC 842 (Leases) On October 1, 2020, the Company adopted ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326), and the subsequent amendments The standard sets forth an expected credit loss model which requires the measurement of expected credit losses for financial instruments based on historical experience, current conditions and reasonable and supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost, and certain off-balance sheet credit exposures. The adoption of this standard did not have a material impact on its Consolidated Financial Statements. On October 1, 2020, the Company adopted ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The adoption of the standard did not have a material impact on its Consolidated Financial Statements. On October 1, 2020, the Company adopted ASU No. 2020-04, Reference Rate Reform (Topic 848), The standard provides optional expedients and exceptions for applying generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The adoption of the standard did not have a material impact on its Consolidated Financial Statements. Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes. This standard simplifies the accounting for income taxes by removing certain exceptions to general principles in Topic 740 and clarifying and amending existing guidance. For public entities, the amendments in this ASU are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted, including adoption in any interim period for (1) public business entities for periods for which financial statements have not yet been issued and (2) all other entities for periods for which financial statements have not yet been made available for issuance. An entity that elects to early adopt the amendments in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period. Additionally, an entity that elects early adoption must adopt all the amendments in the same period. The amendments are applied on a prospective or retrospective basis, depending upon the amendment adopted within this ASU. The amendments in this ASU are effective for the Company for annual periods beginning after December 15, 2021 and interim periods within annual periods beginning after December 15, 2022. The Company is currently evaluating the impact this adoption will have on its Consolidated Financial Statements . |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedules of Concentration of Risk Percentage | Years Ended September 30, 2021 2020 2019 Distributor A 23.3 % 20.3 % 19.8 % |
Schedule of Estimated Useful Lives of the Assets | Depreciation for financial reporting purposes is computed using the straight-line method over the following estimated useful lives of the assets: Land improvements 10 years Building and improvements 7-40 years Manufacturing equipment 1-15 years Office furniture and equipment 3-12 years Vehicles 5 years Computer equipment 3-7 years |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Rebate Activity | The rebate activity was as follows (in thousands). As of September 30, 2021 2020 2019 Beginning balance $ 32,679 $ 24,858 $ 21,914 Rebate expense 76,763 54,083 50,847 Rebate payments (61,794 ) (46,262 ) (47,903 ) Ending balance $ 47,648 $ 32,679 $ 24,858 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): As of September 30, 2021 2020 Raw materials $ 46,046 $ 33,850 Work in process 27,278 19,935 Finished goods 115,564 76,285 Total inventories $ 188,888 $ 130,070 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Net (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Property Plant And Equipment [Abstract] | |
Summary of Property, Plant and Equipment - Net | Property, plant and equipment — net consisted of the following (in thousands): As of September 30, 2021 2020 Land and improvements $ 2,812 $ 2,758 Buildings and improvements 73,227 71,059 Capital lease – building — 2,021 Capital lease – manufacturing equipment — 1,026 Capital lease – vehicles — 3,782 Manufacturing equipment 405,611 306,036 Computer equipment 23,915 24,927 Furnitures and fixtures 6,018 5,689 Vehicles 604 465 Total property, plant and equipment 512,187 417,763 Construction in progress 129,886 54,412 642,073 472,175 Accumulated depreciation (251,061 ) (210,401 ) Total property, plant and equipment – net $ 391,012 $ 261,774 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Net (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | Goodwill consisted of the following (in thousands): Residential Commercial Total Goodwill as of September 30, 2020 $ 911,001 $ 40,389 $ 951,390 Acquisitions — — — Goodwill as of September 30, 2021 $ 911,001 $ 40,389 $ 951,390 Accumulated impairment losses as of September 30, 2020 — 32,200 32,200 Accumulated impairment losses as of September 30, 2021 $ — $ 32,200 $ 32,200 |
Summary of Finite-lived Intangible Assets | Finite-lived intangible assets consisted of the following (in thousands): As of September 30, 2021 Lives in Years Gross Carrying Value Accumulated Amortization Net Carrying Value Propriety knowledge 10 — 15 $ 289,300 $ (216,283 ) $ 73,017 Trademarks 5 — 20 223,840 (139,631 ) 84,209 Customer relationships 15 — 19 146,670 (64,412 ) 82,258 Patents 10 7,000 (4,105 ) 2,895 Other intangible assets 3 — 15 4,076 (3,883 ) 193 Total intangible assets $ 670,886 $ (428,314 ) $ 242,572 As of September 30, 2020 Lives in Years Gross Carrying Value Accumulated Amortization Net Carrying Value Propriety knowledge 10 — 15 $ 289,300 $ (195,303 ) $ 93,997 Trademarks 5 — 20 223,840 (124,521 ) 99,319 Customer relationships 15 — 19 146,670 (52,119 ) 94,551 Patents 10 7,000 (3,182 ) 3,818 Other intangible assets 3 — 15 4,076 (3,387 ) 689 Total intangible assets $ 670,886 $ (378,512 ) $ 292,374 |
Summary of Expected Amortization Expense Relating to Intangible Assets | Amortization expense relating to these amortizable intangible assets as of September 30, 2021, is expected to be as follows (in thousands): 2022 $ 44,347 2023 39,219 2024 34,227 2025 29,281 2026 24,334 Thereafter 71,164 Total $ 242,572 |
Composition of Certain Balanc_2
Composition of Certain Balance Sheet Accounts (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Composition Of Certain Balance Sheet Accounts Disclosure [Abstract] | |
Summary of Allowance for Losses | Allowance for losses consisted of the following (in thousands): As of September 30, 2021 2020 2019 Beginning balance $ 1,332 $ 904 $ 1,230 Provision 342 512 383 Bad debt write-offs (565 ) (119 ) (709 ) Acquisitions — 35 — Ending balance $ 1,109 $ 1,332 $ 904 |
Schedule of Accrued Expenses and Other Liabilities | Accrued expenses consisted of the following (in thousands): As of September 30, 2021 2020 Employee related liabilities $ 32,996 $ 26,554 Freight 2,292 5,530 Professional fees 2,296 4,249 Marketing 3,421 3,343 Warranty 2,992 2,921 Construction in progress 4,068 1,303 Capital lease — 969 Lease liability operating 3,906 — Lease liability finance 71 — Other 4,480 5,647 Total accrued expenses and other current liabilities $ 56,522 $ 50,516 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Debt Instrument [Line Items] | |
Summary of Long-term Debt | Debt consisted of the following (in thousands): As of September 30, 2021 2020 Term Loan due May 5, 2024 — LIBOR + 2.50% (3.25% at September 30, 2021) and LIBOR + 3.75% (4.75% at September 30, 2020), $ 467,654 $ 467,654 Revolving Credit Facility through March 31, 2026 - LIBOR + 1.25% at September 30, 2021 and LIBOR +2.00% at September 30, 2020 — — 2021 Senior Notes due October 1, 2021 — Fixed at 8% — — Total 467,654 467,654 Less unamortized deferred financing fees (2,625 ) (4,165 ) Less unamortized original issue discount (314 ) (507 ) Less current portion — — Long-term debt — less current portion and unamortized financing fees $ 464,715 $ 462,982 |
Summary of Interest Expense | Interest expense consisted of the following (in thousands): Years Ended September 30, 2021 2020 2019 Interest expense Term Loan Agreement $ 17,826 $ 41,261 $ 52,504 2021 Senior Notes — 17,150 25,200 2025 Senior Notes — 3,879 — Revolving Credit Facility 629 1,654 904 Other 828 1,530 1,506 Amortization Debt issue costs Term Loan Agreement 2,497 4,910 1,980 2021 Senior Notes — 880 1,407 2025 Senior Notes — 180 — Revolving Credit Facility 495 426 358 Original issue discounts 193 597 241 Less capitalized interest (2,157 ) (1,288 ) (895 ) Interest expense $ 20,311 $ 71,179 $ 83,205 |
2021 Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Summary of Debt Instrument Redemption | The 2021 Senior Notes were redeemable in whole or in part, at any time after October 1, 2016 at the following redemption prices, if redeemed during the 12-month period beginning on October 1 of the years indicated below: 2016 106.0 % 2017 104.0 % 2018 102.0 % 2019 and thereafter 100.0 % |
2025 Senior Notes [Member] | |
Debt Instrument [Line Items] | |
Summary of Debt Instrument Redemption | The 2025 Senior Notes were redeemable in whole or in part, at any time after May 15, 2022 at the following redemption prices, plus accrued and unpaid interest, if redeemed during the 12-month period beginning on May 15 of the years indicated below: 2022 104.750 % 2023 102.375 % 2024 and thereafter 100.000 % |
Product Warranties (Tables)
Product Warranties (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Product Warranties Disclosures [Abstract] | |
Summary of Warranty Reserve Activity | The warranty reserve activity was as follows (in thousands): As of September 30, 2021 2020 Beginning balance $ 10,913 $ 11,133 Adjustments to reserve 4,878 2,710 Warranty claims payment (3,120 ) (3,159 ) Accretion — purchase accounting valuation 28 229 Ending balance 12,699 10,913 Current portion of accrued warranty (2,992 ) (2,921 ) Accrued warranty — less current portion $ 9,707 $ 7,992 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Summary of Lease Assets and Lease Liabilities | Lease assets and lease liabilities as of September 30, 2021 were as follows: Leases Classification on Balance Sheet As of September 30, 2021 Assets ROU operating lease assets Other assets 19,431 Finance lease assets Other assets 49,084 Total lease assets 68,515 Liabilities Current Operating Accrued expenses and other liabilities 3,906 Finance Accrued expenses and other liabilities 71 Non-Current Operating Other non-current liabilities 18,585 Finance Other non-current liabilities 50,590 Total lease liabilities 73,152 |
Components of Lease Expense | The components of lease expense for the year ended September 30, 2021 were as follows: (in thousands) Year ended September 30, 2021 Operating lease expense $ 4,007 Finance lease amortization of assets 1,191 Finance lease interest on lease liabilities 827 Short term 133 Sublease income (428 ) Total lease expense $ 5,730 |
Supplemental Information Related to Leases | The tables below present supplemental information related to leases as of September 30, 2021: Cash paid for amounts included in the measurement of lease liabilities: Year ended September 30, 2021 Operating leases - Operating cash flows $ 4,096 Finance leases - Operating cash flows 827 Finance leases - financing cash flows 1,921 Leased assets obtained in exchange for operating lease liabilities 10,239 Leased assets obtained in exchange for finance lease liabilities 47,578 Weighted-average remaining lease term (years) As of September 30, 2021 Operating leases 7.8 Finance leases 32.2 Weighted-average discount rate As of September 30, 2021 Operating leases 4.3 % Finance leases 6.5 % |
Summary of Undiscounted Cash Flow | The table below reconciles the undiscounted cash flows for each of the first five years and the total of the remaining years to the finance lease liabilities and operating lease liabilities recorded on the balance sheet as of September 30, 2021: As of September 30, 2021 (in thousands) Operating Leases Finance Leases Total 2022 $ 4,767 $ 3,266 $ 8,033 2023 4,489 4,087 8,576 2024 3,665 3,765 7,430 2025 2,993 3,553 6,546 2026 1,805 3,422 5,227 Thereafter 9,277 98,796 108,073 Total lease payments 26,996 116,889 143,885 Less: Interest (4,505 ) (66,228 ) (70,733 ) Present Value of lease liability $ 22,491 $ 50,661 $ 73,152 |
Summary of Minimum Future Rental Commitments under ASC 840 for Non-cancelable Operating Leases | As presented in our 2020 Form 10-K, the minimum future rental commitments under ASC 840 for non-cancelable operating leases with initial maturities greater than one year, payable over the remaining lives of the leases as of September 30, 2020 were: in thousands As of September 30, 2020 Capital Financing Operating 2021 $ 1,635 $ 776 $ 2,646 2022 1,522 787 2,555 2023 1,118 806 2,355 2024 735 826 1,974 2025 598 846 1,569 Thereafter 2,191 3,823 3,397 Total Payments $ 7,799 $ 7,864 $ 14,496 Less amount representing interest (3,843 ) Present value of minimum capital lease payments $ 3,956 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Carrying Values and the Estimated Fair Values of the Debt Financial Instruments | The carrying values and the estimated fair values of the debt financial instruments (Level 2 measurements) consisted of the following (in thousands): As of September 30, 2021 2020 Principle Outstanding Estimated Fair Value Principle Outstanding Estimated Fair Value Term Loan Agreement due May 5, 2024 $ 467,654 $ 467,420 $ 467,654 $ 465,690 |
Summary of Aggregate Fair Value of the Contingent Consideration and Compensation Expense | The following table provides a roll-forward of the aggregate fair value of the contingent consideration and compensation expense categorized as Level 3 (in thousands). Years Ended September 30, 2020 2019 Beginning balance $ 1,303 $ 1,900 Change in fair value of contingent consideration — 53 Less contingent payments (1,675 ) (3,675 ) Compensation expense recognized 372 3,025 Ending balance $ — $ 1,303 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Summary of Residential and Commercial Segment Reporting Information | The segment data below includes data for Residential and Commercial for the years ended and as of September 30, 2021, 2020 and 2019 (in thousands). Years Ended and As of September 30, Residential Commercial Corporate and Eliminations Total 2021 2020 2019 2021 2020 2019 2021 2020 2019 2021 2020 2019 Net Sales $ 1,044,126 $ 771,167 $ 655,445 $ 134,848 $ 128,092 $ 138,758 $ — $ — $ — $ 1,178,974 $ 899,259 $ 794,203 Adjusted EBITDA 314,563 238,060 188,742 19,323 15,051 21,493 (59,699 ) (39,598 ) (30,669 ) 274,187 213,513 179,566 Capital Expenditures 169,490 86,473 48,206 3,473 6,472 4,592 2,156 2,649 10,208 175,119 95,594 63,006 Depreciation and Amortization 88,732 85,148 81,716 9,127 9,302 8,845 3,745 5,331 3,368 101,604 99,781 93,929 Goodwill 911,001 911,001 903,909 40,389 40,389 40,389 — — — 951,390 951,390 944,298 Total Assets 1,953,126 1,726,705 1,584,383 200,277 180,116 171,721 34,431 25,035 32,159 2,187,834 1,931,856 1,788,263 Years Ended September 30, 2021 2020 2019 Segment Adjusted EBITDA Residential $ 314,563 $ 238,060 $ 188,742 Commercial 19,323 15,051 21,493 Total Adjusted EBITDA for reporting segments $ 333,886 $ 253,111 $ 210,235 Unallocated net expenses (59,699 ) (39,598 ) (30,669 ) Adjustments to income (loss) before income tax provision (benefit) Depreciation and amortization (101,604 ) (99,781 ) (93,929 ) Stock-based compensation costs (22,670 ) (120,517 ) (3,682 ) Business transformation costs (1) — (594 ) (16,560 ) Acquisition costs (2) — (1,596 ) (4,110 ) Initial public offering and secondary offering costs (3) (2,592 ) (8,616 ) (9,076 ) Other costs (4) (5,192 ) (4,154 ) 6,845 Capital structure transaction costs (5) — (37,587 ) — Interest expense (20,311 ) (71,179 ) (83,205 ) Income (loss) before income taxes $ 121,818 $ (130,511 ) $ (24,151 ) ( 1 ) Business transformation costs reflect consulting and other costs related to repositioning of brands of ( 2 ) Acquisition costs reflect costs directly related to completed acquisitions of ( 3 ) Initial public offering costs includes $1.4 million in fees related to the Secondary offering of class A common stock in fiscal year 2020. ( 4 ) Other costs reflect costs for legal expenses of $2.3 million, $0.9 million and $0.9 million for fiscal years 2021, 2020 and 2019, respectively, impact of the retroactive adoption of ASC 842 leases of $0.5 million for fiscal year 2021, reduction in workforce costs of $0.4 million for fiscal year 2020, income from an insurance recovery of legal loss of $7.7 million for fiscal year 2019, and costs related to an incentive plan and other ancillary expenses associated with the initial public offering of $2.4 million and $2.9 million for fiscal years 2021 and 2020, respectively. ( 5 ) Capital structure transaction costs include loss on extinguishment of debt of $ 1.9 million for the 2021 Senior Notes and $ 35.7 million for the 2025 Senior Notes for fiscal year 2020 . |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Performance Shares And Restricted Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Share-Based Payment Award Valuation Assumptions | The following table sets forth the significant assumptions used for the performance-based awards granted during the years ended September 30: 2020 Weighted average grant date fair value $ 8.42 Risk-free interest rate 0.75% Expected volatility 40.00% Expected term (in years) 0.50 Expected dividend yield —% |
Service Based Stock Options And Restricted Stock Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Share-Based Payment Award Valuation Assumptions | The following table sets forth the significant assumptions used for the service-based awards granted during the years ended September 30: 2021 2020 Weighted average grant date fair value $ 12.49 $ 8.19 Risk-free interest rate 0.56%-0.81% 0.47%-0.56% Expected volatility 35.00% 35.00% Expected term (in years) 6.00 6.25-7.00 Expected dividend yield —% —% |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Share-Based Compensation Stock Options Activity | The following table summarizes the performance-based stock option activity for the year ended September 30, 2021: Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contract Term Aggregate Intrinsic Value (in years) (in thousands) Outstanding at October 1, 2020 1,705,498 23.00 Granted — Exercised (149,009 ) 23.00 Cancelled/Forfeited Expired Outstanding at September 30, 2021 1,556,489 23.00 8.3 21,059 Vested and exercisable at September 30, 2021 1,556,489 23.00 8.3 21,059 |
Service Based Stock Option Activity [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Share-Based Compensation Stock Options Activity | The following table summarizes the service-based stock option activity for the year ended September 30, 2021 : Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contract Term Aggregate Intrinsic Value (in years) (in thousands) Outstanding at October 1, 2020 3,382,947 23.00 Granted 227,364 34.49 Exercised (111,332 ) 23.00 Cancelled/Forfeited (64,758 ) 23.56 Expired — — Outstanding at September 30, 2021 3,434,221 23.82 8.6 43,691 Vested and exercisable at September 30, 2021 1,593,261 23.00 8.5 21,557 |
Performance Based Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Non-Vested Restricted Stock Activity | A summary of the performance-based restricted stock unit awards activity for the year ended September 30, 2021 was presented at target was as follows : Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2020 — $ — Granted 115,562 34.98 Vested — — Forfeited (3,758 ) 34.27 Outstanding and unvested at September 30, 2021 111,804 35.00 |
Service Based Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Non-Vested Restricted Stock Activity | A summary of the service-based restricted stock awards activity for the year ended September 30, 2021 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2020 1,485,611 23.00 Granted — — Vested (722,085 ) 23.00 Forfeited (45,946 ) 23.00 Outstanding and unvested at September 30, 2021 717,580 23.00 |
Schedule of Unvested Restricted Stock Units | A summary of the service-based restricted stock unit awards activity for the year ended September 30, 2021 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2020 184,851 23.00 Granted 222,046 36.02 Vested (14,681 ) 29.92 Forfeited (25,364 ) 25.88 Outstanding and unvested at September 30, 2021 366,852 30.42 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Basic And Diluted Earnings Per Share | The following table sets forth the computation of the Company’s basic and diluted EPS attributable to common stockholders (in thousands, except share and per share amounts): Years Ended September 30, 2021 2020 2019 Numerator: Net income (loss) $ 93,150 $ (122,233 ) $ (20,196 ) Net income (loss) attributable to common stockholders — basic and diluted $ 93,150 $ (122,233 ) $ (20,196 ) Denominator: Weighted average shares of common stock — basic and diluted basic 153,777,859 120,775,717 108,162,741 diluted 156,666,394 120,775,717 108,162,741 Net income (loss) attributable to common stockholders: basic $ 0.61 $ (1.01 ) $ (0.19 ) diluted $ 0.59 $ (1.01 ) $ (0.19 ) |
Summary of Antidilutive Securities Excluded From Computation of Earnings Per Share | The following table includes the number of shares that may be dilutive common shares in the future, and were not included in the computation of diluted net income (loss) per share because the effect was anti-dilutive: Years Ended September 30, 2021 2020 2019 Restricted Stock Awards — 1,064,897 — Stock Options 105,199 268,177 — Restricted Stock Units 3,256 19,724 — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The Company’s operations are substantially all domestic. The components of income tax expense (benefit) consisted of the following (in thousands): Years Ended September 30, 2021 2020 2019 Current: Federal $ 200 $ (55 ) $ (62 ) State and local 2,939 1,887 1,428 Total current 3,139 1,832 1,366 Deferred: Federal 26,240 (7,408 ) (3,128 ) State and local (711 ) (2,702 ) (2,193 ) Total deferred 25,529 (10,110 ) (5,321 ) Income tax expense (benefit) $ 28,668 $ (8,278 ) $ (3,955 ) |
Schedule of Effective Income Tax Rate Reconciliation | The effective income tax rate was different from the statutory U.S. federal income tax rate of 21.0%, 2021 Rate 2020 Rate 2019 Rate Income tax benefit / federal statutory rate $ 25,583 21.0 % $ (27,407 ) 21.0 % $ (5,072 ) 21.0 % State and local taxes — net of federal benefit 2,329 1.9 (960 ) 0.6 (667 ) 2.8 Increase in valuation allowance (220 ) (0.2 ) 280 (0.2 ) 20 (0.1 ) Stock-based compensation 1,379 1.1 19,344 (14.8 ) 685 (2.8 ) Non-deductible transaction costs 544 0.4 411 (0.3 ) 407 (1.7 ) Executive compensation 704 0.6 235 (0.2 ) — — Federal research and development credit (1,829 ) (1.4 ) (465 ) 0.4 — — Meals and entertainment 267 0.2 262 (0.2 ) 350 (1.5 ) Other (89 ) (0.1 ) 22 — 322 (1.3 ) Income tax expense (benefit) / effective tax rate $ 28,668 23.5 % $ (8,278 ) 6.3 % $ (3,955 ) 16.4 % |
Schedule of Deferred Tax Assets and Liabilities | The components of the deferred tax assets and liabilities consisted of the following (in thousands): As of September 30, 2021 2020 Deferred tax asset: Federal net operating loss carryforwards $ 10,528 $ 23,389 State loss carryforwards and other benefits 10,852 9,797 Inventory reserves 6,004 5,181 Warranty reserves 3,139 3,016 Legal reserves 212 365 Accrued expenses 9,189 7,876 Disallowed interest carryforward — 12,019 Stock-based compensation 9,284 6,325 Federal research and development credit 2,243 465 Lease liabilities 16,944 — Valuation allowance (5,310 ) (5,530 ) Total deferred tax assets 63,085 62,903 Deferred tax liabilities: Intangible assets — net 42,726 45,509 Property, plant and equipment 50,159 37,617 Right-of-use assets 15,928 — Indemnification receivable related to warranty reserves 643 1,037 Total deferred tax liabilities 109,456 84,163 Net deferred tax liability $ 46,371 $ 21,260 |
Summary of Valuation Allowance | The activity in the valuation allowance consisted of the following (in thousands): As of September 30, 2021 2020 Beginning balance $ 5,530 $ 5,250 Expense (220 ) 280 Ending balance $ 5,310 $ 5,530 |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending balances for liabilities associated with unrecognized tax benefits consisted of the following (in thousands): As of September 30, 2021 2020 Beginning balance $ 996 $ 961 Unrecognized tax benefits related to prior years (516 ) 35 Unrecognized tax benefits related to the current year 475 — Ending balance $ 955 $ 996 |
Quarterly Financial Informati_2
Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Selected Quarterly Financial Information [Abstract] | |
Summary of Quarterly Financial Information | (In thousands, except per share amounts): Three Months Ended September 30, 2021 June 30, 2021 March 31, 2021 December 31, 2020 Net sales (1) $ 346,121 $ 327,454 $ 293,121 $ 212,278 Gross profit (2) 112,287 106,837 97,849 72,978 Net income (loss) (2) $ 38,593 $ 21,769 $ 22,640 $ 10,148 Net income (loss) per common share: Basic $ 0.25 $ 0.14 $ 0.15 $ 0.07 Diluted $ 0.25 $ 0.14 $ 0.14 $ 0.07 Three Months Ended September 30, 2020 June 30, 2020 March 31, 2020 December 31, 2019 Net sales (1) $ 263,920 $ 223,711 $ 245,585 $ 166,043 Gross profit 90,264 75,123 79,372 51,291 Net income (loss) (2) $ (64,359 ) $ (52,116 ) $ 4,088 $ (9,846 ) Net income (loss) per common share: Basic $ (0.43 ) $ (0.44 ) $ 0.04 $ (0.09 ) Diluted $ (0.43 ) $ (0.44 ) $ 0.04 $ (0.09 ) (1) Net sales are impacted by seasonality as the Company has typically experienced moderately higher levels of sales of residential products in the second fiscal quarter of the year as a result of “early buy” sales. Net sales are also generally impacted by the number of days in a quarter or a year that contractors and other professionals are able to install products. This can vary dramatically based on, among other things, weather events such as rain, snow and extreme temperatures. The Company has generally experienced lower levels of sales of residential products in the first fiscal quarter due to adverse weather conditions in certain markets, which typically reduce the construction and renovation activity during the winter season. In addition, the Company has experienced higher levels of sales of bathroom partition products and locker products during the second half of a fiscal year, which includes the summer months when schools are typically closed and therefore are more likely to undergo remodel activities. (2) As a result of our adoption of ASC 842 as of October 1, 2020 (Note 1), quarterly amounts presented in our prior Forms 10-Q were revised. The impact of the adjustments was immaterial to gross profit and net income for the first, second and third quarters of fiscal year 2021, respectively . Refer to footnote 9 for further details of the adoption. |
Condensed Financial Informati_2
Condensed Financial Information of Registrant (Parent Company Only) (Tables) - Parent Company [Member] | 12 Months Ended |
Sep. 30, 2021 | |
Schedule of Balance Sheets | The AZEK Company Inc. (parent company only) Balance Sheets (In thousands of U.S. dollars, except for share and per share amounts) As of September 30, 2021 2020 ASSETS: Non-current assets: Investments in subsidiaries $ 1,427,164 $ 1,303,888 Total non-current assets 1,427,164 1,303,888 Total assets $ 1,427,164 $ 1,303,888 LIABILITIES AND STOCKHOLDERS’ EQUITY: Total liabilities $ — $ — Stockholders’ equity: Preferred stock, $0.001 and no shares issued and outstanding at September 30, 2021 and September 30, 2020, respectively — — Class A common stock, $0.001 154,866,313 shares issued and outstanding at September 30, 2021, and 154,637,240 issued and outstanding at September 30, 2020 155 155 Class B common stock, $0.001 shares authorized, 100 shares issued and outstanding at September 30, 2021 and 2020 — — Additional paid-in capital 1,615,236 1,587,208 Accumulated deficit (188,227 ) (283,475 ) Total stockholders’ equity 1,427,164 1,303,888 Total liabilities and stockholders’ equity $ 1,427,164 $ 1,303,888 |
Schedule of Statements of Comprehensive Income (Loss) | The AZEK Company Inc. (parent company only) Statements of Comprehensive Income (Loss) (In thousands of U.S. dollars) Years Ended September 30, 2021 2020 2019 Net income (loss) of subsidiaries $ 93,150 $ (122,233 ) $ (20,196 ) Net income (loss) of subsidiaries $ 93,150 $ (122,233 ) $ (20,196 ) Comprehensive income (loss) $ 93,150 $ (122,233 ) $ (20,196 ) |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) $ / shares in Units, $ in Thousands | Jun. 01, 2021USD ($)$ / sharesshares | Jan. 26, 2021USD ($)$ / sharesshares | Sep. 15, 2020USD ($)$ / sharesshares | Jun. 16, 2020USD ($)$ / sharesshares | Sep. 30, 2021USD ($)CustomerReportingunit$ / shares | Sep. 30, 2020USD ($)Customer$ / sharesshares | Sep. 30, 2019USD ($) | Oct. 01, 2020USD ($) | Oct. 01, 2019USD ($) | Oct. 01, 2018USD ($) | Sep. 30, 2018USD ($) |
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Proceeds from issuance initial public offering | $ 819,700 | $ 820,467 | |||||||||
Underwriting discounts and commissions payments | 50,600 | ||||||||||
Estimated offering expenses payable | 9,200 | ||||||||||
Prepayment of senior notes | 665,000 | ||||||||||
Opening balance of equity | $ 1,427,164 | 1,303,888 | $ 490,023 | $ 505,553 | |||||||
Total amount of incentives | 92,500 | 63,100 | 50,800 | ||||||||
Advertising Expense | 37,800 | 33,200 | 41,700 | ||||||||
Research and development expenses | 7,400 | 7,700 | 8,000 | ||||||||
Gain (loss) on disposal of fixed assets | $ (1,000) | (900) | $ (1,500) | ||||||||
Lease term description | . Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Leases may be classified as either operating leases or finance leases. We have made an accounting policy election to not include leases with an initial term of 12 months or less on the balance sheet. | ||||||||||
Accumulated deficit | $ (188,227) | $ (283,475) | |||||||||
Lease asset | 68,515 | $ 15,200 | |||||||||
Lease liabilities | $ 73,152 | 18,700 | |||||||||
Qualitative Assessment [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of reporting units | Reportingunit | 3 | ||||||||||
Quantitative Assessment [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of reporting units | Reportingunit | 1 | ||||||||||
Maximum [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Intangible assets, useful lives | 20 years | ||||||||||
Minimum [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Intangible assets, useful lives | 3 years | ||||||||||
Accounts Receivable [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Customers accounted | three customers accounted for 10% or more of gross trade receivables; Customer A was 10.3%, Customer B was 11.5% and Customer C was 12.7% | three customers accounted for 10% or more of gross trade receivables; Customer A was 13.1%, Customer B was 12.6% and Customer C was 11.9%. | |||||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer A [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Concentration Risk, Percentage | 10.30% | 13.10% | |||||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | CustomerBMember | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Concentration Risk, Percentage | 11.50% | 12.60% | |||||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer C [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Concentration Risk, Percentage | 12.70% | 11.90% | |||||||||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Maximum [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Concentration Risk, Percentage | 10.00% | 10.00% | |||||||||
Accounts Receivable [Member] | Supplier Concentration Risk [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Number of Customer | Customer | 3 | 3 | |||||||||
Cost of Goods and Service Benchmark [Member] | Supplier Concentration Risk [Member] | Raw Materials [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Concentration Risk, Percentage | 18.00% | 10.00% | 17.00% | ||||||||
Residential Segment [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Gain (loss) on disposal of fixed assets | $ (1,000) | $ (300) | |||||||||
Residential Segment [Member] | Sales Revenue Net [Member] | Customer Concentration Risk [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Concentration Risk, Percentage | 10.00% | 10.00% | 10.00% | ||||||||
Commercial Segment [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Gain (loss) on disposal of fixed assets | $ 100 | ||||||||||
Corporate Assets [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Gain (loss) on disposal of fixed assets | $ (1,200) | ||||||||||
Adoption of ASU [Member] | ASU 2014-09 [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Opening balance of equity | $ 200 | ||||||||||
Revision of Prior Period Adjustment [Member] | Adoption of ASU [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Accumulated deficit | $ (2,100) | $ 1,300 | |||||||||
Common Class A [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Shares issued during period | shares | 38,237,500 | ||||||||||
Common stock, par value per share | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Conversion of Class B common stock into Class A common stock (in shares) | shares | 33,068,863 | ||||||||||
Opening balance of equity | $ 155 | $ 155 | 75 | 75 | |||||||
Common Class B [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Common stock, par value per share | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Conversion of Class B common stock into Class A common stock (in shares) | shares | 33,068,863 | (33,068,863) | |||||||||
Opening balance of equity | $ 33 | $ 33 | |||||||||
Revolving Credit Facility [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Revolving Credit Facility, outstanding amount | 70,000 | $ 3,300 | $ 6,800 | ||||||||
2020 Senior Notes [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Senior notes outstanding | 350,000 | ||||||||||
Prepayment of senior notes | $ 337,700 | ||||||||||
IPO [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Shares issued during period | shares | 38,237,500 | ||||||||||
Shares issued price | $ / shares | $ 23 | ||||||||||
IPO [Member] | Common Class A [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Shares issued during period | shares | 38,237,500 | ||||||||||
Over-Allotment Option [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Shares issued during period | shares | 4,987,500 | ||||||||||
Over-Allotment Option [Member] | Common Class A [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Shares issued price | $ / shares | $ 43.50 | $ 40 | $ 33.25 | ||||||||
Overallotment stock shares sold by shareholders during the period | shares | 2,250,000 | 3,000,000 | 3,750,000 | ||||||||
Secondary Offerings Member [Member] | Common Class A [Member] | |||||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||||||||
Stock shares sold by shareholders during the period | shares | 17,250,000 | 23,000,000 | 28,750,000 | ||||||||
Common stock, par value per share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||
Estimated offering expenses | $ 1,100 | $ 1,200 | $ 1,400 |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Schedules of Concentration of Risk Percentage (Detail) | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | Distributor A [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 23.30% | 20.30% | 19.80% |
Organization and Summary of S_6
Organization and Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Property, Plant and Equipment (Detail) | 12 Months Ended |
Sep. 30, 2021 | |
Land and Improvements [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 10 years |
Vehicles [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 5 years |
Minimum [Member] | Buildings and Improvements [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 7 years |
Minimum [Member] | Manufacturing Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 1 year |
Minimum [Member] | Office Furniture And Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 3 years |
Minimum [Member] | Computer Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 3 years |
Maximum [Member] | Buildings and Improvements [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 40 years |
Maximum [Member] | Manufacturing Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 15 years |
Maximum [Member] | Office Furniture And Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 12 years |
Maximum [Member] | Computer Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 7 years |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 |
Revenue From Contract With Customer [Abstract] | |||
Accrued rebates | $ 44,339 | $ 30,362 | $ 22,700 |
Contra trade receivable | $ 3,300 | $ 2,300 | $ 2,100 |
Revenue - Summary of Rebate Act
Revenue - Summary of Rebate Activity (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |||
Beginning balance | $ 32,679 | $ 24,858 | $ 21,914 |
Rebate expense | 76,763 | 54,083 | 50,847 |
Rebate payments | (61,794) | (46,262) | (47,903) |
Ending balance | $ 47,648 | $ 32,679 | $ 24,858 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 46,046 | $ 33,850 |
Work in process | 27,278 | 19,935 |
Finished goods | 115,564 | 76,285 |
Total inventories | $ 188,888 | $ 130,070 |
Property, Plant and Equipment_3
Property, Plant and Equipment - Net - Summary of Property, Plant and Equipment - Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | $ 512,187 | $ 417,763 |
Property, Plant and Equipment, Gross | 642,073 | 472,175 |
Accumulated depreciation | (251,061) | (210,401) |
Total property, plant and equipment – net | 391,012 | 261,774 |
Land and Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 2,812 | 2,758 |
Buildings and Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 73,227 | 71,059 |
Capital Lease - Building [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 2,021 | |
Capital Lease - Manufacturing Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 1,026 | |
Capital Lease - Vehicles [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 3,782 | |
Manufacturing Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 405,611 | 306,036 |
Computer Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 23,915 | 24,927 |
Furniture and Fixtures [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 6,018 | 5,689 |
Vehicles [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property Plant and Equipment Excluding Construction in Progress Gross | 604 | 465 |
Construction in Progress [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 129,886 | $ 54,412 |
Property, Plant and Equipment_4
Property, Plant and Equipment - Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | Oct. 01, 2020 | |
Property Plant And Equipment [Line Items] | ||||
Finance lease right of use asset | $ 9.2 | $ 5.5 | ||
Finance lease obligation | 7.9 | $ 7.9 | ||
Depreciation | $ 50.6 | 44.6 | $ 33.7 | |
Interest Capitalized | $ 2.2 | 1.3 | ||
Assets Under Capital Lease [Member] | ||||
Property Plant And Equipment [Line Items] | ||||
Accumulated amortization under capital leases | 4 | |||
Assets under Build to Suit lease [Member] | ||||
Property Plant And Equipment [Line Items] | ||||
Accumulated amortization leased assets | $ 0.5 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Net - Summary of Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Goodwill [Line Items] | ||
Goodwill, beginning balance | $ 951,390 | |
Acquisitions | 0 | |
Goodwill, ending balance | 951,390 | |
Accumulated impairment losses | 32,200 | $ 32,200 |
Residential [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 911,001 | |
Acquisitions | 0 | |
Goodwill, ending balance | 911,001 | |
Commercial [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 40,389 | |
Acquisitions | 0 | |
Goodwill, ending balance | 40,389 | |
Accumulated impairment losses | $ 32,200 | $ 32,200 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Net - Summary of Finite-Lived Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 670,886 | $ 670,886 |
Accumulated Amortization | (428,314) | (378,512) |
Net Carrying Value | $ 242,572 | 292,374 |
Minimum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 3 years | |
Maximum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 20 years | |
Propriety knowledge [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 289,300 | 289,300 |
Accumulated Amortization | (216,283) | (195,303) |
Net Carrying Value | $ 73,017 | $ 93,997 |
Propriety knowledge [Member] | Minimum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 10 years | 10 years |
Propriety knowledge [Member] | Maximum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 15 years | 15 years |
Trademarks [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 223,840 | $ 223,840 |
Accumulated Amortization | (139,631) | (124,521) |
Net Carrying Value | $ 84,209 | $ 99,319 |
Trademarks [Member] | Minimum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 5 years | 5 years |
Trademarks [Member] | Maximum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 20 years | 20 years |
Customer relationships [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 146,670 | $ 146,670 |
Accumulated Amortization | (64,412) | (52,119) |
Net Carrying Value | $ 82,258 | $ 94,551 |
Customer relationships [Member] | Minimum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 15 years | 15 years |
Customer relationships [Member] | Maximum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 19 years | 19 years |
Patents [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 10 years | 10 years |
Gross Carrying Value | $ 7,000 | $ 7,000 |
Accumulated Amortization | (4,105) | (3,182) |
Net Carrying Value | 2,895 | 3,818 |
Other intangible [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 4,076 | 4,076 |
Accumulated Amortization | (3,883) | (3,387) |
Net Carrying Value | $ 193 | $ 689 |
Other intangible [Member] | Minimum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 3 years | 3 years |
Other intangible [Member] | Maximum [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Lives in Years | 15 years | 15 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 49,802 | $ 55,144 | $ 60,226 |
Acquired finite lived intangible assets weighted average useful life | 12 years 2 months 12 days |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Net - Summary of Expected Amortization Expense Relating to Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Finite Lived Intangible Assets Future Amortization Expense Current And Five Succeeding Fiscal Years [Abstract] | ||
2022 | $ 44,347 | |
2023 | 39,219 | |
2024 | 34,227 | |
2025 | 29,281 | |
2026 | 24,334 | |
Thereafter | 71,164 | |
Net Carrying Value | $ 242,572 | $ 292,374 |
Composition of Certain Balanc_3
Composition of Certain Balance Sheet Accounts - Summary of Allowance for Losses (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Allowance For Credit Loss [Abstract] | |||
Beginning balance | $ 1,332 | $ 904 | $ 1,230 |
Provision | 342 | 512 | 383 |
Bad debt write-offs | (565) | (119) | (709) |
Acquisitions | 35 | ||
Ending balance | $ 1,109 | $ 1,332 | $ 904 |
Composition of Certain Balanc_4
Composition of Certain Balance Sheet Accounts - Summary of Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Accrued Liabilities And Other Liabilities [Abstract] | ||
Employee related liabilities | $ 32,996 | $ 26,554 |
Freight | 2,292 | 5,530 |
Professional fees | 2,296 | 4,249 |
Marketing | 3,421 | 3,343 |
Warranty | 2,992 | 2,921 |
Construction in progress | 4,068 | 1,303 |
Capital lease | 969 | |
Lease liability operating | 3,906 | |
Lease liability finance | 71 | |
Other | 4,480 | 5,647 |
Total accrued expenses and other current liabilities | $ 56,522 | $ 50,516 |
Debt - Summary of Long-Term Deb
Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 467,654 | $ 467,654 | |
Less unamortized deferred financing fees | (2,625) | (4,165) | |
Less unamortized original issue discount | (314) | (507) | |
Long-term debt — less current portion and unamortized financing fees | 464,715 | 462,982 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 467,654 | $ 467,654 | |
2021 Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Less unamortized deferred financing fees | $ (2,800) |
Debt - Summary of Long-Term D_2
Debt - Summary of Long-Term Debt (Detail) (Parenthetical) | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2021 | Sep. 30, 2020 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument maturity date | May 5, 2024 | ||
Debt instrument, description of variable rate basis | LIBOR + 2.50% | ||
Debt instrument, basis spread on variable rate | 3.25% | ||
Debt instrument rate | 3.75% | 4.75% | |
2021 Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument maturity date | Oct. 1, 2021 | Oct. 1, 2021 | |
Debt instrument fixed interest rate | 8.00% | 8.00% | |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument maturity date | Mar. 31, 2026 | ||
Debt instrument, description of variable rate basis | LIBOR + 1.25% | LIBOR +2.00% | |
Debt instrument, basis spread on variable rate | 1.25% | 2.00% |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Feb. 02, 2021 | Jun. 16, 2020 | Jun. 08, 2020 | May 12, 2020 | May 07, 2020 | Sep. 30, 2013 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | |||||||||
Term loan outstanding | $ 467,654,000 | $ 467,654,000 | |||||||
Long-term Debt, Gross | 467,654,000 | 467,654,000 | |||||||
Interest expense | 20,311,000 | 71,179,000 | $ 83,205,000 | ||||||
Deferred financing cost | 2,625,000 | 4,165,000 | |||||||
Accrued interest paid | $ 17,119,000 | 76,670,000 | 78,807,000 | ||||||
Gain (loss) on extinguishment of debt | (37,587,000) | ||||||||
Proceeds from senior notes | $ 346,500,000 | ||||||||
CPG International LLC [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, covenant description | CPG International LLC is also required to make mandatory prepayments (i) when aggregate borrowings exceed commitments or the applicable borrowing base and (ii) during “cash dominion,” which occurs if (a) the availability under the Revolving Credit Facility is less than the greater of (i) $12.5 million and (ii) 10% of the lesser of (x) $150.0 million and (y) the borrowing base, for five consecutive business days or (b) certain events of default have occurred and are continuing. | ||||||||
Maximum [Member] | ABR Floor [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 2.00% | ||||||||
Maximum [Member] | CPG International LLC [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Minimum fixed charge coverage ratio | 100 | ||||||||
Minimum [Member] | ABR Floor [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 1.75% | ||||||||
Minimum [Member] | CPG International LLC [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Minimum fixed charge coverage ratio | 100 | ||||||||
Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument maturity date | Mar. 31, 2026 | ||||||||
Debt instrument, description of variable rate basis | LIBOR + 1.25% | LIBOR +2.00% | |||||||
Debt instrument interest rate description | interest rate has been reduced by 25 basis points to (i) for ABR borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the LIBOR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points, based on average historical availability, or (ii) for Eurocurrency borrowings, adjusted LIBOR plus a spread of 125 to 175 basis points, based on average historical availability. | ||||||||
Debt instrument, basis spread on variable rate | 1.25% | 2.00% | |||||||
Aggregate maximum borrowing capacity | $ 150,000,000 | ||||||||
Revolving Credit Facility, outstanding amount | $ 70,000,000 | 3,300,000 | $ 6,800,000 | ||||||
Option to increase the commitments | 100,000,000 | ||||||||
Outstanding letters of credit held | $ 1,200,000 | 800,000 | |||||||
Line of credit facility, commitment fee description | If the average daily used percentage is greater than 50%, the commitment fee equals 25 basis points, and if the average daily used percentage is less than or equal to 50%, the commitment fee equals 37.5 basis points. | ||||||||
Line of credit facility, commitment fee amount | $ 600,000 | 500,000 | 500,000 | ||||||
Debt instrument, covenant description | (i) 10% of the lesser of the aggregate commitments under the Revolving Credit Facility and the borrowing base, and (ii) $12.5 million | ||||||||
Revolving Credit Facility [Member] | CPG International LLC [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Available borrowing capacity | $ 146,700,000 | ||||||||
Revolving Credit Facility [Member] | ABR Borrowings [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate description | i) for ABR borrowings, the highest of (a) the Federal Funds Rate plus 50 basis points, (b) the prime rate and (c) the LIBOR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points, based on average historical availability, or (ii) for Eurocurrency borrowings, adjusted LIBOR plus a spread of 125 to 175 basis points, based on average historical availability. | ||||||||
Revolving Credit Facility [Member] | ABR Borrowings [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | LIBOR as of such date for a deposit in U.S. dollars with a maturity of one month plus 100 basis points, plus, in each case, a spread of 25 to 75 basis points | ||||||||
Revolving Credit Facility [Member] | ABR Borrowings [Member] | Prime Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | prime rate | ||||||||
Revolving Credit Facility [Member] | ABR Borrowings [Member] | Fed Funds Effective Rate Overnight Index Swap Rate [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | Federal Funds Rate plus 50 basis points | ||||||||
Revolving Credit Facility [Member] | Eurocurrency Borrowings [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument interest rate description | for Eurocurrency borrowings, adjusted LIBOR plus a spread of 125 to 175 basis points, based on average historical availability | ||||||||
Revolving Credit Facility [Member] | Eurocurrency Borrowings [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | LIBOR plus a spread of 125 to 175 basis points | ||||||||
Revolving Credit Facility [Member] | Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument maturity date | Mar. 31, 2026 | ||||||||
Revolving Credit Facility [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument maturity date | May 9, 2022 | ||||||||
Amended Agreement For Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest expense | $ 600,000 | ||||||||
Lender fees | 100,000 | ||||||||
Reduction of long-term debt | 3,600,000 | ||||||||
Amended Agreement For Term Loan [Member] | Interest Expense | |||||||||
Debt Instrument [Line Items] | |||||||||
Third-party fees and expenses related to the term loan amendment | 900,000 | ||||||||
Amended Agreement For Term Loan [Member] | CPG International LLC [Member] | Wilmington Trust National Association [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Deferred financing cost | 2,600,000 | 4,200,000 | |||||||
Cumulative term loan prepayments estimated | $ 0 | ||||||||
Percentage of principal amount to be repaid by way of instalments | 0.25253% | ||||||||
Term loan frequency of instalment payment | quarterly installments | ||||||||
Prepay of outstanding principal of term loan agreement | 337,700,000 | ||||||||
Amended Agreement For Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest expense | $ 100,000 | ||||||||
Lender fees | 900,000 | ||||||||
Deferred financing cost | $ 500,000 | ||||||||
Term Loan Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument maturity date | May 5, 2024 | ||||||||
Debt instrument interest rate description | (i) the ABR floor by 25 basis points from 2.0% to 1.75%, (ii) the Adjusted LIBOR Rate floor by 25 basis points from 1.0% to 0.75% and (iii) the Applicable Margin with respect to any Effective Date Term Loans, by up to 125 basis points from 3.75% to 2.50% in the case of any Eurocurrency Loan and by up to 125 basis points from 2.75% to 1.50% in the case of any ABR Loan. The Applicable Margin may be reduced by a further 25 basis points in respect of both Eurocurrency Loans and ABR Loans during any period that the Borrower maintains specified public corporate family ratings. | ||||||||
Term Loan Agreement | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | Adjusted LIBOR Rate floor by 25 basis points from 1.0% to 0.75% | ||||||||
Term Loan Agreement | ABR Floor [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | ABR floor by 25 basis points from 2.0% to 1.75% | ||||||||
Term Loan Agreement | CPG International LLC [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Term loan outstanding | $ 467,700,000 | 467,700,000 | |||||||
Long-Term Debt, Maturity, Year Five | 467,700,000 | ||||||||
Long-term Debt, Gross | $ 467,700,000 | 467,700,000 | |||||||
Term Loan Agreement | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 1.00% | ||||||||
Term Loan Agreement | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 0.75% | ||||||||
Term Loan Agreement | Eurocurrency Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | Term Loans, by up to 125 basis points from 3.75% to 2.50% in the case of any Eurocurrency Loan | ||||||||
Term Loan Agreement | Eurocurrency Loan [Member] | Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 3.75% | ||||||||
Term Loan Agreement | Eurocurrency Loan [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 2.50% | ||||||||
Term Loan Agreement | ABR Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, description of variable rate basis | up to 125 basis points from 2.75% to 1.50% in the case of any ABR Loan | ||||||||
Term Loan Agreement | ABR Loan [Member] | Maximum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 2.75% | ||||||||
Term Loan Agreement | ABR Loan [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, basis spread on variable rate | 1.50% | ||||||||
2021 Senior Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument maturity date | Oct. 1, 2021 | Oct. 1, 2021 | |||||||
Deferred financing cost | $ 2,800,000 | ||||||||
Debt instrument face amount | $ 315,000,000 | ||||||||
Debt instrument interest rate | 8.00% | 8.00% | |||||||
Debt instrument, repurchase amount | $ 315,000,000 | ||||||||
Debt Instrument, Repurchase Date | Jun. 8, 2020 | ||||||||
Accrued interest paid | 4,600,000 | ||||||||
Gain (loss) on extinguishment of debt | $ 1,900,000 | ||||||||
2025 Senior Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument maturity date | May 15, 2025 | ||||||||
Debt instrument face amount | $ 350,000,000 | ||||||||
Debt instrument interest rate | 9.50% | ||||||||
Accrued interest paid | $ 3,900,000 | ||||||||
Gain (loss) on extinguishment of debt | 35,700,000 | ||||||||
Proceeds from senior notes | 350,000,000 | ||||||||
Repayment of debt | $ 350,000,000 | ||||||||
2025 Senior Notes [Member] | Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of credit | $ 15,000,000 | ||||||||
Debt Instrument Redemption Option One [Member] | 2025 Senior Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 40.00% | ||||||||
Debt Instrument, Redemption Price, Percentage | 107.125% | ||||||||
Debt Instrument Redemption Option Two [Member] | 2025 Senior Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 40.00% | ||||||||
Debt Instrument, Redemption Price, Percentage | 107.125% | ||||||||
Debt Instrument Redemption Option Three [Member] | 2025 Senior Notes [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 100.00% |
Debt - Disclosure of Debt Instr
Debt - Disclosure of Debt Instrument Redemption (Detail) | 12 Months Ended | |
May 14, 2023 | Sep. 30, 2017 | |
2021 Senior Notes [Member] | Debt Instrument, Redemption, Period One [Member] | ||
Debt Instrument, Redemption [Line Items] | ||
Debt Instrument, Redemption Price, Percentage | 106.00% | |
2021 Senior Notes [Member] | Debt Instrument, Redemption, Period Two [Member] | ||
Debt Instrument, Redemption [Line Items] | ||
Debt Instrument, Redemption Price, Percentage | 104.00% | |
2021 Senior Notes [Member] | Debt Instrument, Redemption, Period Three [Member] | ||
Debt Instrument, Redemption [Line Items] | ||
Debt Instrument, Redemption Price, Percentage | 102.00% | |
2021 Senior Notes [Member] | Debt Instrument, Redemption, Period Four [Member] | ||
Debt Instrument, Redemption [Line Items] | ||
Debt Instrument, Redemption Price, Percentage | 100.00% | |
2025 Senior Notes [Member] | Debt Instrument, Redemption, Period One [Member] | Subsequent Event [Member] | ||
Debt Instrument, Redemption [Line Items] | ||
Debt Instrument, Redemption Price, Percentage | 104.75% | |
2025 Senior Notes [Member] | Debt Instrument, Redemption, Period Two [Member] | Subsequent Event [Member] | ||
Debt Instrument, Redemption [Line Items] | ||
Debt Instrument, Redemption Price, Percentage | 102.375% | |
2025 Senior Notes [Member] | Debt Instrument, Redemption, Period Four [Member] | Subsequent Event [Member] | ||
Debt Instrument, Redemption [Line Items] | ||
Debt Instrument, Redemption Price, Percentage | 100.00% |
Debt - Summary of Interest Expe
Debt - Summary of Interest Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Interest expense | |||
Other | $ 828 | $ 1,530 | $ 1,506 |
Debt issue costs | |||
Original issue discounts | 193 | 597 | 241 |
Less capitalized interest | (2,157) | (1,288) | (895) |
Interest expense | 20,311 | 71,179 | 83,205 |
Term Loan Agreement [Member] | |||
Interest expense | |||
Interest expense, debt | 17,826 | 41,261 | 52,504 |
Debt issue costs | |||
Amortization of debt issuance costs | 2,497 | 4,910 | 1,980 |
2021 Senior Notes [Member] | |||
Interest expense | |||
Interest expense, debt | 17,150 | 25,200 | |
Debt issue costs | |||
Amortization of debt issuance costs | 880 | 1,407 | |
2025 Senior Notes [Member] | |||
Interest expense | |||
Interest expense, debt | 3,879 | ||
Debt issue costs | |||
Amortization of debt issuance costs | 180 | ||
Revolving Credit Facility [Member] | |||
Interest expense | |||
Interest expense, debt | 629 | 1,654 | 904 |
Debt issue costs | |||
Amortization of debt issuance costs | $ 495 | $ 426 | $ 358 |
Product Warranties - Additional
Product Warranties - Additional Information (Detail) | 12 Months Ended |
Sep. 30, 2021 | |
Product Warranties Disclosures [Abstract] | |
Assurance of product | The Company provides product assurance warranties of various lengths ranging from 5 years to lifetime for limited coverage for a variety of material and workmanship defects based on standard terms and conditions between the Company and its customers. |
Product Warranties - Summary of
Product Warranties - Summary of Warranty Reserve Activity (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Product Warranties Disclosures [Abstract] | ||
Beginning balance | $ 10,913 | $ 11,133 |
Adjustments to reserve | 4,878 | 2,710 |
Warranty claims payment | (3,120) | (3,159) |
Accretion — purchase accounting valuation | 28 | 229 |
Ending balance | 12,699 | 10,913 |
Current portion of accrued warranty | (2,992) | (2,921) |
Accrued warranty — less current portion | $ 9,707 | $ 7,992 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2021 | Oct. 01, 2020 | |
Lessee Lease Description [Line Items] | ||||
Operating lease right-of-use assets | $ 19,431 | |||
Build-to-suit right of use assets | $ 9,200 | $ 5,500 | ||
Finance lease obligation | 7,900 | 7,900 | ||
Lease rental expenses | 1,600 | $ 1,300 | ||
Future minimum sublease income receivable | 900 | |||
Minimum [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Renewal options range | 1 year | |||
Maximum [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Renewal options range | 20 years | |||
Property, Plant and Equipment [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Leases classified as capital leases | $ 2,800 | |||
ASC 842 [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease right-of-use assets | $ 12,400 | |||
Build-to-Suit Leases [Member] | ||||
Lessee Lease Description [Line Items] | ||||
Operating lease right-of-use assets | $ 12,400 |
Leases - Summary of Lease Asset
Leases - Summary of Lease Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Oct. 01, 2020 |
Assets | ||
ROU operating lease assets | $ 19,431 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssets | |
Finance lease assets | $ 49,084 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssets | |
Total lease assets | $ 68,515 | $ 15,200 |
Current liabilities | ||
Operating | $ 3,906 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued Liabilities And Other Liabilities | |
Finance | $ 71 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued Liabilities And Other Liabilities | |
Non-Current liabilities | ||
Operating | $ 18,585 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other non-current liabilities | |
Finance | $ 50,590 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other non-current liabilities | |
Total lease liabilities | $ 73,152 | $ 18,700 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Detail) $ in Thousands | 12 Months Ended |
Sep. 30, 2021USD ($) | |
Leases [Abstract] | |
Operating lease expense | $ 4,007 |
Finance lease amortization of assets | 1,191 |
Finance lease interest on lease liabilities | 827 |
Short term | 133 |
Sublease income | (428) |
Total lease expense | $ 5,730 |
Leases - Supplemental Informati
Leases - Supplemental Information related to Leases (Detail) $ in Thousands | 12 Months Ended |
Sep. 30, 2021USD ($) | |
Leases [Abstract] | |
Operating leases - Operating cash flows | $ 4,096 |
Finance leases - Operating cash flows | 827 |
Finance leases - financing cash flows | 1,921 |
Leased assets obtained in exchange for operating lease liabilities | 10,239 |
Leased assets obtained in exchange for finance lease liabilities | $ 47,578 |
Weighted-average remaining lease term | |
Operating leases | 7 years 9 months 18 days |
Finance leases | 32 years 2 months 12 days |
Weighted-average discount rate | |
Operating leases | 4.30% |
Finance leases | 6.50% |
Leases - Summary of Undiscounte
Leases - Summary of Undiscounted Cash Flow (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Operating Leases | ||
2022 | $ 4,767 | |
2023 | 4,489 | |
2024 | 3,665 | |
2025 | 2,993 | |
2026 | 1,805 | |
Thereafter | 9,277 | |
Total lease payments | 26,996 | |
Less: Interest | (4,505) | |
Present Value of lease liability | 22,491 | |
Finance Leases | ||
2022 | 3,266 | $ 776 |
2023 | 4,087 | 787 |
2024 | 3,765 | 806 |
2025 | 3,553 | 826 |
2026 | 3,422 | |
Thereafter | 98,796 | $ 3,823 |
Total lease payments | 116,889 | |
Less: Interest | (66,228) | |
Present Value of lease liability | 50,661 | |
Total | ||
2022 | 8,033 | |
2023 | 8,576 | |
2024 | 7,430 | |
2025 | 6,546 | |
2026 | 5,227 | |
Thereafter | 108,073 | |
Total lease payments | 143,885 | |
Less: Interest | (70,733) | |
Present Value of lease liability | $ 73,152 |
Leases - Summary of Minimum Fut
Leases - Summary of Minimum Future Rental Commitments under ASC 840 for Non-cancelable Operating Leases (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Capital | ||
2021 | $ 1,635 | |
2022 | 1,522 | |
2023 | 1,118 | |
2024 | 735 | |
2025 | 598 | |
Thereafter | 2,191 | |
Total Payments | 7,799 | |
Less amount representing interest | (3,843) | |
Present value of minimum capital lease payments | 3,956 | |
Financing | ||
2022 | $ 3,266 | 776 |
2023 | 4,087 | 787 |
2024 | 3,765 | 806 |
2025 | 3,553 | 826 |
Finance Lease, Liability, to be Paid, Year Five | 846 | |
Thereafter | $ 98,796 | 3,823 |
Total Payments | 7,864 | |
Operating | ||
2021 | 2,646 | |
2022 | 2,555 | |
2023 | 2,355 | |
2024 | 1,974 | |
2025 | 1,569 | |
Thereafter | 3,397 | |
Total Payments | $ 14,496 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Carrying Values and the Estimated Fair Values of the Debt Financial Instruments (Detail) - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 |
Principle Outstanding [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Term Loan Agreement due May 5, 2024 | $ 467,654 | $ 467,654 |
Estimated Fair Value [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Term Loan Agreement due May 5, 2024 | $ 467,420 | $ 465,690 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2021USD ($) | |
Non cash compensation expense contingent payment | $ 1.3 | ||
Ultralox [Member] | |||
Business combination, contingent consideration arrangements, range of outcomes, value, low | $ 0 | ||
Business combination, contingent consideration arrangements, range of outcomes, value, high | 30 | ||
Contingent liability, payments | $ 1.7 | 2 | |
Business combination, recognized identifiable assets acquired and liabilities assumed, contingent liability | 5.3 | ||
Contingent consideration related to non-employee owners | 2.8 | ||
Contingent consideration related compensation expenses | 2.5 | ||
Adjustment in fair value of contingent payment | $ 0.9 | ||
Additional contingent liability, payments | $ 3.4 | ||
Ultralox [Member] | Measurement Input, EBITDA Multiple [Member] | |||
Business combination, contingent consideration, liability, measurement input | 39 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Summary of Aggregate Fair Value of the Contingent Consideration and Compensation Expense (Detail) - Contingent Consideration Liability [Member] - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Fair value, liabilities measured on recurring basis, unobservable input reconciliation [Line Items] | ||
Beginning balance | $ 1,303 | $ 1,900 |
Change in fair value of contingent consideration | 53 | |
Less contingent payments | (1,675) | (3,675) |
Compensation expense recognized | $ 372 | 3,025 |
Ending balance | $ 1,303 |
Segment - Additional Informatio
Segment - Additional Information (Detail) | 12 Months Ended |
Sep. 30, 2021Segment | |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 2 |
Segments - Summary of Residenti
Segments - Summary of Residential and Commercial Segment Reporting Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | |||||||||||
Net Sales | $ 346,121 | $ 327,454 | $ 293,121 | $ 212,278 | $ 263,920 | $ 223,711 | $ 245,585 | $ 166,043 | $ 1,178,974 | $ 899,259 | $ 794,203 |
Segment Adjusted EBITDA | |||||||||||
Total Adjusted EBITDA for reporting segments | 274,187 | 213,513 | 179,566 | ||||||||
Unallocated net expenses | (59,699) | (39,598) | (30,669) | ||||||||
Adjustments to Income (loss) before income tax provision (benefit) | |||||||||||
Capital Expenditures | 175,119 | 95,594 | 63,006 | ||||||||
Depreciation and amortization | 101,604 | 99,781 | 93,929 | ||||||||
Goodwill | 951,390 | 951,390 | 951,390 | 951,390 | 944,298 | ||||||
Total Assets | 2,187,834 | 1,931,856 | 2,187,834 | 1,931,856 | 1,788,263 | ||||||
Stock-based compensation costs | (22,670) | (120,517) | (3,682) | ||||||||
Business transformation costs | (594) | (16,560) | |||||||||
Acquisition costs | (1,596) | (4,110) | |||||||||
Initial public offering and secondary offering costs | (2,592) | (8,616) | (9,076) | ||||||||
Other costs | (5,192) | (4,154) | 6,845 | ||||||||
Capital structure transaction costs | (37,587) | ||||||||||
Interest expense | (20,311) | (71,179) | (83,205) | ||||||||
Income (loss) before income taxes | 121,818 | (130,511) | (24,151) | ||||||||
Reportable Subsegments [Member] | |||||||||||
Segment Adjusted EBITDA | |||||||||||
Total Adjusted EBITDA for reporting segments | 333,886 | 253,111 | 210,235 | ||||||||
Residential [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net Sales | 1,044,126 | 771,167 | 655,445 | ||||||||
Segment Adjusted EBITDA | |||||||||||
Total Adjusted EBITDA for reporting segments | 314,563 | 238,060 | 188,742 | ||||||||
Adjustments to Income (loss) before income tax provision (benefit) | |||||||||||
Capital Expenditures | 169,490 | 86,473 | 48,206 | ||||||||
Depreciation and amortization | 88,732 | 85,148 | 81,716 | ||||||||
Goodwill | 911,001 | 911,001 | 911,001 | 911,001 | 903,909 | ||||||
Total Assets | 1,953,126 | 1,726,705 | 1,953,126 | 1,726,705 | 1,584,383 | ||||||
Commercial [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net Sales | 134,848 | 128,092 | 138,758 | ||||||||
Segment Adjusted EBITDA | |||||||||||
Total Adjusted EBITDA for reporting segments | 19,323 | 15,051 | 21,493 | ||||||||
Adjustments to Income (loss) before income tax provision (benefit) | |||||||||||
Capital Expenditures | 3,473 | 6,472 | 4,592 | ||||||||
Depreciation and amortization | 9,127 | 9,302 | 8,845 | ||||||||
Goodwill | 40,389 | 40,389 | 40,389 | 40,389 | 40,389 | ||||||
Total Assets | 200,277 | 180,116 | 200,277 | 180,116 | 171,721 | ||||||
Corporate and Eliminations [Member] | |||||||||||
Segment Adjusted EBITDA | |||||||||||
Total Adjusted EBITDA for reporting segments | (59,699) | (39,598) | (30,669) | ||||||||
Adjustments to Income (loss) before income tax provision (benefit) | |||||||||||
Capital Expenditures | 2,156 | 2,649 | 10,208 | ||||||||
Depreciation and amortization | 3,745 | 5,331 | 3,368 | ||||||||
Total Assets | $ 34,431 | $ 25,035 | $ 34,431 | $ 25,035 | $ 32,159 |
Segments - Summary of Residen_2
Segments - Summary of Residential and Commercial Segment Reporting Information (Parenthetical) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Business Transformation Costs [Line Items] | |||
Business acquisition acquisition costs completed acquisitions | $ 900 | $ 4,100 | |
Inventory step up adjustments relating to business acquisitions | 700 | ||
Initial public offering and Secondary offering costs | $ 2,592 | 8,616 | 9,076 |
Legal expenses | 2,300 | 900 | 900 |
Lease impact | 500 | ||
Costs of reduction in workforce | 400 | ||
Capital structure transaction costs | 37,587 | ||
2021 Senior Notes [Member] | |||
Business Transformation Costs [Line Items] | |||
Capital structure transaction costs | 1,900 | ||
2025 Senior Notes [Member] | |||
Business Transformation Costs [Line Items] | |||
Capital structure transaction costs | 35,700 | ||
Insurance Claims [Member] | |||
Business Transformation Costs [Line Items] | |||
Income from insurance recovery of legal loss | 7,700 | ||
Secondary Offering [Member] | Common Class A [Member] | |||
Business Transformation Costs [Line Items] | |||
Initial public offering and Secondary offering costs | 1,400 | ||
IPO [Member] | |||
Business Transformation Costs [Line Items] | |||
Costs related to an incentive plan | $ 2,400 | 2,900 | |
Business Transformation Costs [Member] | |||
Business Transformation Costs [Line Items] | |||
Consulting and other costs | 4,300 | ||
Compensation costs for transformation | $ 600 | 2,300 | |
Relocation costs | 2,000 | ||
Start up costs | 5,300 | ||
Operations related integration costs | $ 2,700 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 01, 2021 | Jan. 26, 2021 | Sep. 15, 2020 | Jun. 16, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Class Of Stock [Line Items] | ||||||
Proceeds from issuance initial public offering | $ 819,700 | $ 820,467 | ||||
Underwriting commission and discounts | 50,600 | |||||
Estimated offering expenses payable | $ 9,200 | |||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | ||||
Preferred stock, par value per share | $ 0.001 | $ 0.001 | ||||
Common stock description of voting rights | The Class A common stock and Class B common stock provide identical economic rights, but holders of Class B common stock have limited voting rights, specifically that such holders have no right to vote, solely with respect to their shares of Class B common stock, with respect to the election, replacement or removal of directors. | |||||
Common stock description of conversion rights | Class A common stock and Class B common stock are not entitled to preemptive rights. Holders of Class B common stock may convert their shares of Class B common stock into shares of Class A common stock on a one-for-one basis, in whole or in part, at any time and from time to time at their option. | |||||
Conversion of Units of Limited Liability Company [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 108,162,741 | |||||
Conversion of Membership Interests in Limited Liability Company [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 108,162,741 | |||||
Common Class A [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Shares issued during period | 38,237,500 | |||||
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 | ||||
Common stock par or stated value per share | $ 0.001 | $ 0.001 | ||||
Common stock member interests converted | 33,068,863 | |||||
Common stock, shares issued | 154,866,313 | 154,637,240 | ||||
Common stock, shares outstanding | 154,866,313 | 154,637,240 | ||||
Common Class A [Member] | Conversion of Units of Limited Liability Company [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 75,093,778 | |||||
Common Class A [Member] | Conversion of Membership Interests in Limited Liability Company [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 75,093,778 | |||||
Common Class A [Member] | Conversion of Profit Interests [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 2,703,243 | |||||
Common Class B [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||||
Common stock par or stated value per share | $ 0.001 | $ 0.001 | ||||
Common stock member interests converted | 33,068,863 | (33,068,863) | ||||
Common stock, shares issued | 100 | 100 | ||||
Common stock, shares outstanding | 100 | 100 | ||||
Common Class B [Member] | Conversion of Units of Limited Liability Company [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 33,068,963 | |||||
Common Class B [Member] | Conversion of Membership Interests in Limited Liability Company [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 33,068,963 | |||||
Class A Restricted Stock [Member] | Conversion of Profit Interests [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock member interests converted | 5,532,057 | |||||
IPO [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Shares issued during period | 38,237,500 | |||||
Shares issued price | $ 23 | |||||
IPO [Member] | Common Class A [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Shares issued during period | 38,237,500 | |||||
Over-Allotment Option [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Shares issued during period | 4,987,500 | |||||
Over-Allotment Option [Member] | Common Class A [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Shares issued price | $ 43.50 | $ 40 | $ 33.25 | |||
Overallotment stock shares sold by shareholders during the period | 2,250,000 | 3,000,000 | 3,750,000 | |||
Employee Stock [Member] | Common Class A [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock shares reserved for future issuance | 3,477,413 | |||||
Secondary Offering [Member] | Common Class A [Member] | ||||||
Class Of Stock [Line Items] | ||||||
Common stock par or stated value per share | $ 0.001 | $ 0.001 | $ 0.001 | |||
Stock shares sold by shareholders during the period | 17,250,000 | 23,000,000 | 28,750,000 | |||
Estimated offering expenses | $ 1,100 | $ 1,200 | $ 1,400 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expenses | $ 22,670 | $ 120,517 | $ 3,682 |
Income tax benefit stock based compensation expenses | 3,800 | 6,300 | 0 |
Unvested stock compensation not recognised | $ 24,500 | ||
Unvested stock awards weighted average remaining period of recognition | 2 years 4 months 24 days | ||
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic value of stock options exercised | $ 4,200 | ||
Selling, General and Administrative Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share based compensation by share based payment arrangement incremental compensation | 103,400 | ||
Stock based compensation expenses | $ 22,700 | 120,500 | $ 3,300 |
Selling, General and Administrative Expenses [Member] | IPO [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share based compensation by share based payment arrangement incremental compensation | 103,400 | ||
Share based compensation by share based payment arrangement accelarated vesting incremental compensation | $ 43,100 | ||
2020 Omnibus Incentive Compensation Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum number of shares authorised under share based compensation plan | 15,852,319 | ||
Common stock shares reserved for future issuance | 4,508,231 | ||
Stock based compensation period of expiry of stock options | 10 years | ||
CFOs Awards [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock based compensation expenses | $ 8,800 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Restricted Stock Awards Granted (Detail) - $ / shares | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Performance Shares And Restricted Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average grant date fair value | $ 8.42 | |
Risk-free interest rate | 0.75% | |
Expected volatility | 40.00% | |
Expected term (in years) | 6 months | |
Service Based Stock Options And Restricted Stock Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average grant date fair value | $ 12.49 | $ 8.19 |
Expected volatility | 35.00% | 35.00% |
Expected term (in years) | 6 years | |
Service Based Stock Options And Restricted Stock Awards [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 0.56% | 0.47% |
Expected term (in years) | 6 years 3 months | |
Service Based Stock Options And Restricted Stock Awards [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 0.81% | 0.56% |
Expected term (in years) | 7 years |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option Activities (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Sep. 30, 2021USD ($)$ / sharesshares | |
Performance Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Option, Outstanding | shares | 1,705,498 |
Number of Option, Granted | shares | |
Number of Option, Exercised | shares | (149,009) |
Number of Option, Cancelled/Forfeited | shares | |
Number of Option, Expired | shares | |
Number of Option, Outstanding | shares | 1,556,489 |
Number of Option, Vested and exercisable | shares | 1,556,489 |
Weighted Average Exercise Price Per Share, Outstanding | $ / shares | $ 23 |
Weighted Average Exercise Price Per Share, Granted | $ / shares | |
Weighted Average Exercise Price Per Share, Exercised | $ / shares | 23 |
Weighted Average Exercise Price Per Share, Cancelled/Forfeited | $ / shares | |
Weighted Average Exercise Price Per Share, Expired | $ / shares | |
Weighted Average Exercise Price Per Share, Outstanding | $ / shares | 23 |
Weighted Average Exercise Price Per Share, Vested and exercisable | $ / shares | $ 23 |
Weighted Average Remaining Contract Term, Outstanding | 8 years 3 months 18 days |
Weighted Average Remaining Contract Term, Vested and exercisable | 8 years 3 months 18 days |
Weighted Aggregate Intrinsic Value, Outstanding | $ | $ 21,059 |
Weighted Aggregate Intrinsic Value, Vested and exercisable | $ | $ 21,059 |
Service Based Stock Option Activity [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Option, Outstanding | shares | 3,382,947 |
Number of Option, Granted | shares | 227,364 |
Number of Option, Exercised | shares | (111,332) |
Number of Option, Cancelled/Forfeited | shares | (64,758) |
Number of Option, Expired | shares | |
Number of Option, Outstanding | shares | 3,434,221 |
Number of Option, Vested and exercisable | shares | 1,593,261 |
Weighted Average Exercise Price Per Share, Outstanding | $ / shares | $ 23 |
Weighted Average Exercise Price Per Share, Granted | $ / shares | 34.49 |
Weighted Average Exercise Price Per Share, Exercised | $ / shares | 23 |
Weighted Average Exercise Price Per Share, Cancelled/Forfeited | $ / shares | 23.56 |
Weighted Average Exercise Price Per Share, Expired | $ / shares | |
Weighted Average Exercise Price Per Share, Outstanding | $ / shares | 23.82 |
Weighted Average Exercise Price Per Share, Vested and exercisable | $ / shares | $ 23 |
Weighted Average Remaining Contract Term, Outstanding | 8 years 7 months 6 days |
Weighted Average Remaining Contract Term, Vested and exercisable | 8 years 6 months |
Weighted Aggregate Intrinsic Value, Outstanding | $ | $ 43,691 |
Weighted Aggregate Intrinsic Value, Vested and exercisable | $ | $ 21,557 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock Awards Activity Other Than Options (Detail) | 12 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding and unvested | 184,851 |
Number of Shares, Granted | 222,046 |
Number of Shares, Vested | (14,681) |
Number of Shares, Forfeited | (25,364) |
Number of Shares, Outstanding and unvested | 366,852 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 23 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 36.02 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 29.92 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 30.42 |
Service Based Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding and unvested | 1,485,611 |
Number of Shares, Granted | |
Number of Shares, Vested | (722,085) |
Number of Shares, Forfeited | (45,946) |
Number of Shares, Outstanding and unvested | 717,580 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 23 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 23 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 23 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 23 |
Performance Based Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding and unvested | |
Number of Shares, Granted | 115,562 |
Number of Shares, Vested | |
Number of Shares, Forfeited | (3,758) |
Number of Shares, Outstanding and unvested | 111,804 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 34.98 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 34.27 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 35 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Restricted Stock Unit Awards Activity (Detail) | 12 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Outstanding and unvested | shares | 184,851 |
Number of Shares, Granted | shares | 222,046 |
Number of Shares, Vested | shares | (14,681) |
Number of Shares, Forfeited | shares | (25,364) |
Number of Shares, Outstanding and unvested | shares | 366,852 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 23 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 36.02 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 29.92 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 25.88 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 30.42 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage of employee salary contributed to plan | 85.00% | ||
Defined contribution plan, description | 100% of the first 1% of employee contributions, plus 50% of the next 5% of employee contributions. | ||
Company contribution to the plan | $ 4 | $ 3.2 | $ 2.7 |
First One Percent Employee [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage of employee salary contributed to plan | 100.00% | ||
Next Five Percent Employee [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage of employee salary contributed to plan | 50.00% |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Numerator: | |||||||||||
Net income (loss) | $ 38,593 | $ 21,769 | $ 22,640 | $ 10,148 | $ (64,359) | $ (52,116) | $ 4,088 | $ (9,846) | $ 93,150 | $ (122,233) | $ (20,196) |
Net income (loss) attributable to common stockholders — basic and diluted | $ 93,150 | $ (122,233) | $ (20,196) | ||||||||
Denominator: | |||||||||||
Basic | 153,777,859 | 120,775,717 | 108,162,741 | ||||||||
Diluted | 156,666,394 | 120,775,717 | 108,162,741 | ||||||||
Basic | $ 0.25 | $ 0.14 | $ 0.15 | $ 0.07 | $ (0.43) | $ (0.44) | $ 0.04 | $ (0.09) | $ 0.61 | $ (1.01) | $ (0.19) |
Diluted | $ 0.25 | $ 0.14 | $ 0.14 | $ 0.07 | $ (0.43) | $ (0.44) | $ 0.04 | $ (0.09) | $ 0.59 | $ (1.01) | $ (0.19) |
Earnings Per Share - Summary _2
Earnings Per Share - Summary of Antidilutive Securities Excluded From Computation of Earnings Per Share (Detail) - shares | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,064,897 | |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 105,199 | 268,177 |
Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,256 | 19,724 |
Income Taxes - Schedule of comp
Income Taxes - Schedule of components of the income tax expense (benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |||
Federal | $ 200 | $ (55) | $ (62) |
State and local | 2,939 | 1,887 | 1,428 |
Total current | 3,139 | 1,832 | 1,366 |
Federal | 26,240 | (7,408) | (3,128) |
State and local | (711) | (2,702) | (2,193) |
Total deferred | 25,529 | (10,110) | (5,321) |
Income tax expense (benefit) | $ 28,668 | $ (8,278) | $ (3,955) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Effective income tax rate, Percent | 21.00% | 21.00% | 21.00% | 35.00% | |
Effective income tax reconcilation percentage | 23.50% | 6.30% | |||
Deferred Tax Assets, Valuation Allowance | $ 5,310 | $ 5,530 | $ 5,250 | ||
Unrecognized Tax Benefits | 955 | 996 | 961 | ||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 1,000 | 1,000 | |||
Income tax benefit | 28,668 | (8,278) | $ (3,955) | ||
Effective income tax rate reconciliation, deduction, Amount | 1,000 | ||||
Maximum [Member] | |||||
Effective income tax rate, Percent | 24.50% | ||||
Deferred Income Tax Charge [Member] | |||||
Unrecognized Tax Benefits | 700 | 500 | |||
Domestic Tax Authority [Member] | |||||
Operating Loss Carryforwards, subject to expiration | $ 23,700 | ||||
Operating Loss Carryforwards, Expiration Year | 2031 | ||||
Operating Loss Carryforwards, not subject to expiration | $ 29,800 | ||||
Income tax benefit | $ 22,500 | ||||
State and Local Jurisdiction [Member] | |||||
Operating Loss Carryforwards, subject to expiration | $ 102,800 | ||||
Operating Loss Carryforwards, Expiration Year | 2041 | ||||
Deferred Tax Assets, Valuation Allowance | $ 5,300 | $ 5,500 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Income tax benefit / federal statutory rate | $ 25,583 | $ (27,407) | $ (5,072) | |
State and local taxes — net of federal benefit | 2,329 | (960) | (667) | |
Increase in valuation allowance | (220) | 280 | 20 | |
Stock-based compensation | 1,379 | 19,344 | 685 | |
Non-deductible transaction costs | 544 | 411 | 407 | |
Executive compensation | 704 | 235 | ||
Federal research and development credit | (1,829) | (465) | ||
Meals and entertainment | 267 | 262 | 350 | |
Other | (89) | 22 | 322 | |
Income tax expense (benefit) | $ 28,668 | $ (8,278) | $ (3,955) | |
Income tax benefit / federal statutory rate | 21.00% | 21.00% | 21.00% | 35.00% |
State and local taxes — net of federal benefit | 1.90% | 0.60% | 2.80% | |
Increase in valuation allowance | (0.20%) | (0.20%) | (0.10%) | |
Stock-based compensation | 1.10% | (14.80%) | (2.80%) | |
Non-deductible transaction costs | 0.40% | (0.30%) | (1.70%) | |
Executive compensation | 0.60% | (0.20%) | ||
Federal research and development credit | (1.40%) | 0.40% | ||
Meals and entertainment | 0.20% | (0.20%) | (1.50%) | |
Other | (0.10%) | (1.30%) | ||
Income tax expense (benefit) / effective tax rate | 23.50% | 6.30% | 16.40% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 |
Income Tax Disclosure [Abstract] | |||
Federal net operating loss carryforwards | $ 10,528 | $ 23,389 | |
State loss carryforwards and other benefits | 10,852 | 9,797 | |
Inventory reserves | 6,004 | 5,181 | |
Warranty reserves | 3,139 | 3,016 | |
Legal reserves | 212 | 365 | |
Accrued expenses | 9,189 | 7,876 | |
Disallowed interest carryforward | 12,019 | ||
Stock-based compensation | 9,284 | 6,325 | |
Federal research and development credit | 2,243 | 465 | |
Lease liabilities | 16,944 | ||
Valuation allowance | (5,310) | (5,530) | $ (5,250) |
Total deferred tax assets | 63,085 | 62,903 | |
Intangible assets — net | 42,726 | 45,509 | |
Property, plant and equipment | 50,159 | 37,617 | |
Right-of-use assets | 15,928 | ||
Indemnification receivable related to warranty reserves | 643 | 1,037 | |
Total deferred tax liabilities | 109,456 | 84,163 | |
Net deferred tax liability | $ 46,371 | $ 21,260 |
Income Taxes - Summary of Valua
Income Taxes - Summary of Valuation Allowance (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||
Beginning balance | $ 5,530 | $ 5,250 |
Expense | (220) | 280 |
Ending balance | $ 5,310 | $ 5,530 |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits Roll Forward (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||
Beginning balance | $ 996 | $ 961 |
Unrecognized tax benefits related to prior years | (516) | |
Unrecognized tax benefits related to prior years | 35 | |
Unrecognized tax benefits related to the current year | 475 | |
Ending balance | $ 955 | $ 996 |
Commitments And Contingencies -
Commitments And Contingencies - Additional Information (Detail) - USD ($) $ in Millions | Jun. 18, 2018 | Mar. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2022 | Sep. 30, 2021 |
Loss Contingencies [Line Items] | ||||||
Purchase Obligation | $ 1.5 | $ 0.4 | ||||
Litigation settlement amount | $ 7.5 | |||||
Insurance Claims [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation claims received | $ 7.7 | |||||
Litigation settlment income | 7.7 | |||||
Minimum [Member] | Workmen Compensation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Estimate Of Possible Loss | 0.4 | |||||
Maximum [Member] | Workmen Compensation [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Estimate Of Possible Loss | $ 0.5 | |||||
Versatex [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency Accrual | $ 5.8 | $ 5.8 | ||||
Scenario Forecast [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Purchase Obligation | $ 38.6 |
Quarterly Financial Informati_3
Quarterly Financial Information (Unaudited) - Summary of Quarterly Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Net sales | $ 346,121 | $ 327,454 | $ 293,121 | $ 212,278 | $ 263,920 | $ 223,711 | $ 245,585 | $ 166,043 | $ 1,178,974 | $ 899,259 | $ 794,203 |
Gross profit | 112,287 | 106,837 | 97,849 | 72,978 | 90,264 | 75,123 | 79,372 | 51,291 | 389,951 | 296,050 | 253,197 |
Net income (loss) | $ 38,593 | $ 21,769 | $ 22,640 | $ 10,148 | $ (64,359) | $ (52,116) | $ 4,088 | $ (9,846) | $ 93,150 | $ (122,233) | $ (20,196) |
Net income (loss) per common share: | |||||||||||
Basic | $ 0.25 | $ 0.14 | $ 0.15 | $ 0.07 | $ (0.43) | $ (0.44) | $ 0.04 | $ (0.09) | $ 0.61 | $ (1.01) | $ (0.19) |
Diluted | $ 0.25 | $ 0.14 | $ 0.14 | $ 0.07 | $ (0.43) | $ (0.44) | $ 0.04 | $ (0.09) | $ 0.59 | $ (1.01) | $ (0.19) |
Condensed Financial Informati_3
Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Balance Sheets (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Non-current assets: | ||||
Total assets | $ 2,187,834 | $ 1,931,856 | $ 1,788,263 | |
LIABILITIES AND STOCKHOLDERS’ EQUITY: | ||||
Total liabilities | 760,670 | 627,968 | ||
Stockholders’ equity: | ||||
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued and outstanding at September 30, 2021 and September 30, 2020, respectively | ||||
Additional paid-in capital | 1,615,236 | 1,587,208 | ||
Accumulated deficit | (188,227) | (283,475) | ||
Total stockholders’ equity | 1,427,164 | 1,303,888 | 490,023 | $ 505,553 |
Total liabilities and stockholders’ equity | 2,187,834 | 1,931,856 | ||
Parent Company [Member] | ||||
Non-current assets: | ||||
Investments in subsidiaries | 1,427,164 | 1,303,888 | ||
Total non-current assets | 1,427,164 | 1,303,888 | ||
Total assets | 1,427,164 | 1,303,888 | ||
Stockholders’ equity: | ||||
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued and outstanding at September 30, 2021 and September 30, 2020, respectively | ||||
Additional paid-in capital | 1,615,236 | 1,587,208 | ||
Accumulated deficit | (188,227) | (283,475) | ||
Total stockholders’ equity | 1,427,164 | 1,303,888 | ||
Total liabilities and stockholders’ equity | 1,427,164 | 1,303,888 | ||
Common Class A [Member] | ||||
Stockholders’ equity: | ||||
Common stock | 155 | 155 | ||
Total stockholders’ equity | 155 | 155 | 75 | 75 |
Common Class A [Member] | Parent Company [Member] | ||||
Stockholders’ equity: | ||||
Common stock | $ 155 | $ 155 | ||
Common Class B [Member] | ||||
Stockholders’ equity: | ||||
Total stockholders’ equity | $ 33 | $ 33 |
Condensed Financial Informati_4
Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Balance Sheets (Parenthetical) (Detail) - $ / shares | Sep. 30, 2021 | Sep. 30, 2020 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Class A [Member] | ||
Common stock par or stated value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 |
Common stock, shares issued | 154,866,313 | 154,637,240 |
Common stock, shares outstanding | 154,866,313 | 154,637,240 |
Common Class B [Member] | ||
Common stock par or stated value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 100 | 100 |
Common stock, shares outstanding | 100 | 100 |
Parent Company [Member] | ||
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Parent Company [Member] | Common Class A [Member] | ||
Common stock par or stated value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 |
Common stock, shares issued | 154,866,313 | 154,637,240 |
Common stock, shares outstanding | 154,866,313 | 154,637,240 |
Parent Company [Member] | Common Class B [Member] | ||
Common stock par or stated value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 100 | 100 |
Common stock, shares outstanding | 100 | 100 |
Condensed Financial Informati_5
Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Statements of Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Condensed Statement of Income Captions [Line Items] | |||
Comprehensive income (loss) | $ 93,150 | $ (122,233) | $ (20,196) |
Parent Company [Member] | |||
Condensed Statement of Income Captions [Line Items] | |||
Net income (loss) of subsidiaries | 93,150 | (122,233) | (20,196) |
Comprehensive income (loss) | $ 93,150 | $ (122,233) | $ (20,196) |
Condensed Financial Informati_6
Condensed Financial Information of Registrant (Parent Company Only) - Additional Information (Detail) - Parent Company [Member] - USD ($) | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Condensed Statement of Income Captions [Line Items] | |||
Minimum threshold percentage of restricted net assets | 25.00% | ||
Cash dividends paid | $ 0 | $ 0 | $ 0 |