Cover Page
Cover Page - shares | 9 Months Ended | |
Jun. 30, 2022 | Jul. 29, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Document Period End Date | Jun. 30, 2022 | |
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 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 $0.001 per share | |
Trading Symbol | AZEK | |
Security Exchange Name | NYSE | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 152,139,674 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 100 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Sep. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 159,621 | $ 250,536 |
Trade receivables, net of allowances | 101,513 | 77,316 |
Inventories | 322,117 | 188,888 |
Prepaid expenses | 20,522 | 14,212 |
Other current assets | 2,727 | 1,446 |
Total current assets | 606,500 | 532,398 |
Property, plant and equipment - net | 495,961 | 391,012 |
Goodwill | 987,440 | 951,390 |
Intangible assets - net | 247,606 | 242,572 |
Other assets | 83,041 | 70,462 |
Total assets | 2,420,548 | 2,187,834 |
Current liabilities: | ||
Accounts payable | 83,034 | 69,474 |
Accrued rebates | 44,491 | 44,339 |
Accrued interest | 4,367 | 72 |
Current portion of long-term debt obligations | 4,500 | |
Accrued expenses and other liabilities | 68,660 | 56,522 |
Total current liabilities | 205,052 | 170,407 |
Deferred income taxes | 67,892 | 46,371 |
Long-term debt—less current portion | 586,033 | 464,715 |
Other non-current liabilities | 93,601 | 79,177 |
Total liabilities | 952,578 | 760,670 |
Commitments and contingencies (See Note 17) | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at June 30, 2022 and September 30, 2021, respectively | ||
Additional paid‑in capital | 1,626,115 | 1,615,236 |
Accumulated deficit | (108,227) | (188,227) |
Treasury stock, at cost, 3,013,575 shares at June 30, 2022 and 0 shares at September 30, 2021 | (50,073) | |
Total stockholders' equity | 1,467,970 | 1,427,164 |
Total liabilities and stockholders' equity | 2,420,548 | 2,187,834 |
Common Class A [Member] | ||
Stockholders' equity: | ||
Common stock | $ 155 | $ 155 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Sep. 30, 2021 |
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 |
Treasury stock, shares | 3,013,575 | 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 | 155,153,226 | 154,866,313 |
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 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net sales | $ 394,991 | $ 327,454 | $ 1,050,954 | $ 832,854 |
Cost of sales | 268,604 | 220,617 | 713,498 | 555,190 |
Gross profit | 126,387 | 106,837 | 337,456 | 277,664 |
Selling, general and administrative expenses | 78,737 | 70,760 | 212,728 | 184,362 |
Other general expenses | 1,443 | 2,592 | ||
Operating income | 47,650 | 34,634 | 124,728 | 90,710 |
Other expenses: | ||||
Interest expense | 10,618 | 4,054 | 18,776 | 16,428 |
Total other expenses | 10,618 | 4,054 | 18,776 | 16,428 |
Income before income taxes | 37,032 | 30,580 | 105,952 | 74,282 |
Income tax expense (benefit) | 9,556 | 8,811 | 25,951 | 19,725 |
Net income | $ 27,476 | $ 21,769 | $ 80,001 | $ 54,557 |
Net income per common share - basic | $ 0.18 | $ 0.14 | $ 0.52 | $ 0.36 |
Net income per common share - diluted | $ 0.18 | $ 0.14 | $ 0.51 | $ 0.35 |
Comprehensive income | $ 27,476 | $ 21,769 | $ 80,001 | $ 54,557 |
Weighted-average common shares outstanding - basic and diluted | ||||
Basic | 153,493,355 | 153,854,313 | 154,199,158 | 153,623,579 |
Diluted | 153,891,090 | 157,022,043 | 155,631,884 | 156,658,640 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Adoption of ASU [Member] | Common Class A [Member] | Common Class B [Member] | Common Stock [Member] Common Class A [Member] | Common Stock [Member] Common Class B [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member] Adoption of ASU [Member] |
Beginning balance at Sep. 30, 2020 | $ 1,303,888 | $ 155 | $ 1,587,208 | $ (283,475) | ||||||
Beginning balance (in shares) at Sep. 30, 2020 | 154,637,240 | 100 | ||||||||
Net income | 54,557 | 54,557 | ||||||||
Stock-based compensation | 19,272 | 19,272 | ||||||||
Exercise of vested stock options | 4,614 | 4,614 | ||||||||
Exercise of vested stock options (in shares) | 213,908 | |||||||||
Cancellation of restricted stock awards (in shares) | (21,995) | |||||||||
IPO costs | (210) | (210) | ||||||||
Adoption of ASU 2016-02 | $ 2,098 | $ 2,098 | ||||||||
Ending balance at Jun. 30, 2021 | 1,384,219 | $ 155 | 1,610,884 | (226,820) | ||||||
Ending balance (in shares) at Jun. 30, 2021 | 154,829,153 | 100 | ||||||||
Beginning balance at Mar. 31, 2021 | 1,351,448 | $ 155 | 1,599,882 | (248,589) | ||||||
Beginning balance (in shares) at Mar. 31, 2021 | 154,739,238 | 100 | ||||||||
Net income | 21,769 | 21,769 | ||||||||
Stock-based compensation | 9,341 | 9,341 | ||||||||
Exercise of vested stock options | 1,661 | 1,661 | ||||||||
Exercise of vested stock options (in shares) | 89,915 | |||||||||
Ending balance at Jun. 30, 2021 | 1,384,219 | $ 155 | 1,610,884 | (226,820) | ||||||
Ending balance (in shares) at Jun. 30, 2021 | 154,829,153 | 100 | ||||||||
Beginning balance at Sep. 30, 2021 | 1,427,164 | $ 155 | 1,615,236 | (188,227) | ||||||
Beginning balance (in shares) at Sep. 30, 2021 | 154,866,313 | 100 | ||||||||
Net income | 80,001 | 80,001 | ||||||||
Stock-based compensation | 13,707 | 13,707 | ||||||||
Exercise of vested stock options | 5,995 | 5,995 | ||||||||
Exercise of vested stock options (in shares) | 260,649 | |||||||||
Cancellation of restricted stock awards (in shares) | (14,470) | |||||||||
Issuance of common stock under employee stock plan, net of shares withheld for taxes | (429) | (429) | ||||||||
Issuance of common stock under employee stock plan, net of shares withheld for taxes (in shares) | 40,734 | |||||||||
Treasury stock purchases | (58,468) | $ (50,073) | (8,395) | |||||||
Treasury stock purchases (in shares) | 3,013,575 | |||||||||
Ending balance at Jun. 30, 2022 | 1,467,970 | $ 155 | $ (50,073) | 1,626,114 | (108,226) | |||||
Ending balance (in shares) at Jun. 30, 2022 | 155,153,226 | 100 | 155,153,226 | 100 | 3,013,575 | |||||
Beginning balance at Mar. 31, 2022 | 1,493,034 | $ 155 | 1,628,581 | (135,702) | ||||||
Beginning balance (in shares) at Mar. 31, 2022 | 155,108,627 | 100 | ||||||||
Net income | 27,476 | 27,476 | ||||||||
Stock-based compensation | 4,856 | 4,856 | ||||||||
Exercise of vested stock options | 1,072 | 1,072 | ||||||||
Exercise of vested stock options (in shares) | 46,608 | |||||||||
Cancellation of restricted stock awards (in shares) | (3,897) | |||||||||
Issuance of common stock under employee stock plan, net of shares withheld for taxes (in shares) | 1,888 | |||||||||
Treasury stock purchases | (58,468) | $ (50,073) | (8,395) | |||||||
Treasury stock purchases (in shares) | 3,013,575 | |||||||||
Ending balance at Jun. 30, 2022 | $ 1,467,970 | $ 155 | $ (50,073) | $ 1,626,114 | $ (108,226) | |||||
Ending balance (in shares) at Jun. 30, 2022 | 155,153,226 | 100 | 155,153,226 | 100 | 3,013,575 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating activities: | ||
Net income | $ 80,001 | $ 54,557 |
Adjustments to reconcile net income to net cash flows provided by (used in) operating activities: | ||
Depreciation | 48,764 | 37,654 |
Amortization of intangibles | 37,966 | 37,666 |
Non-cash interest expense | 4,194 | 2,550 |
Non-cash lease expense | (218) | (17) |
Deferred income tax (benefit) provision | 21,520 | 17,385 |
Non-cash compensation expense | 19,550 | 19,272 |
Loss (gain) on disposition of property | 317 | 624 |
Changes in certain assets and liabilities: | ||
Trade receivables | (20,399) | (19,287) |
Inventories | (121,574) | (42,721) |
Prepaid expenses and other currents assets | (7,732) | (1,324) |
Accounts payable | 4,512 | 6,911 |
Accrued expenses and interest | (3,733) | 4,877 |
Other assets and liabilities | 2,532 | 1,901 |
Net cash provided by (used in) operating activities | 65,700 | 120,048 |
Investing activities: | ||
Purchases of property, plant and equipment | (139,491) | (116,715) |
Proceeds from disposition of fixed assets | 617 | 38 |
Acquisitions, net of cash acquired | (86,935) | |
Net cash provided by (used in) investing activities | (225,809) | (116,677) |
Financing activities: | ||
Proceeds under revolving credit facility | 40,000 | |
Payments under revolving credit facility | (40,000) | |
Proceeds from 2022 Term Loan Agreement | 595,500 | |
Payment of debt issuance costs | (3,442) | (938) |
Repayments of Term Loan Agreement | (467,654) | |
Repayments of finance lease obligations | (2,308) | (1,385) |
Exercise of vested stock options | 5,995 | 4,614 |
Payments of initial public offering related costs | (210) | |
Cash paid for shares withheld for taxes | (429) | |
Purchases of treasury stock | (58,468) | |
Net cash provided by (used in) financing activities | 69,194 | 2,081 |
Net increase (decrease) in cash and cash equivalents | (90,915) | 5,452 |
Cash and cash equivalents – Beginning of period | 250,536 | 215,012 |
Cash and cash equivalents – End of period | 159,621 | 220,464 |
Supplemental cash flow disclosure: | ||
Cash paid for interest, net of amounts capitalized | 10,269 | 14,871 |
Cash paid for income taxes, net | 5,608 | 2,458 |
Supplemental non-cash investing and financing disclosure: | ||
Capital expenditures in accounts payable at end of period | 24,321 | 3,780 |
Right-of-use operating and finance lease assets obtained in exchange for lease liabilities | $ 18,705 | $ 11,861 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2022 | |
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”, “we”, “us” or “our”) 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 an industry-leading designer and manufacturer of beautiful, low-maintenance and environmentally sustainable building products for residential, commercial and industrial markets. The Company’s products include decking, railing, trim, porch, moulding, 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. The Company’s residential products are primarily branded under the brand names AZEK, TimberTech, VERSATEX, ULTRALOX and StruXure, 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. Secondary Offerings 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 unaudited Condensed Consolidated Financial Statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in management’s opinion, includes all adjustments, consisting of only normal recurring adjustments, necessary for the fair statement of the Company’s financial position, its results of operations and cash flows for the interim periods presented. The results of operations for the three and nine months ended June 30, 2022 and the cash flows for the nine months ended June 30, 2022 are not necessarily indicative of the results to be expected for the full fiscal year or any other period. 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. The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s 2021 Form 10-K. The Condensed Consolidated Balance Sheet as of September 30, 2021 was derived from the audited financial statements at that date. There have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2021 Form 10-K, except as noted below. Revision of Previously Reported Financial Information In connection with our retroactive adoption of ASC 842 as of October 1, 2020, quarterly amounts presented in our prior Form 10-Q were revised. The impact of the adjustments was immaterial to the Consolidated Financial Statements. 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. Accounting Policies Refer to the Company’s 2021 Form 10-K for a discussion of the Company’s accounting policies, as updated below and for recently adopted accounting standards. 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 Condensed Consolidated Statements of Comprehensive Income. Total research and development expenses were $2.6 million and $1.9 million, respectively, for the three months ended June 30, 2022 and 2021, and $6.9 million and $5.5 million, respectively, for the nine months ended June 30, 2022 and 2021. Recently Adopted Accounting Pronouncements On October 1, 2020, the Company adopted ASU No. 2016-02, Leases (Topic 842) On October 1, 2021, the Company adopted ASU No. 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes |
Revenue
Revenue | 9 Months Ended |
Jun. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 2. REVENUE 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. The Company also engages in customer rebates, which are recorded in “Net sales” in the Condensed Consolidated Statements of Comprehensive Income and in “Accrued rebates” and “Trade receivables” in the Condensed Consolidated Balance Sheets. The Company recorded accrued rebates of $44.5 million and $32.8 million as of June 30, 2022 and 2021, respectively, and contra trade receivables of $4.9 million and $3.4 million as of June 30, 2022 and 2021, respectively. The rebate activity was as follows (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 40,146 $ 27,791 $ 47,648 $ 32,679 Rebate expense 23,631 20,645 70,184 54,857 Rebate payments (14,380 ) (12,257 ) (68,435 ) (51,357 ) Ending balance $ 49,397 $ 36,179 $ 49,397 $ 36,179 The Company records deferred revenue when cash payments are received or due in advance of the Company’s performance. |
Business Combinations
Business Combinations | 9 Months Ended |
Jun. 30, 2022 | |
Business Combinations [Abstract] | |
Business Combinations | 3. BUSINESS COMBINATIONS On November 30, 2021, the Company acquired 100% of a regional recycler in the Midwest, for a total purchase price of approximately $4.2 million, subject to customary post-closing working capital adjustments. The regional recycler is a provider of full-service recycled material processing, sourcing, logistical support and scrap management programs. The Company financed the acquisition with cash on hand. On December 29, 2021, the Company acquired 100% of StruXure Outdoor, LLC, a Georgia limited liability company (“StruXure”), for a total purchase price of approximately $84.1 million, subject to customary post-closing working capital adjustments. StruXure is located in Dahlonega, Georgia and manufactures customizable outdoor pergolas and cabanas. The Company financed the acquisition with cash on hand. The acquisitions were accounted for as business combinations under Accounting Standards Codification (“ASC”) 805 Business Combinations The following table represents the preliminary allocation of assets acquired and liabilities assumed on the acquisition date for both acquisitions as of June 30, 2022 (in thousands): (US dollars in thousands) Total Cash and cash equivalents $ 1,410 Trade receivables 3,798 Inventories 11,655 Other current assets 60 Property and equipment 4,618 Intangible assets 43,000 ROU assets 2,881 Accounts payable (3,110 ) Accrued expenses (9,171 ) Current lease liabilities (740 ) Noncurrent lease liabilities (2,106 ) Total identifiable assets 52,295 Goodwill 36,050 Net assets acquired/total consideration 88,345 Less: cash acquired (1,410 ) Total consideration net of cash acquired $ 86,935 As of the acquisition dates, total intangible assets and goodwill amounted to $79.1 million, comprised of $23.0 million related to customer relationships, $10.0 million related to proprietary knowledge and $10.0 million related to trademarks, as well as $36.1 million in goodwill. It is expected that $36.1 million of the goodwill is deductible for tax purposes. The estimated useful life for customer relationships and trademarks is 15 years |
Inventories
Inventories | 9 Months Ended |
Jun. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | 4. 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): in thousands June 30, 2022 September 30, 2021 Raw materials $ 82,548 $ 46,046 Work in process 38,925 27,278 Finished goods 200,644 115,564 Total inventories $ 322,117 $ 188,888 |
Property, Plant and Equipment -
Property, Plant and Equipment - Net | 9 Months Ended |
Jun. 30, 2022 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment - Net | 5. PROPERTY, PLANT AND EQUIPMENT—NET Property, plant and equipment – net consisted of the following (in thousands): June 30, 2022 September 30, 2021 Land and improvements $ 3,222 $ 2,812 Buildings and improvements 101,181 73,227 Manufacturing equipment 515,381 405,611 Computer equipment 25,978 23,915 Furniture and fixtures 6,731 6,018 Vehicles 906 604 Total property and equipment 653,399 512,187 Construction in progress 137,698 129,886 791,097 642,073 Accumulated depreciation (295,136 ) (251,061 ) Total property and equipment – net $ 495,961 $ 391,012 Depreciation expense was approximately $17.1 million and $13.3 million in the three months ended June 30, 2022 and 2021, respectively, and $48.8 million and $37.7 million in the nine months ended June 30, 2022 and 2021, respectively. During the three months ended June 30, 2022 and 2021, $1.6 million and $0.5 million of interest was capitalized, respectively, and during the nine months ended June 30, 2022 and 2021, $3.9 million and $1.4 million of interest was capitalized, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets - Net | 9 Months Ended |
Jun. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets - Net | 6. GOODWILL AND INTANGIBLE ASSETS—NET Goodwill Goodwill consisted of the following (in thousands): Residential Commercial Total Goodwill as of September 30, 2021 $ 911,001 $ 40,389 $ 951,390 Acquisitions 36,050 — 36,050 Goodwill as of June 30, 2022 $ 947,051 $ 40,389 $ 987,440 Accumulated impairment losses as of September 30, 2021 — 32,200 32,200 Accumulated impairment losses as of June 30, 2022 $ — $ 32,200 $ 32,200 Intangible assets, net The Company did not have any indefinite lived intangible assets other than goodwill as of June 30, 2022 and September 30, 2021. Finite-lived intangible assets consisted of the following (in thousands): June 30, 2022 Lives in Years Gross Carrying Value Accumulated Amortization Net Carrying Value Proprietary knowledge 10 — 15 $ 299,300 $ (231,025 ) $ 68,275 Trademarks 5 — 20 229,340 (147,597 ) 81,743 Customer relationships 15 — 19 169,552 (74,367 ) 95,185 Patents 10 7,000 (4,709 ) 2,291 Other intangibles 3 — 15 4,076 (3,964 ) 112 Total intangible assets $ 709,268 $ (461,662 ) $ 247,606 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 Amortization expense was $12.5 million and $12.5 million in the three months ended June 30, 2022 and 2021, respectively and $38.0 million and $37.7 million in the nine months ended June 30, 2022 and 2021, respectively. As of June 30, 2022, the remaining weighted-average amortization period for acquired intangible assets was 12.1 years. |
Composition of Certain Balance
Composition of Certain Balance Sheet Accounts | 9 Months Ended |
Jun. 30, 2022 | |
Composition Of Certain Balance Sheet Accounts Disclosure [Abstract] | |
Composition of Certain Balance Sheet Accounts | 7. COMPOSITION OF CERTAIN BALANCE SHEET ACCOUNTS Allowance for Doubtful Accounts Allowance for doubtful accounts consisted of the following (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 1,172 $ 1,487 $ 1,109 $ 1,332 Provision 4 116 67 271 Bad debt write-offs (1 ) (540 ) (1 ) (540 ) Ending balance $ 1,175 $ 1,063 $ 1,175 $ 1,063 Accrued Expenses and Other Liabilities Accrued expenses consisted of the following (in thousands): June 30, 2022 September 30, 2021 Employee related liabilities $ 30,492 $ 32,996 Customer deposits 7,232 — Lease liability - operating 5,481 3,906 Marketing 4,352 3,421 Warranty 3,170 2,992 Construction in progress 6,274 4,068 Professional fees 1,363 2,296 Freight 2,386 2,292 Lease liability - finance 1,597 71 Other 6,313 4,480 Total accrued expenses and other current liabilities $ 68,660 $ 56,522 |
Debt
Debt | 9 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 8. DEBT Debt consisted of the following (in thousands): June 30, 2022 September 30, 2021 2022 Term Loan due April 28, 2029 — SOFR + 2.50% + 0.1% (4.09% at June 30, 2022) $ 600,000 $ — Term Loan due May 5, 2024 — LIBOR + 2.50% (3.25% at September 30, 2021) — 467,654 Revolving Credit Facility through March 31, 2026 - LIBOR + 1.25% — — Total 600,000 467,654 Less unamortized deferred financing costs (4,891 ) (2,625 ) Less unamortized original issue discount (4,576 ) (314 ) Less current portion (4,500 ) — Long-term debt—less current portion and unamortized deferred financing costs $ 586,033 $ 464,715 Term Loan Agreements The term loan agreement, as amended and restated from time to time (the “Term Loan Agreement”), was 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, CPG International LLC had $467.7 million outstanding under the Term Loan Agreement and o n April 28, 2022, the obligations under the Term Loan Agreement were paid off in full and the Term Loan Agreement was terminated As of June 30, 2022, and September 30, 2021, unamortized deferred financing fees related to the Term Loan Agreement were $0.0 million and $2.6 million, respectively. On April 28, 2022, the Company entered into a new $600.0 million first lien term loan credit agreement (the “2022 Term Loan Agreement”), the proceeds of which were applied, among other uses, to prepay the obligations of the Term Loan Agreement in full. The 2022 Term Loan Agreement is a first lien term loan and will mature on April 28, 2029, subject to acceleration or prepayment. Commencing on December 31, 2022, the 2022 Term Loan Agreement will amortize in equal quarterly installments of 0.25% of the aggregate principal amount of the loans outstanding, subject to reduction for certain prepayments. The loans thereunder bear an interest rate equal to (i) in the case of ABR borrowings, the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Prime Rate as in effect on such day and (c) the one-month Term SOFR rate plus 1.00% per annum, provided that in no event will the alternative base rate be less than 1.50% per annum, plus an applicable margin of 1.50% and (ii) in the case of SOFR borrowings, the Term SOFR rate for the applicable interest period, in each case, plus an applicable margin of 2.50%. The obligations under the 2022 Term Loan Agreement are secured by a first priority security interest in the membership interests of CPG International LLC owned by the Company, the equity interests of CPG International LLC’s domestic subsidiaries, other than certain immaterial subsidiaries and other excluded subsidiaries, and all remaining assets not constituting Revolver Priority Collateral (as defined below and subject to certain exceptions) of the Company, CPG International LLC and the subsidiaries of CPG International LLC that are guarantors under the 2022 Term Loan Agreement (the “Term Loan Priority Collateral”), and a second priority security interest in the Revolver Priority Collateral. The obligations under the 2022 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. Loans under the 2022 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 , if applicable) The 2022 Term Loan Agreement contains affirmative covenants, negative covenants and events of default, which are broadly consistent with those in the Revolving Credit Facility (with certain differences consistent with the differences between a revolving loan and term loan) and that are customary for facilities of this type. The 2022 Term Loan Agreement does not have any financial maintenance covenants. The 2022 Term Loan Agreement also includes customary events of default, including the occurrence of a change of control. As of June 30, 2022, unamortized deferred financing fees related to the 2022 Term Loan Agreement were $4.9 million. 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 June 30, 2022 and September 30, 2021, respectively. In addition, CPG International LLC had $2.8 million and $3.3 million of outstanding letters of credit held against the Revolving Credit Facility as of June 30, 2022 and September 30, 2021, respectively. CPG International LLC had approximately $147.2 million available under the borrowing base for future borrowings as of June 30, 2022. 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. Deferred financing costs, net of accumulated amortization, related to the Revolving Credit Facility at June 30, 2022 and September 30, 2021 were $1.0 million and $1.2 million, respectively. 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 $0.1 million and $0.1 million for the three months ended June 30, 2022 and 2021, respectively, and $0.3 million and $0.4 million in the nine months ended June 30, 2022 and 2021, 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 June 30, 2022, 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. Interest expense consisted of the following (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Interest Expense 2022 Term Loan Agreement $ 4,365 $ — $ 4,365 $ — Term Loan Agreement 1,140 3,842 8,824 13,942 Revolving Credit Facility 276 156 693 473 Other 910 198 2,595 606 Amortization - Debt issue costs 2022 Term Loan Agreement 4,713 — 4,713 — Term Loan Agreement 548 254 1,056 2,243 Revolving Credit Facility 66 65 196 429 2022 Term Loan OID 112 — 112 — Term Loan OID 65 30 126 162 Capitalized interest (1,577 ) (491 ) (3,904 ) (1,427 ) Interest expense $ 10,618 $ 4,054 $ 18,776 $ 16,428 See Note 11 for the fair value of the Company’s debt as of June 30, 2022 and September 30, 2021. |
Product Warranties
Product Warranties | 9 Months Ended |
Jun. 30, 2022 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | 9. 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 consisted of the following (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 13,948 $ 12,065 $ 12,699 $ 10,913 Adjustments to reserve 2,341 1,720 4,618 4,270 Warranty claims payment (801 ) (843 ) (1,829 ) (2,269 ) Accretion - purchase accounting valuation — — — 28 Ending balance 15,488 12,942 15,488 12,942 Current portion of accrued warranty (3,170 ) (2,977 ) (3,170 ) (2,977 ) Accrued warranty – less current portion $ 12,318 $ 9,965 $ 12,318 $ 9,965 |
Leases
Leases | 9 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | 10. LEASES As discussed in Note 1, on October 1, 2020, the Company adopted ASU No. 2016-02, Leases (Topic 842) 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, the Company does not consider them as right-of-use assets and instead considers them short-term lease costs that are recognized on a straight-line basis over the lease term. The Company’s leases may include escalation clauses, renewal options and/or termination options that are factored into the determination of lease term and lease payments when it is reasonably certain the option will be exercised. Renewal options range from 1 year to 20 years. Lease assets and lease liabilities as of June 30, 2022 and September 30, 2021 were as follows (in thousands): Leases Classification on Balance Sheet June 30, 2022 September 30, 2021 Assets ROU operating lease assets Other assets $ 21,138 $ 19,431 Finance lease assets Other assets 60,310 49,084 Total lease assets $ 81,448 $ 68,515 Liabilities Current Operating Accrued expenses and other liabilities $ 5,481 $ 3,906 Finance Accrued expenses and other liabilities 1,597 71 Non-Current Operating Other non-current liabilities 18,444 18,585 Finance Other non-current liabilities 62,702 50,590 Total lease liabilities $ 88,224 $ 73,152 The components of lease expense for the three and nine months ended June 30, 2022 and 2021 were as follows: Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2022 2021 2022 2021 Operating lease expense $ 1,497 $ 1,056 $ 4,121 $ 2,839 Finance lease amortization of assets 877 316 2,390 841 Finance lease interest on lease liabilities 911 204 2,584 610 Short term 188 32 406 84 Sublease income (71 ) (119 ) (277 ) (308 ) Total lease expense $ 3,402 $ 1,489 $ 9,224 $ 4,066 The tables below present supplemental information related to leases as of June 30, 2022 and September 30, 2021: Weighted-average remaining lease term (years) June 30, 2022 September 30, 2021 Operating leases 6.8 7.8 Finance leases 28.8 32.2 Weighted-average discount rate Operating leases 4.1 % 4.3 % Finance leases 6.1 % 6.5 % The following table summarizes the maturities of lease liabilities at June 30, 2022: (in thousands) Operating Leases Finance Leases Total 2022 $ 1,598 $ 1,307 $ 2,905 2023 6,236 5,282 11,518 2024 4,757 5,016 9,773 2025 3,640 4,833 8,473 2026 2,386 4,624 7,010 Thereafter 9,360 112,647 122,007 Total lease payments 27,977 133,709 161,686 Less: Interest (4,052 ) (69,410 ) (73,462 ) Present Value of lease liability $ 23,925 $ 64,299 $ 88,224 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 11. FAIR VALUE OF FINANCIAL INSTRUMENTS FASB Accounting Standards Codification (“ASC”) requirements for Fair Value Measurements and Disclosures establish a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels. Level 1 inputs, the highest priority, are quoted prices in active markets for identical assets or liabilities. Level 2 inputs reflect other than quoted prices included in Level 1 that are either observable directly or through corroboration with observable market data. Level 3 inputs are unobservable inputs, due to little or no market activity for the asset or liability, such as internally-developed valuation models. We do not have any assets or liabilities measured at fair value on a recurring basis that are Level 3. The carrying values and the estimated fair values of the debt financial instruments (Level 2 measurements) consisted of the following (in thousands): June 30, 2022 September 30, 2021 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value 2022 Term Loan due April 28, 2029 $ 600,000 $ 564,000 $ — $ — Term Loan due May 5, 2024 — — 467,654 467,420 Financial instruments remeasure at fair value on a recurring basis – During the nine months ended June 30, 2022, the Company entered into an arrangement for a contingent payment to the former owner and employee of StruXure. The contingent payment is based on achievement of a minimum EBITDA amount and a multiple of EBITDA, for EBITDA exceeding a higher threshold for calendar year 2022. Based on the formula, the potential contingent payout can range from zero to $13.9 million. At the date of acquisition, the fair value was estimated to be $9.5 million. As of June 30, 2022, the fair value was increased to $11.7 million based on the actual EBITDA amount for StruXure. Compensation expense of $2.9 million and $5.8 million were recognized for the three and nine months ended June 30, 2022. The remaining amount of the contingent payment will be recognized as compensation expense through December 31, 2022. |
Segments
Segments | 9 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segments | 12. 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, rail, 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 addition of StruXure expands our product offerings in the Residential segment. The addition of regional recyclers provides 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 segment data below includes data for Residential and Commercial for the three and nine months ended June 30, 2022 and 2021 (in thousands). Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Net sales to customers Residential $ 343,064 $ 291,209 $ 914,555 $ 739,048 Commercial 51,927 36,245 136,399 93,806 Total $ 394,991 $ 327,454 $ 1,050,954 $ 832,854 Adjusted EBITDA Residential $ 91,093 $ 82,525 $ 258,874 $ 222,999 Commercial 12,271 6,273 25,693 13,304 Total Adjusted EBITDA for reporting segments $ 103,364 $ 88,798 $ 284,567 $ 236,303 Unallocated net expenses (16,839 ) (16,082 ) (48,603 ) (43,623 ) Adjustments to Income before income tax provision Depreciation and amortization (29,606 ) (25,771 ) (86,730 ) (75,321 ) Stock-based compensation costs (4,903 ) (9,510 ) (13,846 ) (19,646 ) Acquisition costs (1) (3,228 ) — (8,861 ) — Initial public offering costs and secondary offering costs - (1,443 ) — (2,592 ) Other costs (2) (1,138 ) (1,358 ) (1,799 ) (4,411 ) Interest expense, net (10,618 ) (4,054 ) (18,776 ) (16,428 ) Income before income tax provision $ 37,032 $ 30,580 $ 105,952 $ 74,282 (1) Acquisition costs reflect costs directly related to completed acquisitions of $3.2 million and $7.7 million in the three and nine months ended June 30, 2022, respectively, and inventory step-up adjustments related to recording inventory of acquired businesses at fair value on the date of acquisition of $1.2 million for the nine months ended June 30, 2022. ( 2 ) Other costs include costs for legal expense of $0.2 million and $0.8 million in the three months ended June 30, 2022 and 2021, respectively, costs related to reduction in workforce of $0.8 million in the three months ended June 30, 2022, costs related to an incentive plan and other ancillary expenses associated with the initial public offering of $0.4 million for the three months ended June 30, 2021, other costs of $0.1 million for the three months ended June 30, 2022, and the impact of retroactive adoption of ASC 842 of $0.2 million for the three months ended June 30, 2021. Other costs include costs for legal expense of $0.6 million and $1.8 million in the nine months ended June 30, 2022 and 2021, respectively, costs related to reduction in workforce of $0.8 million in the nine months ended June 30, 2022, costs related to an incentive plan and other ancillary expenses associated with the initial public offering of $0.1 million and $2.1 million in the nine months ended June 30, 2022 and 2021, respectively, other costs of $0.3 million for the nine months ended June 30, 2022, and the impact of retroactive adoption of ASC 842 of $0.5 million for the nine months ended June 30, 2021. |
Capital Stock
Capital Stock | 9 Months Ended |
Jun. 30, 2022 | |
Stockholders Equity Note [Abstract] | |
Capital Stock | 13. 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 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 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. Share Repurchase Program On May 5, 2022, the Board of Directors authorized the Company to repurchase up to $400 million of the Company’s Class A common stock (the “Share Repurchase Program”). The Share Repurchase Program allows the Company to repurchase its shares opportunistically from time to time. Purchases may be effected through one or more open market transactions, privately negotiated transactions, transactions structured through investment banking institutions, accelerated share repurchases or tender offers, some of which may be effected through Rule 10b5-1 plans, or a combination of the foregoing. The timing of repurchases will depend upon several factors, including market and business conditions, and repurchases may be discontinued at any time. On May 11, 2022, the Company entered into a $50 million accelerated share repurchase agreement (the “ASR”) with JPMorgan Chase Bank, National Association (“JPMorgan”). JPMorgan delivered 2,422,774 initial shares to the Company on May 13, 2022, based on the closing price of the Company’s Class A common stock of $16.51 on May 11, 2022. JPMorgan terminated the ASR on June 14, 2022 and delivered 86,132 additional shares to the Company upon final settlement for no additional consideration. The average purchase price per share for shares purchased by the Company pursuant to the ASR was $19.93. During the three months ended June 30, 2022, the Company also repurchased 504,669 shares of its Class A common stock on the open market at an average price of $16.76 per share, totaling an approximately $8.5 million reacquisition cost. As of June 30, 2022, the Company had approximately $341.5 million available for repurchases under the Share Repurchase Program. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 14. STOCK-BASED COMPENSATION The Company grants stock-based awards to attract, retain and motivate key employees and directors. The 2020 Omnibus Incentive Compensation Plan (“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 3,842,901 shares remaining in the reserve. The total aggregate number of shares may be adjusted as determined by the Board of Directors. Stock-based compensation expense for the three months ended June 30, 2022 and 2021 was $4.9 million and $9.5 million, respectively and for the nine months ended June 30, 2022 and 2021was $13.8 million and $19.6 million, respectively, recognized in “Selling, general and administrative expenses” in the Condensed Consolidated Statements of Comprehensive Income. Total income tax benefit for the three months ended June 30, 2022 and 2021 was $1.0 million and $1.2 million, respectively, and for the nine months ended June 30, 2022 and 2021 was $2.9 million and $2.0 million. As of June 30, 2022, the Company had not yet recognized compensation cost on unvested stock-based awards of $31.4 million, with a weighted average remaining recognition period of 2.1 years. The Company 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 calculation of stock-based compensation expense for the nine months ended June 30, 2022 and 2021: November 19, 2021 Grant Date December 4, 2020 Grant Date Risk-free interest rate 1.34 % 0.56 % Expected volatility 40.00 % 35.00 % Expected term (in years) 6.00 6.00 Expected dividend yield 0.00 % 0.00 % Stock Options The following table summarizes the performance-based stock option activity for the nine months ended June 30, 2022: 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, 2021 1,556,489 $ 23.00 Granted — — Exercised (123,008 ) 23.00 Cancelled/Forfeited (5,436 ) 23.00 Outstanding at June 30, 2022 1,428,045 23.00 7.9 — Vested and exercisable at June 30, 2022 1,428,045 $ 23.00 7.9 — The following table summarizes the service-based stock option activity for the nine months ended June 30, 2022: 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, 2021 3,434,221 $ 23.82 Granted 333,234 42.23 Exercised (137,641 ) 23.00 Cancelled/Forfeited (48,150 ) 24.49 Outstanding at June 30, 2022 3,581,664 25.55 8.1 — Vested and exercisable at June 30, 2022 2,050,502 $ 23.20 7.9 — Restricted Stock Awards A summary of the service-based restricted stock awards activity during the nine months ended June 30, 2022 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2021 717,580 $ 23.00 Granted — — Vested (326,084 ) 23.00 Forfeited (14,470 ) 23.00 Outstanding and unvested at June 30, 2022 377,026 $ 23.00 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 closing stock price on the date of grant. A summary of the performance-based restricted stock unit awards activity for the nine months ended June 30, 2022 presented at target was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2021 111,804 $ 35.00 Granted 122,865 40.00 Vested — — Forfeited (9,578 ) 35.47 Outstanding and unvested at June 30, 2022 225,091 $ 37.73 Restricted Stock Units A summary of the service-based restricted stock unit awards activity for the nine months ended June 30, 2022 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2021 366,852 $ 30.42 Granted 245,077 36.66 Vested (53,868 ) 36.60 Forfeited (35,856 ) 31.33 Outstanding and unvested at June 30, 2022 522,205 $ 32.75 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Jun. 30, 2022 | |
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): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Numerator: Net income $ 27,476 $ 21,769 $ 80,001 $ 54,557 Net income attributable to common stockholders - basic and diluted $ 27,476 $ 21,769 $ 80,001 $ 54,557 Denominator: Weighted-average shares of common stock Basic 153,493,355 153,854,313 154,199,158 153,623,579 Diluted 153,891,090 157,022,043 155,631,884 156,658,640 Net income per share attributable to common stockholders: Net income per common share - basic $ 0.18 $ 0.14 $ 0.52 $ 0.36 Net income per common share - diluted $ 0.18 $ 0.14 $ 0.51 $ 0.35 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 per share because the effect was anti-dilutive: Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Stock Options 5,014,206 — 446,175 83,412 Restricted Stock Units 422,466 5,207 243,480 5,160 |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 16. INCOME TAXES The Company calculates the interim tax provision in accordance with the provisions of ASC 740-270, Income Taxes; Interim Reporting |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Jun. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | 17. COMMITMENTS AND CONTINGENCIES Legal Proceedings 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 and 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. In the normal course of the Company’s business, it is at times subject to various other 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. The Company accrues for losses when they are probable of occurrence and such losses are reasonably estimable. Legal costs expected to be incurred are accounted for as they are incurred. |
Condensed Financial Information
Condensed Financial Information of Registrant (Parent Company Only) | 9 Months Ended |
Jun. 30, 2022 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Condensed Financial Information of Registrant (Parent Company Only) | 18. 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) June 30, 2022 September 30, 2021 ASSETS: Non-current assets: Investments in subsidiaries $ 1,467,970 $ 1,427,164 Total non-current assets 1,467,970 1,427,164 Total assets $ 1,467,970 $ 1,427,164 LIABILITIES AND STOCKHOLDERS’ EQUITY: Total liabilities $ — $ — Stockholders’ equity: Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at June 30, 2022 and September 30, 2021, respectively — — Class A common stock, $0.001 par value; 1,100,000,000 shares authorized, 155,153,226 shares issued at June 30, 2022 and 154,866,313 shares issued at September 30, 2021 155 155 Class B common stock, $0.001 par value; 100,000,000 shares authorized, 100 shares issued and outstanding at June 30, 2022 and at September 30, 2021, respectively — — Additional paid-in capital 1,626,115 1,615,236 Accumulated deficit (108,227 ) (188,227 ) Treasury stock, at cost, 3,013,575 shares at June 30, 2022 and 0 shares at September 30, 2021 (50,073 ) — Total stockholders’ equity 1,467,970 1,427,164 Total liabilities and stockholders’ equity $ 1,467,970 $ 1,427,164 Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Net income of subsidiaries $ 27,476 $ 21,769 $ 80,001 $ 54,557 Net income of subsidiaries $ 27,476 $ 21,769 $ 80,001 $ 54,557 Comprehensive income $ 27,476 $ 21,769 $ 80,001 $ 54,557 The AZEK Company Inc. did not have any cash as of June 30, 2022 or September 30, 2021, accordingly a Condensed 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 Condensed Consolidated Financial Statements. Dividends from Subsidiaries There were $50.0 million and $0.0 million cash dividends paid to The AZEK Company Inc. from the Company’s consolidated subsidiaries during the three and nine months ended June 30, 2022 and three and nine months ended June 30, 2021, respectively. The $50.0 million cash dividends were used to fund the ASR with JPMorgan during the three months ended June 30, 2022. Restricted Payments CPG International LLC is party to the Revolving Credit Facility and the 2022 Term Loan Agreement. The obligations under the Revolving Credit Facility and 2022 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 2022 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 “Debt” to these Condensed Consolidated Financial Statements. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. SUBSEQUENT EVENTS On August 1, 2022, CPG International LLC (“Buyer”), a Delaware limited liability company and wholly-owned subsidiary of the Company, acquired all of the membership interests of INTEX Millwork Solutions, LLC (“Target”), a New Jersey limited liability company, pursuant to an Equity Purchase Agreement dated as of June 10, 2022 (the “Purchase Agreement”) by and among, Buyer, JFU III #1, LLC, JU #1, LLC and Joseph F. Umosella, III. The acquisition was funded with cash on hand. The Purchase Agreement contains customary representations, warranties and covenants of the parties. As a result of the closing of the transactions contemplated by the Purchase Agreement, Target became an indirect, wholly-owned subsidiary of the Company. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company operates on a fiscal year ending September 30. The accompanying unaudited Condensed Consolidated Financial Statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and in management’s opinion, includes all adjustments, consisting of only normal recurring adjustments, necessary for the fair statement of the Company’s financial position, its results of operations and cash flows for the interim periods presented. The results of operations for the three and nine months ended June 30, 2022 and the cash flows for the nine months ended June 30, 2022 are not necessarily indicative of the results to be expected for the full fiscal year or any other period. 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. The accompanying unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s 2021 Form 10-K. The Condensed Consolidated Balance Sheet as of September 30, 2021 was derived from the audited financial statements at that date. There have been no material changes in the Company’s significant accounting policies from those that were disclosed in the 2021 Form 10-K, except as noted below. |
Revision of Previously Reported Financial Information | Revision of Previously Reported Financial Information In connection with our retroactive adoption of ASC 842 as of October 1, 2020, quarterly amounts presented in our prior Form 10-Q were revised. The impact of the adjustments was immaterial to the Consolidated Financial Statements. |
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. |
Accounting Policies | Accounting Policies Refer to the Company’s 2021 Form 10-K for a discussion of the Company’s accounting policies, as updated below and for recently adopted accounting standards. |
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 Condensed Consolidated Statements of Comprehensive Income. Total research and development expenses were $2.6 million and $1.9 million, respectively, for the three months ended June 30, 2022 and 2021, and $6.9 million and $5.5 million, respectively, for the nine months ended June 30, 2022 and 2021. |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements On October 1, 2020, the Company adopted ASU No. 2016-02, Leases (Topic 842) On October 1, 2021, the Company adopted ASU No. 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Rebate Activity | The rebate activity was as follows (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 40,146 $ 27,791 $ 47,648 $ 32,679 Rebate expense 23,631 20,645 70,184 54,857 Rebate payments (14,380 ) (12,257 ) (68,435 ) (51,357 ) Ending balance $ 49,397 $ 36,179 $ 49,397 $ 36,179 |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Business Combinations [Abstract] | |
Summary of Preliminary Allocation of Assets Acquired and Liabilities Assumed | The following table represents the preliminary allocation of assets acquired and liabilities assumed on the acquisition date for both acquisitions as of June 30, 2022 (in thousands): (US dollars in thousands) Total Cash and cash equivalents $ 1,410 Trade receivables 3,798 Inventories 11,655 Other current assets 60 Property and equipment 4,618 Intangible assets 43,000 ROU assets 2,881 Accounts payable (3,110 ) Accrued expenses (9,171 ) Current lease liabilities (740 ) Noncurrent lease liabilities (2,106 ) Total identifiable assets 52,295 Goodwill 36,050 Net assets acquired/total consideration 88,345 Less: cash acquired (1,410 ) Total consideration net of cash acquired $ 86,935 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): in thousands June 30, 2022 September 30, 2021 Raw materials $ 82,548 $ 46,046 Work in process 38,925 27,278 Finished goods 200,644 115,564 Total inventories $ 322,117 $ 188,888 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Net (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Property Plant And Equipment [Abstract] | |
Summary of Property, Plant and Equipment - Net | Property, plant and equipment – net consisted of the following (in thousands): June 30, 2022 September 30, 2021 Land and improvements $ 3,222 $ 2,812 Buildings and improvements 101,181 73,227 Manufacturing equipment 515,381 405,611 Computer equipment 25,978 23,915 Furniture and fixtures 6,731 6,018 Vehicles 906 604 Total property and equipment 653,399 512,187 Construction in progress 137,698 129,886 791,097 642,073 Accumulated depreciation (295,136 ) (251,061 ) Total property and equipment – net $ 495,961 $ 391,012 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Net (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
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, 2021 $ 911,001 $ 40,389 $ 951,390 Acquisitions 36,050 — 36,050 Goodwill as of June 30, 2022 $ 947,051 $ 40,389 $ 987,440 Accumulated impairment losses as of September 30, 2021 — 32,200 32,200 Accumulated impairment losses as of June 30, 2022 $ — $ 32,200 $ 32,200 |
Summary of Finite-lived Intangible Assets | Finite-lived intangible assets consisted of the following (in thousands): June 30, 2022 Lives in Years Gross Carrying Value Accumulated Amortization Net Carrying Value Proprietary knowledge 10 — 15 $ 299,300 $ (231,025 ) $ 68,275 Trademarks 5 — 20 229,340 (147,597 ) 81,743 Customer relationships 15 — 19 169,552 (74,367 ) 95,185 Patents 10 7,000 (4,709 ) 2,291 Other intangibles 3 — 15 4,076 (3,964 ) 112 Total intangible assets $ 709,268 $ (461,662 ) $ 247,606 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 |
Composition of Certain Balanc_2
Composition of Certain Balance Sheet Accounts (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Composition Of Certain Balance Sheet Accounts Disclosure [Abstract] | |
Summary of Allowance for Doubtful Accounts | Allowance for doubtful accounts consisted of the following (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 1,172 $ 1,487 $ 1,109 $ 1,332 Provision 4 116 67 271 Bad debt write-offs (1 ) (540 ) (1 ) (540 ) Ending balance $ 1,175 $ 1,063 $ 1,175 $ 1,063 |
Schedule of Accrued Expenses and Other Liabilities | Accrued expenses consisted of the following (in thousands): June 30, 2022 September 30, 2021 Employee related liabilities $ 30,492 $ 32,996 Customer deposits 7,232 — Lease liability - operating 5,481 3,906 Marketing 4,352 3,421 Warranty 3,170 2,992 Construction in progress 6,274 4,068 Professional fees 1,363 2,296 Freight 2,386 2,292 Lease liability - finance 1,597 71 Other 6,313 4,480 Total accrued expenses and other current liabilities $ 68,660 $ 56,522 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt | Debt consisted of the following (in thousands): June 30, 2022 September 30, 2021 2022 Term Loan due April 28, 2029 — SOFR + 2.50% + 0.1% (4.09% at June 30, 2022) $ 600,000 $ — Term Loan due May 5, 2024 — LIBOR + 2.50% (3.25% at September 30, 2021) — 467,654 Revolving Credit Facility through March 31, 2026 - LIBOR + 1.25% — — Total 600,000 467,654 Less unamortized deferred financing costs (4,891 ) (2,625 ) Less unamortized original issue discount (4,576 ) (314 ) Less current portion (4,500 ) — Long-term debt—less current portion and unamortized deferred financing costs $ 586,033 $ 464,715 |
Summary of Interest Expense | Interest expense consisted of the following (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Interest Expense 2022 Term Loan Agreement $ 4,365 $ — $ 4,365 $ — Term Loan Agreement 1,140 3,842 8,824 13,942 Revolving Credit Facility 276 156 693 473 Other 910 198 2,595 606 Amortization - Debt issue costs 2022 Term Loan Agreement 4,713 — 4,713 — Term Loan Agreement 548 254 1,056 2,243 Revolving Credit Facility 66 65 196 429 2022 Term Loan OID 112 — 112 — Term Loan OID 65 30 126 162 Capitalized interest (1,577 ) (491 ) (3,904 ) (1,427 ) Interest expense $ 10,618 $ 4,054 $ 18,776 $ 16,428 |
Product Warranties (Tables)
Product Warranties (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Product Warranties Disclosures [Abstract] | |
Summary of Warranty Reserve Activity | Warranty coverage depends on the product involved. The warranty reserve activity consisted of the following (in thousands): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Beginning balance $ 13,948 $ 12,065 $ 12,699 $ 10,913 Adjustments to reserve 2,341 1,720 4,618 4,270 Warranty claims payment (801 ) (843 ) (1,829 ) (2,269 ) Accretion - purchase accounting valuation — — — 28 Ending balance 15,488 12,942 15,488 12,942 Current portion of accrued warranty (3,170 ) (2,977 ) (3,170 ) (2,977 ) Accrued warranty – less current portion $ 12,318 $ 9,965 $ 12,318 $ 9,965 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Summary of Lease Assets and Lease Liabilities | Lease assets and lease liabilities as of June 30, 2022 and September 30, 2021 were as follows (in thousands): Leases Classification on Balance Sheet June 30, 2022 September 30, 2021 Assets ROU operating lease assets Other assets $ 21,138 $ 19,431 Finance lease assets Other assets 60,310 49,084 Total lease assets $ 81,448 $ 68,515 Liabilities Current Operating Accrued expenses and other liabilities $ 5,481 $ 3,906 Finance Accrued expenses and other liabilities 1,597 71 Non-Current Operating Other non-current liabilities 18,444 18,585 Finance Other non-current liabilities 62,702 50,590 Total lease liabilities $ 88,224 $ 73,152 |
Components of Lease Expense | The components of lease expense for the three and nine months ended June 30, 2022 and 2021 were as follows: Three Months Ended June 30, Nine Months Ended June 30, (in thousands) 2022 2021 2022 2021 Operating lease expense $ 1,497 $ 1,056 $ 4,121 $ 2,839 Finance lease amortization of assets 877 316 2,390 841 Finance lease interest on lease liabilities 911 204 2,584 610 Short term 188 32 406 84 Sublease income (71 ) (119 ) (277 ) (308 ) Total lease expense $ 3,402 $ 1,489 $ 9,224 $ 4,066 |
Supplemental Information Related to Leases | The tables below present supplemental information related to leases as of June 30, 2022 and September 30, 2021: Weighted-average remaining lease term (years) June 30, 2022 September 30, 2021 Operating leases 6.8 7.8 Finance leases 28.8 32.2 Weighted-average discount rate Operating leases 4.1 % 4.3 % Finance leases 6.1 % 6.5 % |
Summary of Maturities of Lease Liabilities | The following table summarizes the maturities of lease liabilities at June 30, 2022: (in thousands) Operating Leases Finance Leases Total 2022 $ 1,598 $ 1,307 $ 2,905 2023 6,236 5,282 11,518 2024 4,757 5,016 9,773 2025 3,640 4,833 8,473 2026 2,386 4,624 7,010 Thereafter 9,360 112,647 122,007 Total lease payments 27,977 133,709 161,686 Less: Interest (4,052 ) (69,410 ) (73,462 ) Present Value of lease liability $ 23,925 $ 64,299 $ 88,224 |
Fair Value Of Financial Instr_2
Fair Value Of Financial Instruments (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
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): June 30, 2022 September 30, 2021 Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value 2022 Term Loan due April 28, 2029 $ 600,000 $ 564,000 $ — $ — Term Loan due May 5, 2024 — — 467,654 467,420 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Summary of Residential and Commercial Segment Reporting Information | The segment data below includes data for Residential and Commercial for the three and nine months ended June 30, 2022 and 2021 (in thousands). Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Net sales to customers Residential $ 343,064 $ 291,209 $ 914,555 $ 739,048 Commercial 51,927 36,245 136,399 93,806 Total $ 394,991 $ 327,454 $ 1,050,954 $ 832,854 Adjusted EBITDA Residential $ 91,093 $ 82,525 $ 258,874 $ 222,999 Commercial 12,271 6,273 25,693 13,304 Total Adjusted EBITDA for reporting segments $ 103,364 $ 88,798 $ 284,567 $ 236,303 Unallocated net expenses (16,839 ) (16,082 ) (48,603 ) (43,623 ) Adjustments to Income before income tax provision Depreciation and amortization (29,606 ) (25,771 ) (86,730 ) (75,321 ) Stock-based compensation costs (4,903 ) (9,510 ) (13,846 ) (19,646 ) Acquisition costs (1) (3,228 ) — (8,861 ) — Initial public offering costs and secondary offering costs - (1,443 ) — (2,592 ) Other costs (2) (1,138 ) (1,358 ) (1,799 ) (4,411 ) Interest expense, net (10,618 ) (4,054 ) (18,776 ) (16,428 ) Income before income tax provision $ 37,032 $ 30,580 $ 105,952 $ 74,282 (1) Acquisition costs reflect costs directly related to completed acquisitions of $3.2 million and $7.7 million in the three and nine months ended June 30, 2022, respectively, and inventory step-up adjustments related to recording inventory of acquired businesses at fair value on the date of acquisition of $1.2 million for the nine months ended June 30, 2022. ( 2 ) Other costs include costs for legal expense of $0.2 million and $0.8 million in the three months ended June 30, 2022 and 2021, respectively, costs related to reduction in workforce of $0.8 million in the three months ended June 30, 2022, costs related to an incentive plan and other ancillary expenses associated with the initial public offering of $0.4 million for the three months ended June 30, 2021, other costs of $0.1 million for the three months ended June 30, 2022, and the impact of retroactive adoption of ASC 842 of $0.2 million for the three months ended June 30, 2021. Other costs include costs for legal expense of $0.6 million and $1.8 million in the nine months ended June 30, 2022 and 2021, respectively, costs related to reduction in workforce of $0.8 million in the nine months ended June 30, 2022, costs related to an incentive plan and other ancillary expenses associated with the initial public offering of $0.1 million and $2.1 million in the nine months ended June 30, 2022 and 2021, respectively, other costs of $0.3 million for the nine months ended June 30, 2022, and the impact of retroactive adoption of ASC 842 of $0.5 million for the nine months ended June 30, 2021. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
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 calculation of stock-based compensation expense for the nine months ended June 30, 2022 and 2021: November 19, 2021 Grant Date December 4, 2020 Grant Date Risk-free interest rate 1.34 % 0.56 % Expected volatility 40.00 % 35.00 % Expected term (in years) 6.00 6.00 Expected dividend yield 0.00 % 0.00 % |
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 nine months ended June 30, 2022: 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, 2021 1,556,489 $ 23.00 Granted — — Exercised (123,008 ) 23.00 Cancelled/Forfeited (5,436 ) 23.00 Outstanding at June 30, 2022 1,428,045 23.00 7.9 — Vested and exercisable at June 30, 2022 1,428,045 $ 23.00 7.9 — |
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 nine months ended June 30, 2022: 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, 2021 3,434,221 $ 23.82 Granted 333,234 42.23 Exercised (137,641 ) 23.00 Cancelled/Forfeited (48,150 ) 24.49 Outstanding at June 30, 2022 3,581,664 25.55 8.1 — Vested and exercisable at June 30, 2022 2,050,502 $ 23.20 7.9 — |
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 during the nine months ended June 30, 2022 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2021 717,580 $ 23.00 Granted — — Vested (326,084 ) 23.00 Forfeited (14,470 ) 23.00 Outstanding and unvested at June 30, 2022 377,026 $ 23.00 |
Schedule of Unvested Restricted Stock Units | A summary of the service-based restricted stock unit awards activity for the nine months ended June 30, 2022 was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2021 366,852 $ 30.42 Granted 245,077 36.66 Vested (53,868 ) 36.60 Forfeited (35,856 ) 31.33 Outstanding and unvested at June 30, 2022 522,205 $ 32.75 |
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 nine months ended June 30, 2022 presented at target was as follows: Number of Shares Weighted Average Grant Date Fair Value Outstanding and unvested at October 1, 2021 111,804 $ 35.00 Granted 122,865 40.00 Vested — — Forfeited (9,578 ) 35.47 Outstanding and unvested at June 30, 2022 225,091 $ 37.73 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Jun. 30, 2022 | |
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): Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Numerator: Net income $ 27,476 $ 21,769 $ 80,001 $ 54,557 Net income attributable to common stockholders - basic and diluted $ 27,476 $ 21,769 $ 80,001 $ 54,557 Denominator: Weighted-average shares of common stock Basic 153,493,355 153,854,313 154,199,158 153,623,579 Diluted 153,891,090 157,022,043 155,631,884 156,658,640 Net income per share attributable to common stockholders: Net income per common share - basic $ 0.18 $ 0.14 $ 0.52 $ 0.36 Net income per common share - diluted $ 0.18 $ 0.14 $ 0.51 $ 0.35 |
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 per share because the effect was anti-dilutive: Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Stock Options 5,014,206 — 446,175 83,412 Restricted Stock Units 422,466 5,207 243,480 5,160 |
Condensed Financial Informati_2
Condensed Financial Information of Registrant (Parent Company Only) (Tables) - Parent Company [Member] | 9 Months Ended |
Jun. 30, 2022 | |
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) June 30, 2022 September 30, 2021 ASSETS: Non-current assets: Investments in subsidiaries $ 1,467,970 $ 1,427,164 Total non-current assets 1,467,970 1,427,164 Total assets $ 1,467,970 $ 1,427,164 LIABILITIES AND STOCKHOLDERS’ EQUITY: Total liabilities $ — $ — Stockholders’ equity: Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at June 30, 2022 and September 30, 2021, respectively — — Class A common stock, $0.001 par value; 1,100,000,000 shares authorized, 155,153,226 shares issued at June 30, 2022 and 154,866,313 shares issued at September 30, 2021 155 155 Class B common stock, $0.001 par value; 100,000,000 shares authorized, 100 shares issued and outstanding at June 30, 2022 and at September 30, 2021, respectively — — Additional paid-in capital 1,626,115 1,615,236 Accumulated deficit (108,227 ) (188,227 ) Treasury stock, at cost, 3,013,575 shares at June 30, 2022 and 0 shares at September 30, 2021 (50,073 ) — Total stockholders’ equity 1,467,970 1,427,164 Total liabilities and stockholders’ equity $ 1,467,970 $ 1,427,164 |
Schedule of Statements of Comprehensive Income (Loss) | Three Months Ended June 30, Nine Months Ended June 30, 2022 2021 2022 2021 Net income of subsidiaries $ 27,476 $ 21,769 $ 80,001 $ 54,557 Net income of subsidiaries $ 27,476 $ 21,769 $ 80,001 $ 54,557 Comprehensive income $ 27,476 $ 21,769 $ 80,001 $ 54,557 |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Jun. 01, 2021 | Jan. 26, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2021 | Oct. 01, 2020 | |
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Research and development expenses | $ 2,600 | $ 1,900 | $ 6,900 | $ 5,500 | ||||
Lease assets | 81,448 | 81,448 | $ 68,515 | $ 15,200 | ||||
Lease liabilities | 88,224 | 88,224 | 73,152 | 18,700 | ||||
Accumulated deficit | $ (108,227) | $ (108,227) | $ (188,227) | |||||
Revision of Prior Period Adjustment [Member] | Adoption of ASU [Member] | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Accumulated deficit | $ 2,100 | |||||||
Common Class A [Member] | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Common stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Common Class A [Member] | Secondary Offerings Member [Member] | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Stock shares sold by shareholders during the period | 17,250,000 | 23,000,000 | ||||||
Common stock, par value per share | $ 0.001 | $ 0.001 | ||||||
Estimated offering expenses | $ 1,100 | $ 1,200 | ||||||
Common Class A [Member] | Over-Allotment Option [Member] | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Overallotment stock shares sold by shareholders during the period | 2,250,000 | 3,000,000 | ||||||
Shares issued price | $ 43.50 | $ 40 | ||||||
Common Class B [Member] | ||||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||||
Common stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2021 |
Revenue From Contract With Customer [Abstract] | |||
Accrued rebates | $ 44,491 | $ 44,339 | $ 32,800 |
Contra trade receivable | $ 4,900 | $ 3,400 |
Revenue - Summary of Rebate Act
Revenue - Summary of Rebate Activity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | ||||
Beginning balance | $ 40,146 | $ 27,791 | $ 47,648 | $ 32,679 |
Rebate expense | 23,631 | 20,645 | 70,184 | 54,857 |
Rebate payments | (14,380) | (12,257) | (68,435) | (51,357) |
Ending balance | $ 49,397 | $ 36,179 | $ 49,397 | $ 36,179 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) $ in Thousands | 9 Months Ended | |||
Dec. 29, 2021 | Nov. 30, 2021 | Jun. 30, 2022 | Sep. 30, 2021 | |
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed intangible assets including goodwill | $ 79,100 | |||
Goodwill | 987,440 | $ 951,390 | ||
Goodwill, expected tax deductible amount | $ 36,100 | |||
Acquired finite lived intangible assets weighted average useful life | 14 years 2 months 12 days | |||
Customer Relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed intangible assets other than goodwill | $ 23,000 | |||
Acquired finite lived intangible asset useful life | 15 years | |||
Proprietary Knowledge [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed intangible assets other than goodwill | $ 10,000 | |||
Acquired finite lived intangible asset useful life | 10 years | |||
Trademarks [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, recognized identifiable assets acquired and liabilities assumed intangible assets other than goodwill | $ 10,000 | |||
Acquired finite lived intangible asset useful life | 15 years | |||
Regional Recycler Midwest [Member] | ||||
Business Acquisition [Line Items] | ||||
Percentage of voting interest acquired | 100% | |||
Date of acquisition | Nov. 30, 2021 | |||
Purchase price | $ 4,200 | |||
StruXure Outdoor [Member] | ||||
Business Acquisition [Line Items] | ||||
Percentage of voting interest acquired | 100% | |||
Date of acquisition | Dec. 29, 2021 | |||
Purchase price | $ 84,100 | |||
Frymans Recycling And Stru Xure Outdoor | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 86,935 | |||
Business combination, recognized identifiable assets acquired and liabilities assumed intangible assets other than goodwill | 43,000 | |||
Goodwill | $ 36,050 |
Business Combinations - Summary
Business Combinations - Summary of Preliminary Allocation of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2022 | Sep. 30, 2021 | |
Business Acquisition [Line Items] | ||
Goodwill | $ 987,440 | $ 951,390 |
Frymans Recycling And Stru Xure Outdoor | ||
Business Acquisition [Line Items] | ||
Cash and cash equivalents | 1,410 | |
Trade receivables | 3,798 | |
Inventories | 11,655 | |
Other current assets | 60 | |
Property and equipment | 4,618 | |
Intangible assets | 43,000 | |
ROU assets | 2,881 | |
Accounts payable | (3,110) | |
Accrued expenses | (9,171) | |
Current lease liabilities | (740) | |
Noncurrent lease liabilities | (2,106) | |
Total identifiable assets | 52,295 | |
Goodwill | 36,050 | |
Net assets acquired/total consideration | 88,345 | |
Less: cash acquired | (1,410) | |
Total consideration net of cash acquired | $ 86,935 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Sep. 30, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 82,548 | $ 46,046 |
Work in process | 38,925 | 27,278 |
Finished goods | 200,644 | 115,564 |
Total inventories | $ 322,117 | $ 188,888 |
Property, Plant and Equipment_3
Property, Plant and Equipment - Net - Summary of Property, Plant and Equipment - Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Sep. 30, 2021 |
Property Plant And Equipment [Line Items] | ||
Land and improvements | $ 3,222 | $ 2,812 |
Buildings and improvements | 101,181 | 73,227 |
Manufacturing equipment | 515,381 | 405,611 |
Furniture and fixtures | 6,731 | 6,018 |
Property and Equipment Excluding Construction in Progress Gross | 653,399 | 512,187 |
Construction in progress | 137,698 | 129,886 |
Property and Equipment, Gross | 791,097 | 642,073 |
Accumulated depreciation | (295,136) | (251,061) |
Total property and equipment – net | 495,961 | 391,012 |
Computer Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment Excluding Construction in Progress Gross | 25,978 | 23,915 |
Vehicles [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property and Equipment Excluding Construction in Progress Gross | $ 906 | $ 604 |
Property, Plant and Equipment_4
Property, Plant and Equipment - Net - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation | $ 17.1 | $ 13.3 | $ 48.8 | $ 37.7 |
Interest Capitalized | $ 1.6 | $ 0.5 | $ 3.9 | $ 1.4 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Net - Summary of Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2022 | Sep. 30, 2021 | |
Goodwill [Line Items] | ||
Goodwill, beginning balance | $ 951,390 | |
Acquisitions | 36,050 | |
Goodwill, ending balance | 987,440 | |
Accumulated impairment losses | 32,200 | $ 32,200 |
Residential [Member] | ||
Goodwill [Line Items] | ||
Goodwill, beginning balance | 911,001 | |
Acquisitions | 36,050 | |
Goodwill, ending balance | 947,051 | |
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 - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||||
Indefinite lived intangible assets other than goodwill | $ 0 | $ 0 | $ 0 | ||
Amortization expense | $ 12,500,000 | $ 12,500,000 | $ 37,966,000 | $ 37,666,000 | |
Remaining weighted-average amortization period for acquired intangible assets | 12 years 1 month 6 days |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Net - Summary of Finite-Lived Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Sep. 30, 2021 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 709,268 | $ 670,886 |
Accumulated Amortization | (461,662) | (428,314) |
Net Carrying Value | $ 247,606 | 242,572 |
Proprietary Knowledge [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 10 years | |
Gross Carrying Value | $ 299,300 | 289,300 |
Accumulated Amortization | (231,025) | (216,283) |
Net Carrying Value | $ 68,275 | 73,017 |
Trademarks [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 15 years | |
Gross Carrying Value | $ 229,340 | 223,840 |
Accumulated Amortization | (147,597) | (139,631) |
Net Carrying Value | $ 81,743 | 84,209 |
Customer Relationships [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 15 years | |
Gross Carrying Value | $ 169,552 | 146,670 |
Accumulated Amortization | (74,367) | (64,412) |
Net Carrying Value | $ 95,185 | $ 82,258 |
Patents [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 10 years | 10 years |
Gross Carrying Value | $ 7,000 | $ 7,000 |
Accumulated Amortization | (4,709) | (4,105) |
Net Carrying Value | 2,291 | 2,895 |
Other intangibles [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 4,076 | 4,076 |
Accumulated Amortization | (3,964) | (3,883) |
Net Carrying Value | $ 112 | $ 193 |
Minimum [Member] | Proprietary Knowledge [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 10 years | 10 years |
Minimum [Member] | Trademarks [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 5 years | 5 years |
Minimum [Member] | Customer Relationships [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 15 years | 15 years |
Minimum [Member] | Other intangibles [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 3 years | 3 years |
Maximum [Member] | Proprietary Knowledge [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 15 years | 15 years |
Maximum [Member] | Trademarks [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 20 years | 20 years |
Maximum [Member] | Customer Relationships [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 19 years | 19 years |
Maximum [Member] | Other intangibles [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquired finite lived intangible asset useful life | 15 years | 15 years |
Composition of Certain Balanc_3
Composition of Certain Balance Sheet Accounts - Summary of Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Allowance For Credit Loss [Abstract] | ||||
Beginning balance | $ 1,172 | $ 1,487 | $ 1,109 | $ 1,332 |
Provision | 4 | 116 | 67 | 271 |
Bad debt write-offs | (1) | (540) | (1) | (540) |
Ending balance | $ 1,175 | $ 1,063 | $ 1,175 | $ 1,063 |
Composition of Certain Balanc_4
Composition of Certain Balance Sheet Accounts - Summary of Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Sep. 30, 2021 |
Accrued Liabilities And Other Liabilities [Abstract] | ||
Employee related liabilities | $ 30,492 | $ 32,996 |
Customer deposits | 7,232 | |
Lease liability - operating | 5,481 | 3,906 |
Marketing | 4,352 | 3,421 |
Warranty | 3,170 | 2,992 |
Construction in progress | 6,274 | 4,068 |
Professional fees | 1,363 | 2,296 |
Freight | 2,386 | 2,292 |
Lease liability - finance | 1,597 | 71 |
Other | 6,313 | 4,480 |
Total accrued expenses and other current liabilities | $ 68,660 | $ 56,522 |
Debt - Summary of Long-Term Deb
Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Sep. 30, 2021 |
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | $ 600,000 | $ 467,654 |
Less unamortized deferred financing costs | (4,891) | (2,625) |
Less unamortized original issue discount | (4,576) | (314) |
Less current portion | (4,500) | |
Long-term debt—less current portion and unamortized deferred financing costs | 586,033 | 464,715 |
2022 Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 600,000 | |
Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 467,654 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Less unamortized deferred financing costs | $ (1,000) | $ (1,200) |
Debt - Summary of Long-Term D_2
Debt - Summary of Long-Term Debt (Detail) (Parenthetical) | 9 Months Ended | 12 Months Ended | |
Apr. 28, 2022 | Jun. 30, 2022 | Sep. 30, 2021 | |
2022 Term Loan Agreement | |||
Debt Instrument [Line Items] | |||
Debt instrument maturity date | Apr. 28, 2029 | Apr. 28, 2029 | |
Debt instrument, description of variable rate basis | SOFR + 2.50% + 0.1% | ||
Debt instrument, basis spread on variable rate | 2.50% | ||
Debt instrument rate | 4.09% | ||
Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument maturity date | May 05, 2024 | ||
Debt instrument, description of variable rate basis | LIBOR + 2.50 | ||
Debt instrument, basis spread on variable rate | 2.50% | ||
Debt instrument rate | 3.25% | ||
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 + 1.25 | |
Debt instrument, basis spread on variable rate | 1.25% | 1.25% |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 28, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Sep. 30, 2021 | |
Debt Instrument [Line Items] | ||||||
Term loan outstanding | $ 600,000 | $ 600,000 | $ 467,654 | |||
Deferred financing cost | 4,891 | 4,891 | 2,625 | |||
Long-term Debt, Gross | 600,000 | 600,000 | 467,654 | |||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Deferred financing cost | 1,000 | $ 1,000 | $ 1,200 | |||
Debt instrument maturity date | Mar. 31, 2026 | |||||
Debt instrument, basis spread on variable rate | 1.25% | 1.25% | ||||
Aggregate maximum borrowing capacity | 150,000 | $ 150,000 | ||||
Outstanding letters of credit | 2,800 | 2,800 | $ 3,300 | |||
Option to increase the commitments | 100,000 | $ 100,000 | ||||
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, description of variable rate basis | LIBOR + 1.25 | LIBOR + 1.25 | ||||
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 | 100 | $ 100 | $ 300 | $ 400 | ||
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] | 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 09, 2022 | |||||
2022 Term Loan Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Term loan outstanding | $ 600,000 | |||||
Deferred financing cost | 4,900 | $ 4,900 | ||||
Long-term Debt, Gross | $ 600,000 | |||||
Debt instrument maturity date | Apr. 28, 2029 | Apr. 28, 2029 | ||||
Percentage of principal amount to be repaid by way of instalments | 0.25% | |||||
Debt instrument, basis spread on variable rate | 2.50% | |||||
Debt instrument, description of variable rate basis | SOFR + 2.50% + 0.1% | |||||
2022 Term Loan Agreement | Federal Funds Rate | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||
Applicable margin rate | 1.50% | |||||
2022 Term Loan Agreement | Team SOFR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1% | |||||
Applicable margin rate | 2.50% | |||||
2022 Term Loan Agreement | Alternative Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1.50% | |||||
CPG International LLC [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Minimum fixed charge coverage ratio | 100 | |||||
CPG International LLC [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Minimum fixed charge coverage ratio | 100 | |||||
CPG International LLC [Member] | Amended Agreement For Term Loan | Wilmington Trust National Association | ||||||
Debt Instrument [Line Items] | ||||||
Deferred financing cost | 0 | $ 0 | $ 2,600 | |||
CPG International LLC [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings capacity | 0 | 0 | 0 | |||
Available borrowing capacity | $ 147,200 | $ 147,200 | ||||
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. | |||||
CPG International LLC [Member] | Term Loan Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Term loan outstanding | 467,700 | |||||
Long-term Debt, Gross | $ 467,700 | |||||
Abr Borrowings | Revolving Credit Facility [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. | |||||
Abr Borrowings | Revolving Credit Facility [Member] | Federal Funds Rate | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, description of variable rate basis | Federal Funds Rate plus 50 basis points | |||||
Abr Borrowings | Revolving Credit Facility [Member] | Prime Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, description of variable rate basis | prime rate | |||||
Abr Borrowings | Revolving Credit Facility [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 | |||||
Eurocurrency Borrowings [Member] | Revolving Credit Facility [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 | |||||
Eurocurrency Borrowings [Member] | Revolving Credit Facility [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 |
Debt - Summary of Interest Expe
Debt - Summary of Interest Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Interest Expense | ||||
Other | $ 910 | $ 198 | $ 2,595 | $ 606 |
Amortization - Debt issue costs | ||||
Capitalized interest | (1,577) | (491) | (3,904) | (1,427) |
Interest expense | 10,618 | 4,054 | 18,776 | 16,428 |
2022 Term Loan Agreement | ||||
Interest Expense | ||||
Interest Expense, debt | 4,365 | 4,365 | ||
Interest Expense, debt | 4,365 | 4,365 | ||
Amortization - Debt issue costs | ||||
Amortization of debt issuance costs | 4,713 | 4,713 | ||
Amortization of debt issuance costs | 4,713 | 4,713 | ||
Term Loan | ||||
Interest Expense | ||||
Interest Expense, debt | 1,140 | 3,842 | 8,824 | 13,942 |
Interest Expense, debt | 1,140 | 3,842 | 8,824 | 13,942 |
Amortization - Debt issue costs | ||||
Amortization of debt issuance costs | 548 | 254 | 1,056 | 2,243 |
Term Loan OID | 65 | 30 | 126 | 162 |
Amortization of debt issuance costs | 548 | 254 | 1,056 | 2,243 |
Term Loan OID | 65 | 30 | 126 | 162 |
Abr Borrowings | ||||
Amortization - Debt issue costs | ||||
Term Loan OID | 112 | 112 | ||
Term Loan OID | 112 | 112 | ||
Revolving Credit Facility [Member] | ||||
Interest Expense | ||||
Interest Expense, debt | 276 | 156 | 693 | 473 |
Interest Expense, debt | 276 | 156 | 693 | 473 |
Amortization - Debt issue costs | ||||
Amortization of debt issuance costs | 66 | 65 | 196 | 429 |
Amortization of debt issuance costs | $ 66 | $ 65 | $ 196 | $ 429 |
Product Warranties - Additional
Product Warranties - Additional Information (Detail) | 9 Months Ended |
Jun. 30, 2022 | |
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 | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Product Warranties Disclosures [Abstract] | ||||
Beginning balance | $ 13,948 | $ 12,065 | $ 12,699 | $ 10,913 |
Adjustments to reserve | 2,341 | 1,720 | 4,618 | 4,270 |
Warranty claims payment | (801) | (843) | (1,829) | (2,269) |
Accretion - purchase accounting valuation | 28 | |||
Ending balance | 15,488 | 12,942 | 15,488 | 12,942 |
Current portion of accrued warranty | (3,170) | (2,977) | (3,170) | (2,977) |
Accrued warranty – less current portion | $ 12,318 | $ 9,965 | $ 12,318 | $ 9,965 |
Leases - Additional Information
Leases - Additional Information (Detail) | Jun. 30, 2022 |
Minimum [Member] | |
Lessee Lease Description [Line Items] | |
Renewal options range | 1 year |
Maximum [Member] | |
Lessee Lease Description [Line Items] | |
Renewal options range | 20 years |
Leases - Summary of Lease Asset
Leases - Summary of Lease Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Sep. 30, 2021 | Oct. 01, 2020 |
Assets | |||
ROU operating lease assets | $ 21,138 | $ 19,431 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | Other assets | |
Finance lease assets | $ 60,310 | $ 49,084 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other assets | Other assets | |
Total lease assets | $ 81,448 | $ 68,515 | $ 15,200 |
Current liabilities | |||
Lease liability - operating | $ 5,481 | $ 3,906 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other liabilities | Accrued expenses and other liabilities | |
Lease liability - finance | $ 1,597 | $ 71 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other liabilities | Accrued expenses and other liabilities | |
Non-Current liabilities | |||
Operating | $ 18,444 | $ 18,585 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other non-current liabilities | Other non-current liabilities | |
Finance | $ 62,702 | $ 50,590 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other non-current liabilities | Other non-current liabilities | |
Total lease liabilities | $ 88,224 | $ 73,152 | $ 18,700 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||||
Operating lease expense | $ 1,497 | $ 1,056 | $ 4,121 | $ 2,839 |
Finance lease amortization of assets | 877 | 316 | 2,390 | 841 |
Finance lease interest on lease liabilities | 911 | 204 | 2,584 | 610 |
Short term | 188 | 32 | 406 | 84 |
Sublease income | (71) | (119) | (277) | (308) |
Total lease expense | $ 3,402 | $ 1,489 | $ 9,224 | $ 4,066 |
Leases - Supplemental Informati
Leases - Supplemental Information related to Leases (Detail) | Jun. 30, 2022 | Sep. 30, 2021 |
Weighted-average remaining lease term | ||
Operating leases | 6 years 9 months 18 days | 7 years 9 months 18 days |
Finance leases | 28 years 9 months 18 days | 32 years 2 months 12 days |
Weighted-average discount rate | ||
Operating leases | 4.10% | 4.30% |
Finance leases | 6.10% | 6.50% |
Leases - Summary of Maturities
Leases - Summary of Maturities of Lease Liabilities (Detail) $ in Thousands | Jun. 30, 2022 USD ($) |
Operating Leases | |
2022 | $ 1,598 |
2023 | 6,236 |
2024 | 4,757 |
2025 | 3,640 |
2026 | 2,386 |
Thereafter | 9,360 |
Total lease payments | 27,977 |
Less: Interest | (4,052) |
Present Value of lease liability | 23,925 |
Finance Leases | |
2022 | 1,307 |
2023 | 5,282 |
2024 | 5,016 |
2025 | 4,833 |
2026 | 4,624 |
Thereafter | 112,647 |
Total lease payments | 133,709 |
Less: Interest | (69,410) |
Present Value of lease liability | 64,299 |
Total | |
2022 | 2,905 |
2023 | 11,518 |
2024 | 9,773 |
2025 | 8,473 |
2026 | 7,010 |
Thereafter | 122,007 |
Total lease payments | 161,686 |
Less: Interest | (73,462) |
Present Value of lease liability | $ 88,224 |
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) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Sep. 30, 2021 | |
2022 Term Loan due April 28, 2029 [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Debt instrument maturity date | Apr. 28, 2029 | |
Term Loan due May 5, 2024 [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Debt instrument maturity date | May 05, 2024 | |
Carrying Value [Member] | Fair Value, Inputs, Level 2 [Member] | 2022 Term Loan due April 28, 2029 [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Loans payable | $ 600,000 | |
Carrying Value [Member] | Fair Value, Inputs, Level 2 [Member] | Term Loan due May 5, 2024 [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Loans payable | $ 467,654 | |
Estimated Fair Value [Member] | Fair Value, Inputs, Level 2 [Member] | 2022 Term Loan due April 28, 2029 [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Loans payable | $ 564,000 | |
Estimated Fair Value [Member] | Fair Value, Inputs, Level 2 [Member] | Term Loan due May 5, 2024 [Member] | ||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | ||
Loans payable | $ 467,420 |
Fair Value Of Financial Instr_4
Fair Value Of Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2022 | Dec. 29, 2021 | |
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | |||
Increase in fair value contingent payment | $ 11.7 | $ 11.7 | |
Contingent payment compensation expense | 2.9 | 5.8 | |
StruXure Outdoor, LLC [Member] | |||
Schedule of carrying values and the estimated fair values of the debt financial instruments [Line Items] | |||
Contingent payment arrangements, range of outcomes, value, low | 0 | 0 | |
Contingent payment arrangements, range of outcomes, value, high | $ 13.9 | $ 13.9 | |
Fair value of contingent payment | $ 9.5 |
Segments - Additional Informati
Segments - Additional Information (Detail) | 9 Months Ended |
Jun. 30, 2022 Segment | |
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 | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Segment Reporting Information [Line Items] | ||||
Net sales to customers | $ 394,991 | $ 327,454 | $ 1,050,954 | $ 832,854 |
Adjusted EBITDA | ||||
Total Adjusted EBITDA for reporting segments | 103,364 | 88,798 | 284,567 | 236,303 |
Unallocated net expenses | (16,839) | (16,082) | (48,603) | (43,623) |
Adjustments to Income before income tax provision | ||||
Depreciation and amortization | (29,606) | (25,771) | (86,730) | (75,321) |
Stock-based compensation costs | (4,903) | (9,510) | (13,846) | (19,646) |
Acquisition costs | (3,228) | (8,861) | ||
Initial public offering costs and secondary offering costs | (1,443) | (2,592) | ||
Other costs | (1,138) | (1,358) | (1,799) | (4,411) |
Interest expense, net | (10,618) | (4,054) | (18,776) | (16,428) |
Income before income taxes | 37,032 | 30,580 | 105,952 | 74,282 |
Residential [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales to customers | 343,064 | 291,209 | 914,555 | 739,048 |
Adjusted EBITDA | ||||
Total Adjusted EBITDA for reporting segments | 91,093 | 82,525 | 258,874 | 222,999 |
Commercial [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales to customers | 51,927 | 36,245 | 136,399 | 93,806 |
Adjusted EBITDA | ||||
Total Adjusted EBITDA for reporting segments | $ 12,271 | $ 6,273 | $ 25,693 | $ 13,304 |
Segments - Summary of Residen_2
Segments - Summary of Residential and Commercial Segment Reporting Information (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Business Transformation Costs [Line Items] | ||||
Business acquisition acquisition costs completed acquisitions | $ 3.2 | $ 7.7 | ||
Inventory step up adjustments relating to business acquisitions | 1.2 | |||
Legal expenses | 0.2 | $ 0.8 | 0.6 | $ 1.8 |
Costs of reduction in workforce | 0.8 | 0.8 | ||
Other costs, other | $ 0.1 | 0.3 | ||
Lease impact | 0.2 | 0.5 | ||
IPO [Member] | ||||
Business Transformation Costs [Line Items] | ||||
Costs related to an incentive plan | $ 0.4 | $ 0.1 | $ 2.1 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||
Jun. 14, 2022 | May 13, 2022 | May 11, 2022 | Jun. 01, 2021 | Jan. 26, 2021 | Jun. 16, 2020 | Jun. 30, 2022 | Jun. 30, 2022 | May 05, 2022 | Sep. 30, 2021 | |
Class Of Stock [Line Items] | ||||||||||
Proceeds from initial public offering, net of related costs | $ 819,700,000 | |||||||||
Underwriting commission and discounts | 50,600,000 | |||||||||
Estimated offering expenses payable | $ 9,200,000 | |||||||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | 1,000,000 | |||||||
Preferred stock, par value per share | $ 0.001 | $ 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. | |||||||||
Accelerated share repurchased | $ 50,000,000 | |||||||||
Accelerated share repurchases termination date | Jun. 14, 2022 | |||||||||
Accelerated share repurchased to settle ASR | 86,132 | |||||||||
Average purchase price per share | $ 19.93 | |||||||||
Number of shares available for repurchase | $ 341,500,000 | $ 341,500,000 | ||||||||
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] | ||||||||||
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | |||||||
Common stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Shares delivered | 2,422,774 | |||||||||
Initial share purchased, closing price | $ 16.51 | |||||||||
Stock repurchase program, shares repurchased | 504,669 | |||||||||
Average price | $ 16.76 | |||||||||
Reacquisition cost | $ 8,500,000 | |||||||||
Common Class A [Member] | Maximum [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Stock repurchase program, authorized amount | $ 400,000,000 | |||||||||
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 | 100,000,000 | |||||||
Common stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
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 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 | ||||||||
Overallotment stock shares sold by shareholders during the period | 2,250,000 | 3,000,000 | ||||||||
Employee Stock [Member] | Common Class A [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock shares reserved for future issuance | 3,477,413 | 3,477,413 | ||||||||
Secondary Offering [Member] | Common Class A [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock, par value per share | $ 0.001 | $ 0.001 | ||||||||
Stock shares sold by shareholders during the period | 17,250,000 | 23,000,000 | ||||||||
Estimated offering expenses | $ 1,100,000 | $ 1,200,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock based compensation expenses | $ 4,903 | $ 9,510 | $ 13,846 | $ 19,646 |
Income tax benefit stock based compensation expenses | 1,000 | 1,200 | 2,900 | 2,000 |
Unvested stock compensation not recognised | 31,400 | $ 31,400 | ||
Unvested stock awards weighted average remaining period of recognition | 2 years 1 month 6 days | |||
Selling, General and Administrative Expenses [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock based compensation expenses | $ 4,900 | $ 9,500 | $ 13,800 | $ 19,600 |
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 | 15,852,319 | ||
Common stock shares reserved for future issuance | 3,842,901 | 3,842,901 | ||
Stock based compensation period of expiry of stock options | 10 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Share-Based Payment Award Valuation Assumptions (Detail) | 9 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Risk-free interest rate | 1.34% | 0.56% |
Expected volatility | 40% | 35% |
Expected term (in years) | 6 years | 6 years |
Expected dividend yield | 0% | 0% |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Stock Option Activities (Detail) - $ / shares | 9 Months Ended |
Jun. 30, 2022 | |
Performance Shares [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Option, Outstanding | 1,556,489 |
Number of Option, Granted | |
Number of Option, Exercised | (123,008) |
Number of Option, Cancelled/Forfeited | (5,436) |
Number of Option, Outstanding | 1,428,045 |
Number of Option, Vested and exercisable | 1,428,045 |
Weighted Average Exercise Price Per Share, Outstanding | $ 23 |
Weighted Average Exercise Price Per Share, Granted | 0 |
Weighted Average Exercise Price Per Share, Exercised | 23 |
Weighted Average Exercise Price Per Share, Cancelled/Forfeited | 23 |
Weighted Average Exercise Price Per Share, Outstanding | 23 |
Weighted Average Exercise Price Per Share, Vested and exercisable | $ 23 |
Weighted Average Remaining Contract Term, Outstanding | 7 years 10 months 24 days |
Weighted Average Remaining Contract Term, Vested and exercisable | 7 years 10 months 24 days |
Service Based Stock Option Activity [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Option, Outstanding | 3,434,221 |
Number of Option, Granted | 333,234 |
Number of Option, Exercised | (137,641) |
Number of Option, Cancelled/Forfeited | (48,150) |
Number of Option, Outstanding | 3,581,664 |
Number of Option, Vested and exercisable | 2,050,502 |
Weighted Average Exercise Price Per Share, Outstanding | $ 23.82 |
Weighted Average Exercise Price Per Share, Granted | 42.23 |
Weighted Average Exercise Price Per Share, Exercised | 23 |
Weighted Average Exercise Price Per Share, Cancelled/Forfeited | 24.49 |
Weighted Average Exercise Price Per Share, Outstanding | 25.55 |
Weighted Average Exercise Price Per Share, Vested and exercisable | $ 23.20 |
Weighted Average Remaining Contract Term, Outstanding | 8 years 1 month 6 days |
Weighted Average Remaining Contract Term, Vested and exercisable | 7 years 10 months 24 days |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Stock Awards Activity Other Than Options (Detail) | 9 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Shares, Outstanding and unvested | shares | 366,852 |
Number of Shares, Granted | shares | 245,077 |
Number of Shares, Vested | shares | (53,868) |
Number of Shares, Forfeited | shares | (35,856) |
Number of Shares, Outstanding and unvested | shares | 522,205 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 30.42 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 36.66 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 36.60 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 31.33 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 32.75 |
Service Based Restricted Stock [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Shares, Outstanding and unvested | shares | 717,580 |
Number of Shares, Granted | shares | |
Number of Shares, Vested | shares | (326,084) |
Number of Shares, Forfeited | shares | (14,470) |
Number of Shares, Outstanding and unvested | shares | 377,026 |
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 | shares | 111,804 |
Number of Shares, Granted | shares | 122,865 |
Number of Shares, Vested | shares | |
Number of Shares, Forfeited | shares | (9,578) |
Number of Shares, Outstanding and unvested | shares | 225,091 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 35 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 40 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 35.47 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 37.73 |
Stock-Based Compensation - Su_4
Stock-Based Compensation - Summary of Restricted Stock Unit Awards Activity (Detail) | 9 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Outstanding and unvested | shares | 366,852 |
Number of Shares, Granted | shares | 245,077 |
Number of Shares, Vested | shares | (53,868) |
Number of Shares, Forfeited | shares | (35,856) |
Number of Shares, Outstanding and unvested | shares | 522,205 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 30.42 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 36.66 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 36.60 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 31.33 |
Weighted Average Grant Date Fair Value, Outstanding and unvested | $ / shares | $ 32.75 |
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 | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Numerator: | ||||
Net income | $ 27,476 | $ 21,769 | $ 80,001 | $ 54,557 |
Net income attributable to common stockholders - basic and diluted | $ 27,476 | $ 21,769 | $ 80,001 | $ 54,557 |
Denominator: | ||||
Basic | 153,493,355 | 153,854,313 | 154,199,158 | 153,623,579 |
Diluted | 153,891,090 | 157,022,043 | 155,631,884 | 156,658,640 |
Net income per common share - basic | $ 0.18 | $ 0.14 | $ 0.52 | $ 0.36 |
Net income per common share - diluted | $ 0.18 | $ 0.14 | $ 0.51 | $ 0.35 |
Earnings Per Share - Summary _2
Earnings Per Share - Summary of Antidilutive Securities Excluded From Computation of Earnings Per Share (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,014,206 | 446,175 | 83,412 | |
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 | 422,466 | 5,207 | 243,480 | 5,160 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax reconciliation percentage | 25.80% | 28.80% | 24.50% | 26.60% |
Commitments And Contingencies -
Commitments And Contingencies - Additional Information (Detail) - Workmen Compensation [Member] $ in Millions | Sep. 30, 2019 USD ($) |
Minimum [Member] | |
Loss Contingencies [Line Items] | |
Estimate Of Possible Loss | $ 0.4 |
Maximum [Member] | |
Loss Contingencies [Line Items] | |
Estimate Of Possible Loss | $ 0.5 |
Condensed Financial Informati_3
Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Balance Sheets (Detail) - USD ($) $ in Thousands | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 |
Non-current assets: | ||||||
Total assets | $ 2,420,548 | $ 2,187,834 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY: | ||||||
Total liabilities | 952,578 | 760,670 | ||||
Stockholders' equity: | ||||||
Preferred stock, $0.001 par value; 1,000,000 shares authorized and no shares issued or outstanding at June 30, 2022 and September 30, 2021, respectively | ||||||
Additional paid‑in capital | 1,626,115 | 1,615,236 | ||||
Accumulated deficit | (108,227) | (188,227) | ||||
Treasury stock, at cost, 3,013,575 shares at June 30, 2022 and 0 shares at September 30, 2021 | (50,073) | |||||
Total stockholders' equity | 1,467,970 | $ 1,493,034 | 1,427,164 | $ 1,384,219 | $ 1,351,448 | $ 1,303,888 |
Total liabilities and stockholders' equity | 2,420,548 | 2,187,834 | ||||
Parent Company [Member] | ||||||
Non-current assets: | ||||||
Investments in subsidiaries | 1,467,970 | 1,427,164 | ||||
Total non-current assets | 1,467,970 | 1,427,164 | ||||
Total assets | 1,467,970 | 1,427,164 | ||||
Stockholders' equity: | ||||||
Additional paid‑in capital | 1,626,115 | 1,615,236 | ||||
Accumulated deficit | (108,227) | (188,227) | ||||
Treasury stock, at cost, 3,013,575 shares at June 30, 2022 and 0 shares at September 30, 2021 | (50,073) | |||||
Total stockholders' equity | 1,467,970 | 1,427,164 | ||||
Total liabilities and stockholders' equity | 1,467,970 | 1,427,164 | ||||
Common Class A [Member] | ||||||
Stockholders' equity: | ||||||
Common stock value | 155 | 155 | ||||
Common Class A [Member] | Parent Company [Member] | ||||||
Stockholders' equity: | ||||||
Common stock value | $ 155 | $ 155 |
Condensed Financial Informati_4
Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Balance Sheets (Parenthetical) (Detail) - $ / shares | Jun. 30, 2022 | Sep. 30, 2021 |
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 |
Treasury stock, shares | 3,013,575 | 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 | 155,153,226 | 154,866,313 |
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 |
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 value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,100,000,000 | 1,100,000,000 |
Common stock, shares issued | 155,153,226 | 154,866,313 |
Parent Company [Member] | 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 |
Condensed Financial Informati_5
Condensed Financial Information of Registrant (Parent Company Only) - Schedule of Statements of Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Condensed Statement of Income Captions [Line Items] | ||||
Comprehensive income | $ 27,476 | $ 21,769 | $ 80,001 | $ 54,557 |
Parent Company [Member] | ||||
Condensed Statement of Income Captions [Line Items] | ||||
Net income of subsidiaries | 27,476 | 21,769 | 80,001 | 54,557 |
Comprehensive income | $ 27,476 | $ 21,769 | $ 80,001 | $ 54,557 |
Condensed Financial Informati_6
Condensed Financial Information of Registrant (Parent Company Only) - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | May 11, 2022 | |
Condensed Statement of Income Captions [Line Items] | |||||
Accelerated share repurchased | $ 50 | ||||
Parent Company [Member] | |||||
Condensed Statement of Income Captions [Line Items] | |||||
Minimum threshold percentage of restricted net assets | 25% | 25% | |||
Cash dividends paid | $ 50 | $ 0 | $ 50 | $ 0 | |
Accelerated share repurchased | $ 50 | $ 50 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | Aug. 01, 2022 |
Subsequent Event | INTEX Millwork Solutions, LLC | |
Subsequent Event [Line Items] | |
Date of acquisition | Aug. 01, 2022 |