Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 06, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CASTLE A M & CO | |
Entity Central Index Key | 18,172 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 23,794,390 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheet - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 10,718 | $ 11,100 |
Accounts receivable, less allowances of $2,380 and $2,380, respectively | 83,619 | 73,191 |
Inventories | 189,973 | 216,090 |
Prepaid expenses and other current assets | 13,903 | 10,424 |
Income tax receivable | 329 | 346 |
Disposal Group, Including Discontinued Operation, Assets, Current | 0 | 37,140 |
Total current assets | 298,542 | 348,291 |
Investment in joint venture | 36,001 | 35,690 |
Intangible assets, net | 8,709 | 10,250 |
Prepaid pension cost | 9,072 | 8,422 |
Deferred income taxes | 494 | 378 |
Other noncurrent assets | 5,710 | 6,109 |
Property, plant and equipment: | ||
Land | 2,521 | 2,519 |
Buildings | 39,850 | 39,778 |
Machinery and equipment | 130,072 | 153,955 |
Property, plant and equipment, at cost | 172,443 | 196,252 |
Accumulated depreciation | (114,002) | (131,691) |
Property, plant and equipment, net | 58,441 | 64,561 |
Disposal Group, Including Discontinued Operation, Assets, Noncurrent | 0 | 19,805 |
Total assets | 416,969 | 493,506 |
Current liabilities: | ||
Accounts payable | 50,468 | 45,606 |
Accrued and other current liabilities | 38,686 | 28,078 |
Income tax payable | 489 | 33 |
Current portion of long-term debt | 6,978 | 7,012 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | 0 | 11,158 |
Total current liabilities | 96,621 | 91,887 |
Long-term debt, less current portion | 268,546 | 310,614 |
Deferred income taxes | 0 | 4,169 |
Build to suit liability | 12,775 | 13,237 |
Other noncurrent liabilities | 9,018 | 7,935 |
Pension and Other Postretirement and Postemployment Benefit Plans, Liabilities, Noncurrent | $ 18,622 | $ 18,676 |
Commitments and contingencies (Note 14) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value—9,988 shares authorized (including 400 Series B Junior Preferred $0.00 par value shares); no shares issued and outstanding at March 31, 2016 and December 31, 2015 | $ 0 | $ 0 |
Common stock, $0.01 par value—60,000 shares authorized and 23,888 shares issued and 23,794 outstanding at March 31, 2016 and December 31, 2015 | 238 | 238 |
Additional paid-in capital | 227,046 | 226,844 |
Accumulated deficit | (182,179) | (145,309) |
Accumulated other comprehensive loss | (32,754) | (33,821) |
Treasury stock, at cost—94 shares at March 31, 2016 and December 31, 2015 | (964) | (964) |
Total stockholders’ equity | 11,387 | 46,988 |
Total liabilities and stockholders’ equity | $ 416,969 | $ 493,506 |
Condensed Consolidated Statemen
Condensed Consolidated Statement of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net sales | $ 163,848 | $ 188,540 |
Costs and expenses: | ||
Cost of materials (exclusive of depreciation and amortization) | 133,758 | 144,355 |
Warehouse, processing and delivery expense | 23,403 | 23,591 |
Sales, general and administrative expense | 17,437 | 20,968 |
Restructuring Expense (Income) | 11,718 | 831 |
Depreciation and amortization expense | 4,393 | 5,894 |
Impairment of goodwill | 0 | 0 |
Total Costs and Expenses | 190,709 | 195,639 |
Operating loss | (26,861) | (7,099) |
Interest expense, net | (10,369) | (10,164) |
Debt Restructuring Costs | 7,075 | 0 |
Other expense, net | (1,145) | (6,225) |
Loss from continuing operations before income taxes and equity in earnings of joint venture | (45,450) | (23,488) |
Income tax benefit | 335 | 6,951 |
Loss from continuing operations before equity in earnings of joint venture | (45,115) | (16,537) |
Equity in earnings of joint venture | 311 | 875 |
Income (Loss) from Continuing Operations Attributable to Parent | (44,804) | (15,662) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 7,934 | 535 |
Net loss | $ (36,870) | $ (15,127) |
Income (Loss) from Continuing Operations, Per Basic Share | $ (1.90) | $ (0.67) |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share | 0.34 | 0.02 |
Net basic loss per common share | (1.56) | (0.65) |
Income (Loss) from Continuing Operations, Per Diluted Share | (1.90) | (0.67) |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | 0.34 | 0.02 |
Net diluted loss per common share | $ (1.56) | $ (0.65) |
Comprehensive loss | $ (35,803) | $ (18,419) |
Condensed Consolidated Balance4
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Allowance for doubtful accounts receivable | $ 2,380 | $ 2,380 |
Amount current replacement cost of inventory costs exceeded book value | $ 2,462 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 9,988 | 9,988 |
Preferred stock, shares issued | 0 | |
Preferred stock, shares outstanding | 0 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 60,000 | 60,000 |
Common stock, shares issued | 23,888 | 23,888 |
Common stock, shares outstanding | 23,794 | 23,794 |
Treasury stock, shares | 94 | 94 |
Series B Junior Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized | 400 | 400 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities: | ||
Net loss | $ (36,870) | $ (15,127) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 7,934 | 535 |
Income (Loss) from Continuing Operations Attributable to Parent | (44,804) | (15,662) |
Adjustments to reconcile loss from continuing operations to net cash used in operating activities of continuing operations: | ||
Depreciation and amortization | 4,393 | 5,894 |
Amortization of deferred charges or gains | (56) | (3) |
Amortization of deferred financing costs and debt discount | 2,439 | 2,167 |
Debt Restructuring Costs | 7,075 | 0 |
Loss from lease termination | 4,539 | 0 |
Loss (gain) on sale of property, plant and equipment | 1,774 | (5,622) |
Unrealized gains on commodity hedges | 263 | 102 |
Foreign Currency Transaction (Gain) Loss, Unrealized | 61 | (3,823) |
Equity in earnings of joint venture | (311) | (875) |
Dividends from joint venture | 0 | 315 |
Share-based Compensation | 202 | 714 |
Deferred income taxes | 0 | (7,351) |
Changes in assets and liabilities: | ||
Accounts receivable | (9,979) | 758 |
Inventories | 26,563 | (10,185) |
Prepaid expenses and other current assets | (2,129) | (3,894) |
Other noncurrent assets | (173) | (242) |
Prepaid pension costs | (122) | 620 |
Accounts payable | 4,073 | 15,130 |
Income tax payable and receivable | 504 | 643 |
Increase (Decrease) in Accrued Liabilities and Other Operating Liabilities | 8,902 | 9,569 |
Pension and postretirement benefit obligations and other noncurrent liabilities | 968 | (158) |
Net cash from (used) in operating activities of continuing operations | 3,534 | (4,461) |
Cash Provided by (Used in) Operating Activities, Discontinued Operations | (5,219) | 1,681 |
Net Cash Provided by (Used in) Operating Activities | (1,685) | (2,780) |
Investing activities: | ||
Capital expenditures | (1,238) | (1,837) |
Proceeds from Sale of Property, Plant, and Equipment | 467 | 7,541 |
Net cash (used in) from investing activities of continuing operations | (771) | 5,704 |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 53,570 | (224) |
Net Cash Provided by (Used in) Investing Activities | 52,799 | 5,480 |
Financing activities: | ||
Proceeds from long-term debt | 287,113 | 206,900 |
Repayments of long-term debt | (331,196) | (204,357) |
Payments of Debt Restructuring Costs | (7,075) | 0 |
Payments of Build to Suit Lease Liability | (462) | 0 |
Other financing | (7,537) | 0 |
Net cash from (used in) financing activities | (51,620) | 2,543 |
Effect of exchange rate changes on cash and cash equivalents | 124 | (331) |
Net change in cash and cash equivalents | (382) | 4,912 |
Cash and cash equivalents - beginning of year | 11,100 | 8,454 |
Cash and cash equivalents - end of period | $ 10,718 | $ 13,366 |
Condensed Consolidated Financia
Condensed Consolidated Financial Statements | 3 Months Ended |
Mar. 31, 2016 | |
Condensed Consolidated Financial Information Disclosure [Abstract] | |
Condensed Consolidated Financial Statements | The condensed consolidated financial statements included herein have been prepared by A. M. Castle & Co. and subsidiaries (the “Company”), without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”), and accounting principles generally accepted in the United States of America (“GAAP”). The Condensed Consolidated Balance Sheet at December 31, 2015 is derived from the audited financial statements at that date. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. In the opinion of management, the unaudited statements included herein contain all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation of financial results for the interim period. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as amended. The 2016 interim results reported herein may not necessarily be indicative of the results of the Company’s operations for the full year. During the fourth quarter of 2015, the Company elected to change its method of inventory costing for its U.S. metals inventory to the average cost method from the last-in first-out ("LIFO") method. The Company applied this change in method of inventory costing by retrospectively adjusting the prior period financial statements. In March 2016, the Company completed the sale of its wholly-owned subsidiary, Total Plastics, Inc. ("TPI"). TPI is reflected in the accompanying condensed consolidated financial statements as a discontinued operation, and all the data in this filing has been recast to present TPI as a discontinued operation for all periods presented. |
New Accounting Standards (Notes
New Accounting Standards (Notes) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | New Accounting Standards Standards Updates Adopted In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs," which requires that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts or premiums. In August 2015, the FASB issued ASU No. 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements,” to clarify the SEC staff’s position on presenting and measuring debt issuance costs incurred in connection with line-of-credit arrangements, allowing an entity to defer and present debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line of credit arrangement. Effective January 1, 2016, the Company adopted ASU No. 2015-03 and retrospectively applied the requirements to the Condensed Consolidated Balance Sheet at December 31, 2015, which resulted in a reduction of both other noncurrent assets and long-term debt of $4,147 from what had been previously reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as amended. As permitted by ASU No. 2015-15, the Company will continue to present debt issuance costs related to line-of-credit arrangements as an asset on its balance sheet. Standards Updates Issued Not Yet Effective In March 2016, the FASB issued ASU No. 2016-09, "Improvements to Employee Share-Based Payment Accounting," which simplifies several aspects of the accounting for employee share-based payment transactions. Under ASU No. 2016-09, a Company recognizes all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement, eliminating the notion of the additional paid-in capital pool and significantly reducing the complexity and cost of accounting for excess tax benefits and tax deficiencies. For interim reporting purposes, excess tax benefits and tax deficiencies are considered discrete items in the reporting period in which they occur and are not included in the estimate of an entity’s annual effective tax rate. ASU No. 2016-09 further eliminates the requirement to defer recognition of an excess tax benefit until the benefit is realized through a reduction to taxes payable. For public companies, the ASU is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption will be permitted in any interim or annual period for which financial statements have not yet been issued or have not been made available for issuance. The Company is currently evaluating the impact the adoption of ASU No. 2016-09 will have on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)," which requires that lessees recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position. ASU No. 2016-02 also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The update is effective for fiscal years beginning after December 15, 2018, including interim reporting periods within that reporting period. Early adoption is permitted. The Company is currently evaluating the impact the adoption of ASU No. 2016-02 will have on its consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, "Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern," providing additional guidance surrounding the disclosure of going concern uncertainties in the financial statements and implementing requirements for management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. The ASU is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2016. The Company will begin performing the periodic assessments required by the ASU on its effective date and is currently assessing whether the adoption of the ASU will result in additional disclosures. In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers," related to revenue recognition. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in prior accounting guidance. The ASU provides alternative methods of initial adoption. ASU No. 2015-14, "Deferral of the Effective Date," was issued in August 2015 to defer the effective date of ASU No. 2014-09 for public companies until annual reporting periods beginning after December 15, 2017. Early adoption is permitted for annual reporting periods beginning after December 15, 2016. In March and April 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” and ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” which provide supplemental adoption guidance and clarification to ASC 2014-09. ASU 2016-08 and ASU 2016-10 must be adopted concurrently with the adoption of ASU 2014-09. The Company is currently reviewing the guidance and assessing the potential impact on its consolidated financial statements. |
Discontinued Operations (Notes)
Discontinued Operations (Notes) | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Discontinued Operation On March 15, 2016, the Company completed the sale of TPI for $55,070 in cash, subject to customary working capital adjustments. Under the terms of the sale, $1,500 of the purchase price has been placed into escrow pending adjustment based upon final calculation of the working capital at closing, to be determined within approximately 60 days of closing. The sale resulted in pre-tax and after-tax gains of $4,217 and $2,994 , respectively. Prior to the sale of TPI, the Company had two reportable segments consisting of its Plastics segment and its Metals segment. Subsequent to the sale of TPI, which represented the Company's Plastics segment in its entirety, the Company has only one reportable segment. Summarized results of the discontinued operation were as follows: Three Months Ended March 31, 2016 2015 Net sales $ 29,680 $ 33,688 Cost of materials 21,027 23,990 Operating costs and expenses 7,288 8,468 Interest expense (a) 333 382 Income from discontinued operations before income taxes $ 1,032 $ 848 Income tax (benefit) expense (b) (3,908 ) 313 Gain on sale of discontinued operations, net of income taxes 2,994 — Income from discontinued operations, net of income taxes $ 7,934 $ 535 (a) Interest expense was allocated to the discontinued operation based on the debt that was required to be paid as a result of the sale of TPI. (b) Income tax benefit includes $4,207 reversal of valuation allowance resulting from the sale of TPI during the three months ended March 31, 2016. Major classes of assets and liabilities of the discontinued operation at December 31, 2015 were as follows: December 31, Current assets of discontinued operations: Accounts receivable $ 16,688 Inventories 19,353 Prepaid expenses and other current assets 1,099 Current assets of discontinued operations $ 37,140 Noncurrent assets of discontinued operations: Goodwill $ 12,973 Property, plant and equipment, at cost 26,979 Less: accumulated depreciation (20,147 ) Noncurrent assets of discontinued operations $ 19,805 Current liabilities of discontinued operations: Accounts payable $ 10,666 Accrued and other current liabilities 492 Current liabilities of discontinued operations $ 11,158 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings (Loss) Per Share Diluted earnings (loss) per common share is computed by dividing income (loss) by the weighted average number of shares of common stock outstanding plus outstanding common stock equivalents. Common stock equivalents consist of employee and director stock options, restricted stock awards, other share-based payment awards, and contingently issuable shares related to the Company’s 7.0% Convertible Senior Notes due December 15, 2017 (the "Convertible Notes"), which are included in the calculation of weighted average shares outstanding using the treasury stock method, if dilutive. Refer to Note 7 - Debt for further description of the Convertible Notes. The following table is a reconciliation of the basic and diluted earnings (loss) per common share calculations: Three Months Ended March 31, 2016 2015 Numerator: Loss from continuing operations $ (44,804 ) $ (15,662 ) Income from discontinued operations, net of income taxes 7,934 535 Net loss $ (36,870 ) $ (15,127 ) Denominator: Weighted average common shares outstanding 23,625 23,459 Effect of dilutive securities: Outstanding common stock equivalents — — Denominator for diluted earnings (loss) per common share 23,625 23,459 Basic earnings (loss) per common share: Continuing operations $ (1.90 ) $ (0.67 ) Discontinued operations 0.34 0.02 Net basic loss per common share $ (1.56 ) $ (0.65 ) Diluted earnings (loss) per common share: Continuing operations $ (1.90 ) $ (0.67 ) Discontinued operations 0.34 0.02 Net diluted loss per common share $ (1.56 ) $ (0.65 ) Excluded outstanding share-based awards having an anti-dilutive effect 954 356 Excluded "in the money" portion of Convertible Notes having an anti-dilutive effect — — The Convertible Notes are dilutive to the extent the Company generates net income and the average stock price during the period is greater than $10.28 , which is the conversion price of the Convertible Notes. The Convertible Notes are only dilutive for the “in the money” portion of the Convertible Notes that could be settled with the Company’s common stock. In future periods, absent a fundamental change (as defined in the Convertible Notes indenture), the outstanding Convertible Notes could increase diluted average shares outstanding by a maximum of approximately 5,600 shares. |
Joint Venture
Joint Venture | 3 Months Ended |
Mar. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Joint Venture | Joint Venture Kreher Steel Company, LLC ("Kreher") is a 50% owned joint venture of the Company. Kreher is a national distributor and processor of carbon and alloy steel bar products, headquartered in Melrose Park, Illinois. The following information summarizes financial data for this joint venture: Three Months Ended March 31, 2016 2015 Net sales $ 31,518 $ 52,606 Cost of materials 26,601 44,350 Income before taxes 566 1,990 Net income 622 1,750 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Intangible Assets Intangible assets consisted of customer relationships as follows: March 31, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer relationships $ 67,398 $ 58,689 $ 67,438 $ 57,188 The Company recorded the following aggregate amortization expense associated with intangibles: Three Months Ended March 31, 2016 2015 Amortization expense $ 1,527 $ 2,672 The following is a summary of the estimated annual amortization expense for the remainder of 2016 and each of the 4 subsequent years: 2016 $ 4,599 2017 $ 4,110 2018 $ — 2019 $ — 2020 $ — |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt consisted of the following: March 31, December 31, LONG-TERM DEBT 12.75% Senior Secured Notes due December 15, 2016 $ 6,681 $ 6,681 7.0% Convertible Notes due December 15, 2017 57,500 57,500 12.75% Senior Secured Notes due December 15, 2018 203,319 203,319 Revolving Credit Facility due December 10, 2019 22,100 66,100 Other, primarily capital leases 346 428 Less: unamortized discount (10,835 ) (12,255 ) Less: unamortized debt issuance costs (3,587 ) (4,147 ) Total debt $ 275,524 $ 317,626 Less: current portion 6,978 7,012 Total long-term portion $ 268,546 $ 310,614 Secured Notes In February 2016, the Company completed a private exchange offer and consent solicitation (the “Exchange Offer”) to certain eligible holders to exchange new 12.75% Senior Secured Notes due 2018 (the “New Secured Notes”) for the Company’s outstanding 12.75% Senior Secured Notes due 2016 (the "Secured Notes"). In connection with the Exchange Offer, the Company issued $203,319 aggregate principal amount of New Secured Notes, leaving $6,681 aggregate principal amount of Secured Notes outstanding. In conjunction with the Exchange Offer, the Company solicited consents to certain proposed amendments to the Secured Notes and the related indenture (the “Existing Indenture”) providing for, among other things, elimination of substantially all restrictive covenants and certain events of default in the Existing Indenture and releasing all of the collateral securing the Secured Notes and related guarantees. The Company maintains the contractual right to exchange the remaining Secured Notes with New Secured Notes prior to their maturity date or the Company may redeem some or all of the Secured Notes at a redemption price of 100% of the principal amount, plus accrued and unpaid interest. The New Secured Notes have substantially the same terms as the Secured Notes except for the following principal differences: (i) the New Secured Notes were offered pursuant to an exemption from the registration requirements of the Securities Act, and do not have the benefit of any exchange offer or other registration rights, (ii) the New Secured Notes effectively extend the maturity date of the Secured Notes to December 15, 2018, unless the Company is unable to both (a) complete the exchange of a portion of its Convertible Notes on or prior to June 30, 2016, and (b) redeem, on one or more occasions (each, a “Special Redemption”), an aggregate of not less than $27,500 of aggregate principal amount of the New Secured Notes on or prior to October 31, 2016, using cash available to the Company and/or net proceeds from sales of assets of the Company or a Restricted Subsidiary outside the ordinary course of business (other than net proceeds derived from the sale of accounts receivable and inventory (the “Designated Asset Sale Proceeds”)), subject to a penalty equal to 4.00% of the outstanding principal, payable in cash and/or stock, in the Company’s sole discretion (the “Special Redemption Condition”), in which case the maturity date of the New Secured Notes will be September 14, 2017 , (iii) the New Secured Notes provide that, whether or not the Special Redemption Condition is satisfied, the Company will have an obligation to effect Special Redemptions using Designated Asset Sale Proceeds or other permissible funds until such time as the aggregate amount of Special Redemptions equals $40,000 , (iv) the New Secured Notes contain modifications to the asset sale covenant providing that the Company shall not use any net proceeds from asset sales outside the ordinary course of business to redeem, repay or prepay the Secured Notes or the Convertible Notes, (v) the granting of a third-priority lien on the collateral securing the New Secured Notes for the benefit of new Convertible Notes is a permitted lien under the indenture and (vi) the New Secured Notes include an event of default if the Company does not complete the Convertible Note Exchanges (as defined below) by June 30, 2016, subject to certain exceptions. The New Secured Notes and the Secured Notes (together, the "Notes") are fully and unconditionally guaranteed, jointly and severally, by certain 100% owned domestic subsidiaries of the Company (the “Guarantors”). The New Secured Notes and the related guarantees are secured by a lien on substantially all of the Company's and the Guarantors' assets, subject to certain exceptions and permitted liens pursuant to a pledge and security agreement. The terms of the New Secured Notes contain numerous covenants imposing financial and operating restrictions on the Company's business. These covenants place restrictions on the Company's ability and the ability of its subsidiaries to, among other things, pay dividends, redeem stock or make other distributions or restricted payments; incur indebtedness or issue common stock; make certain investments; create liens; agree to payment restrictions affecting certain subsidiaries; consolidate or merge; sell or otherwise transfer or dispose of assets, including equity interests of certain subsidiaries; enter into transactions with affiliates, enter into sale and leaseback transactions; and use the proceeds of permitted sales of the Company's assets. Refer to Note 15 - Guarantor Financial Information to the Condensed Consolidated Financial Statements. The Company may redeem some or all of the Notes at a redemption price of 100% of the principal amount, plus accrued and unpaid interest. The New Secured Notes also contain a provision that allows holders of the New Secured Notes to require the Company to repurchase all or any part of the New Secured Notes if a change of control triggering event occurs. Under this provision, the repurchase of the New Secured Notes will occur at a purchase price of 101% of the outstanding principal amount, plus accrued and unpaid interest, if any, on such New Secured Notes to the date of repurchase. In addition, upon certain asset sales, the Company may be required to offer to use the net proceeds thereof to purchase some of the New Secured Notes at 100% of the principal amount thereof, plus accrued and unpaid interest. The New Secured Notes require that the Company make, subject to certain conditions and within 95 days of the end of each fiscal year beginning with the fiscal year ending December 31, 2016, an offer to purchase the New Secured Notes with i) 75% of excess cash flow (as defined in the New Secured Notes indenture) until the Company has offered to purchase up to $50,000 in aggregate principal amount of the notes, ii) 50% of excess cash flow until the Company has offered to purchase up to $75,000 in aggregate principal amount of the notes, iii) 25% of the excess cash flow until the Company has offered to purchase up to $100,000 in aggregate principal amount of the notes and iv) 0% thereafter, in each case, at 103% of the principal amount, thereof, plus accrued and unpaid interest. The Company determined that the Exchange Offer was considered to be a troubled debt restructuring within the scope of ASC No. 470-60, "Debt-Troubled Debt Restructurings", as the Company was determined to be experiencing financial difficulties and was granted a concession by the eligible holders. Accordingly, for the three months ended March 31, 2016 the Company has expensed the eligible holder consent fees and related legal and other direct costs of $7,075 incurred in conjunction with the Exchange Offer in debt restructuring costs in the Condensed Consolidated Statements of Operations and Comprehensive Loss. The Company pays interest on the Notes at a rate of 12.75% per annum in cash semi-annually. Convertible Notes As of March 31, 2016 , the Company had $57,500 aggregate principal amount of Convertible Notes outstanding that mature on December 15, 2017 . The Company pays interest on the Convertible Notes at a rate of 7.0% per annum semi-annually in June and December of each year. The Convertible Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by the Guarantors. Each $1 principal amount of Convertible Notes is initially convertible into shares of the Company's common stock at any time at a conversion price equal to $10.28 per share of common stock. The conversion rate will be subject to adjustment, but will not be adjusted for accrued and unpaid interest, if any. In addition, if an event constituting a fundamental change occurs ("fundamental change" is defined in the Convertible Notes indenture to include the occurrence of certain change of control events or the ceasing of the Company’s common stock to be listed on the New York Stock Exchange ("NYSE") or another qualifying exchange), the Company will in some cases increase the conversion rate for a holder that elects to convert its Convertible Notes in connection with such fundamental change. Upon conversion, the Company will pay and/or deliver, as the case may be, cash, shares of common stock or a combination of cash and shares of common stock, at the Company’s election, together with cash in lieu of fractional shares. In addition, upon a fundamental change and subject to certain exceptions, holders may require the Company to repurchase some or all of their Convertible Notes for cash at a repurchase price equal to 100% of the principal amount of the Convertible Notes being repurchased, plus any accrued and unpaid interest. The Company has entered into Transaction Support Agreements (as amended, supplemented or modified through the date hereof, the “Support Agreements”) with holders (the “Supporting Holders”) of $57,288 , or 99.6% , of the aggregate principal amount of the Convertible Notes. The Support Agreements provide for the terms of exchanges in which the Company has agreed to issue new 5.25% Senior Secured Convertible Notes due 2019 (the “New Convertible Notes”) in exchange for outstanding Convertible Notes (the “Convertible Note Exchange”). On March 22, 2016, as later amended, the Company filed a registration statement on Form S-3 to register the resale of the common stock underlying the New Convertible Notes. On May 6, 2016, the Company held a special meeting of stockholders to consider a proposal to approve, as required pursuant to Rule 312 of the NYSE Listed Company Manual, the issuance of the Company’s common stock upon conversion of the New Convertible Notes. The proposal was approved by the Company’s stockholders with the affirmative vote of approximately 73% of the outstanding shares of common stock entitled to vote thereon, which represented approximately 99% of the total votes cast. The Convertible Note Exchange is expected to be completed in the second quarter of 2016. The New Convertible Notes will mature on December 31, 2019 , and will bear interest at a rate of 5.25% per annum, payable semi-annually in cash. For each $1 principal amount of existing Convertible Notes validly exchanged in the Convertible Note Exchange, an exchanging holder of existing Convertible Notes will receive $0.7 principal amount of New Convertible Notes, plus accrued and unpaid interest. The New Convertible Notes shall initially be convertible into shares of the Company's common stock at any time at a conversion price per share equal to $2.25 and shall be subject to the same adjustment provisions contained in the existing Convertible Notes. All current and future guarantors of the New Secured Notes, the Secured Notes, the Revolving Credit Facility, and any other material indebtedness of the Company will guarantee the New Convertible Notes, subject to certain exceptions. The New Convertible Notes will be secured on a “silent” third-priority basis by the same collateral that secures the New Secured Notes. Upon conversion, the Company will pay and/or deliver, as the case may be, cash, shares of common stock or a combination of cash and shares of common stock, at the Company’s election, together with cash in lieu of fractional shares. The value of shares of the Company's common stock for purposes of the settlement of the conversion right will be calculated as provided in the indenture for the existing Convertible Notes, using a 20 trading day period rather than a 40 trading day period for the observation period. Upon such conversion, the holder shall be entitled to receive an amount equal to the "make-whole" premium, payable in the form of cash, shares of the Company's common stock, or a combination of both, in the Company's sole discretion. The value of shares of Company common stock for purposes of calculating the "make-whole" premium will be based in the greater of (i) 130% of the conversion price then in effect and (ii) the volume weighted average price ("VWAP") of such shares for the observation period (using a 20 trading day period) as provided in the indenture for the existing Convertible Notes. If the VWAP of the Company's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which such notice of redemption is provided, the Company shall have the right to redeem any or all of the New Convertible Notes at a price equal to (i) 100.0% of the aggregate principal amount thereof plus (ii) the "make-whole" premium. The redemption price can be paid in the form of cash, shares of the Company's common stock or a combination of both, at the Company's sole discretion. The value of shares of the Company's common stock will be based on the VWAP of such shares for the 20 trading days immediately preceding the date of redemption. Prior to the third trading day prior to the date of any such redemption, any New Convertible Notes called for redemption may be converted by the holder into shares of the Company's common stock at the conversion price then in effect. Revolving Credit Facility The Company has a $125,000 senior secured asset-based revolving credit facility ("Revolving Credit Facility"). In December 2014, the Company obtained an extension on its Revolving Credit Facility, which extended the maturity date from December 15, 2015 to December 10, 2019 (or 91 days prior to the maturity date of the Company's Secured Notes or Convertible Notes if they have not been refinanced at that time). If certain incurrence tests are met, subject to approval by the Revolving Credit Facility lending group, the Company may have the ability under its Revolving Credit Facility to increase the aggregate commitments by $25,000 in the future. Currently, the Company is not able to increase the aggregate commitments as it has not met the incurrence tests. The weighted average interest rate for borrowings under the Revolving Credit Facility for the three months ended March 31, 2016 and 2015 was 3.02% and 2.88% , respectively. The Company pays certain customary recurring fees with respect to the Revolving Credit Facility. The Revolving Credit Facility contains a springing financial maintenance covenant requiring the Company to maintain the ratio (as defined in the Revolving Credit Facility Loan and Security Agreement) of EBITDA to fixed charges of 1.1 to 1.0 when excess availability is less than the greater of 10% of the calculated borrowing base (as defined in the Revolving Credit Facility Loan and Security Agreement) or $12,500 . In addition, if excess availability is less than the greater of 12.5% of the calculated borrowing base (as defined in the Revolving Credit Facility Loan and Security Agreement) or $12,500 , the lender has the right to take full dominion of the Company’s cash collections and apply these proceeds to outstanding loans under the Revolving Credit Facility. The Company's ratio of EBITDA to fixed charges was negative for the twelve months ended March 31, 2016 . At this ratio, the Company's current maximum borrowing capacity would be $76,422 before triggering full dominion of the Company's cash collections. As of March 31, 2016 , the Company had $54,322 of additional unrestricted borrowing capacity under the Revolving Credit Facility. In February 2016, the Company entered into an amendment to the Loan and Security Agreement governing the Revolving Credit Facility (the “Amendment”), by and among the Company and certain domestic subsidiaries, the financial institutions from time to time party to the Loan and Security Agreement as lenders, and Wells Fargo Bank, National Association, in its capacity as agent. The terms of the Amendment permit (i) the Exchange Offer, (ii) the Convertible Notes Exchange and (iii) the granting of a third-priority lien to the holders of the New Convertible Notes. All other material terms of the Revolving Credit Facility remain unchanged. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The three-tier value hierarchy the Company utilizes, which prioritizes the inputs used in the valuation methodologies, is: Level 1 —Valuations based on quoted prices for identical assets and liabilities in active markets. Level 2 —Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. Level 3 —Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. The fair value of cash, accounts receivable and accounts payable approximate their carrying values. The fair value of cash equivalents are determined using the fair value hierarchy described above. Cash equivalents consisting of money market funds are valued based on quoted prices in active markets and as a result are classified as Level 1. The Company’s pension plan asset portfolio as of March 31, 2016 and December 31, 2015 is primarily invested in fixed income securities, which generally fall within Level 2 of the fair value hierarchy. Fixed income securities are valued based on evaluated prices provided to the trustee by independent pricing services. Such prices may be determined by factors which include, but are not limited to, market quotations, yields, maturities, call features, ratings, institutional size trading in similar groups of securities and developments related to specific securities. Fair Value Measurements of Debt The fair value of the Company’s Secured Notes as of March 31, 2016 was estimated to be $5,073 compared to a carrying value of $6,681 . The fair value of the Company's New Secured Notes as of March 31, 2016 was estimated to be $149,336 compared to a carrying value of $203,319 . The fair value of the Company's Secured Notes as of December 31, 2015 was estimated to be $160,662 compared to a carrying value of $210,000 . The fair values for both the Secured Notes and New Secured Notes were determined based on recent trades of the bonds and fall within Level 2 of the fair value hierarchy. The fair value of the Convertible Notes as of March 31, 2016 was approximately $26,594 compared to a carrying value of $57,500 . The fair value of the Convertible Notes as of December 31, 2015 was approximately $21,966 compared to a carrying value of $57,500 . The fair value of the Convertible Notes, which fall within Level 3 of the fair value hierarchy, is determined based on similar debt instruments that do not contain a conversion feature, as well as other factors related to the callable nature of the Convertible Notes. The main inputs and assumptions into the fair value model for the Convertible Notes at March 31, 2016 were as follows: Company's stock price at the end of the period $ 2.70 Expected volatility 67.80 % Credit spreads 69.21 % Risk-free interest rate 1.05 % Given the revolving nature and the variable interest rates, the Company has determined that the fair value of the Revolving Credit Facility approximates its carrying value. Fair Value Measurements of Commodity Hedges The Company has a commodity hedging program to mitigate risks associated with certain commodity price fluctuations. At March 31, 2016 , the Company had executed forward contracts that extend through 2016. The counterparty to these contracts is not considered a credit risk by the Company. At March 31, 2016 and December 31, 2015, the notional value associated with forward contracts was $2,221 and $3,080 , respectively. The Company recorded, through cost of materials, realized and unrealized net losses of $57 and $210 for the three months ended March 31, 2016 and 2015 , respectively, as a result of the decline in the fair value of the contracts. As of March 31, 2016 and December 31, 2015 , all commodity hedge contracts were in a liability position. As of March 31, 2016 , the Company had a letter of credit outstanding for $1,100 as collateral for the commodity hedge contracts. The Company uses information which is representative of readily observable market data when valuing derivative liabilities associated with commodity hedges. The liabilities measured at fair value on a recurring basis were as follows: Level 1 Level 2 Level 3 Total (a) As of March 31, 2016 Derivative liability for commodity hedges $ — $ 752 $ — $ 752 As of December 31, 2015 Derivative liability for commodity hedges $ — $ 1,015 $ — $ 1,015 (a) As of March 31, 2016 and December 31, 2015 the entire derivative liability for commodity hedges of $752 and $1,015 , respectively, are short-term and are included in accrued and other current liabilities in the Condensed Consolidated Balance Sheets. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Comprehensive Loss Comprehensive loss includes net loss and all other non-owner changes to equity that are not reported in net loss. The Company’s comprehensive loss is as follows: Three Months Ended March 31, 2016 2015 Net loss $ (36,870 ) $ (15,127 ) Change in unrecognized pension and postretirement benefit costs, net of tax 456 1,022 Foreign currency translation adjustments 611 (4,314 ) Total comprehensive loss $ (35,803 ) $ (18,419 ) The components of accumulated other comprehensive loss are as follows: March 31, December 31, Unrecognized pension and postretirement benefit costs, net of tax $ (16,729 ) $ (17,185 ) Foreign currency translation losses (16,025 ) (16,636 ) Total accumulated other comprehensive loss $ (32,754 ) $ (33,821 ) Changes in accumulated other comprehensive loss by component for the three months ended March 31, 2016 and 2015 , respectively, are as follows: Defined Benefit Pension and Postretirement Items Foreign Currency Items Total 2016 2015 2016 2015 2016 2015 Balance as of January 1, $ (17,185 ) $ (27,122 ) $ (16,636 ) $ (9,994 ) $ (33,821 ) $ (37,116 ) Other comprehensive loss before reclassifications — — 611 (4,314 ) 611 (4,314 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (a) 456 1,022 — — 456 1,022 Net current period other comprehensive income (loss) 456 1,022 611 (4,314 ) 1,067 (3,292 ) Balance as of March 31, $ (16,729 ) $ (26,100 ) $ (16,025 ) $ (14,308 ) $ (32,754 ) $ (40,408 ) (a) See reclassifications from accumulated other comprehensive loss table for details of reclassification from accumulated other comprehensive loss for the three month periods ended March 31, 2016 and 2015 , respectively. Reclassifications from accumulated other comprehensive loss are as follows: Three Months Ended March 31, 2016 2015 Unrecognized pension and postretirement benefit items: Prior service cost (b) $ (50 ) $ (94 ) Actuarial loss (b) (406 ) (928 ) Total before tax (456 ) (1,022 ) Tax effect — — Total reclassifications for the period, net of tax $ (456 ) $ (1,022 ) (b) These accumulated other comprehensive loss components are included in the computation of net periodic pension and postretirement benefit cost included in sales, general and administrative expense. |
Share-based Compensation
Share-based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation | Share-based Compensation (stock option amounts below are in thousands) The Company accounts for its share-based compensation arrangements by recognizing compensation expense for the fair value of the share awards granted ratably over their vesting period. All compensation expense related to share-based compensation arrangements is recorded in sales, general and administrative expense and warehouse, processing and delivery expense. The total share-based compensation expense recognized for the three months ended March 31, 2016 and 2015 was $202 and $714 , respectively. The unrecognized compensation cost as of March 31, 2016 associated with all share-based payment arrangements is $2,614 and the weighted average period over which it is to be expensed is 1.5 years . On February 25, 2016, the Board of Directors of the Company approved the grant of 1,203 non-qualified stock options ("stock options") for executive officers under the Company’s 2016 Long-Term Compensation Plan (“2016 LTC Plan”). All stock options awarded under the 2016 LTC Plan are subject to the terms of the 2008 A.M. Castle & Co. Omnibus Incentive Plan, amended and restated as of April 25, 2013. The stock options vest in three equal installments over three years from the grant date and are exercisable immediately upon vesting. The strike price was equal to the closing price of the Company's stock on the date of grant. The term of the options is 10 years from the date of grant. The weighted average grant date fair value of $1.12 per share for the options granted under the 2016 LTC Plan for executive officers was estimated using the Black-Scholes option-pricing model with the following assumptions: 2016 Expected volatility 61.8 % Risk-free interest rate 1.3 % Expected life (in years) 6.0 Expected dividend yield — |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Components of the net periodic pension and postretirement benefit cost are as follows: Three Months Ended March 31, 2016 2015 Service cost $ 112 $ 237 Interest cost 1,312 1,795 Expected return on assets (2,035 ) (2,317 ) Amortization of prior service cost 50 94 Amortization of actuarial loss 406 928 Net periodic pension and postretirement benefit (credit) cost $ (155 ) $ 737 Contributions paid $ — $ — The Company anticipates making no significant cash contributions to its pension plans in 2016 . |
Restructuring Activity
Restructuring Activity | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Activity | Restructuring Activity In April 2015 the Company announced a restructuring plan consisting of workforce reductions and the consolidation of more facilities in locations deemed to have redundant operations. In the three months ended March 31, 2016, the Company incurred additional costs associated with the April 2015 restructuring plan which consisted of moving costs, professional fees and losses on the disposal of fixed assets. In addition, the Company recorded charges of $452 for inventory moved from consolidated plants that was subsequently identified to be scrapped. The inventory charge is reported in cost of materials in the Condensed Consolidated Statement of Operations and Comprehensive Loss for the three months ended March 31, 2016. All of the April 2015 announced restructuring activities are now complete. In the first quarter of 2016, the Company closed its Houston and Edmonton facilities and sold all the equipment at these facilities to an unrelated third-party. Restructuring activities associated with the strategic decision to close these facilities included employee termination and related benefits, lease termination costs, moving costs associated with exit from the closed facilities, and professional fees at the closed facilities. As a result of its restructuring activities, the Company incurred the following restructuring expense: Three Months Ended March 31, 2016 2015 Employee termination and related benefits $ 553 $ — Lease termination costs 6,145 — Moving costs associated with plant consolidations 3,135 — Professional fees (a) 678 831 Loss on disposal of fixed assets 1,207 — Total $ 11,718 $ 831 (a) Professional fees for the three months ended March 31, 2015 were comprised of professional fees associated with the development of the restructuring plan announced in April 2015. Restructuring reserve activity for the three months ended March 31, 2016 is summarized below: Period Activity Balance January, 1 2016 Charges (gains) Cash receipts (payments) Non-cash activity Balance March 31, 2016 Employee termination and related benefits (a) $ 8,301 $ 553 $ (3,204 ) $ — $ 5,650 Lease termination costs (b)(c) 232 6,145 (71 ) (4,539 ) 1,767 Moving costs associated with plant consolidations — 3,135 (3,135 ) — — Professional fees — 678 (678 ) — — Disposal of fixed assets — 1,207 — (1,207 ) — Total $ 8,533 $ 11,718 $ (7,088 ) $ (5,746 ) $ 7,417 (a) As of March 31, 2016 , the short-term portion of employee termination and related benefits of $150 is included in accrued and other current liabilities in the Condensed Consolidated Balance Sheets and the long-term portion associated with the Company's withdrawal from a multi-employer pension plan of $5,500 is included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets. (b) Payments on certain of the lease obligations are scheduled to continue until 2020. Market conditions and the Company’s ability to sublease these properties could affect the ultimate charge related to the lease obligations. Any potential recoveries or additional charges could affect amounts reported in the consolidated financial statements of future periods. As of March 31, 2016 , the short-term portion of the lease termination costs of $437 are included in accrued and other current liabilities and the long-term portion of the lease termination costs of $1,330 are included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets. (c) In connection with the closure of the Company's Houston and Edmonton facilities, the Company agreed to sell its fixed assets and to a reduction in future proceeds from the sale of inventory in exchange for the assignment of its remaining lease obligations at its Houston facility resulting in a non-cash charge of $4,539 being recorded during the three months ended March 31, 2016 . |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items. The Company’s effective tax rate is expressed as income tax (benefit) expense, which includes tax expense on the Company’s share of joint venture earnings, as a percentage of income (loss) from continuing operations before income taxes and equity in earnings of joint venture. For the three months ended March 31, 2016 , the Company recorded income tax benefit of $335 on pre-tax loss from continuing operations before equity in earnings of joint venture of $45,450 , for an effective tax rate of 0.7% . For the three months ended March 31, 2015 , the Company recorded income tax benefit of $6,951 on pre-tax loss from continuing operations before equity in earnings of joint venture of $23,488 , for an effective tax rate of 29.6% . The Company's U.S. statutory rate is 35% . The most significant factors impacting the effective tax rate for the three months ended March 31, 2016 and 2015 were losses in jurisdictions that the Company is not able to benefit due to uncertainty as to the realization of those losses. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | Commitments and Contingent Liabilities As of March 31, 2016 , the Company had $8,738 of irrevocable letters of credit outstanding which primarily consisted of $5,000 for its warehouse in Janesville, Wisconsin, $1,100 for collateral associated with commodity hedges and $1,538 for compliance with the insurance reserve requirements of its workers’ compensation insurance program. The Company is party to a variety of legal proceedings and other claims, including proceedings by government authorities, which arise from the operation of its business. These proceedings are incidental and occur in the normal course of the Company's business affairs. The majority of these claims and proceedings relate to commercial disputes with customers, suppliers, and others; employment, including benefit matters; product quality; and environmental, health and safety claims. It is the opinion of management that the currently expected outcome of these proceedings and claims, after taking into account recorded accruals and the availability and limits of our insurance coverage, will not have a material adverse effect on the consolidated results of operations, financial condition or cash flows of the Company. |
Guarantor Finanical Information
Guarantor Finanical Information | 3 Months Ended |
Mar. 31, 2016 | |
Guarantees [Abstract] | |
Consolidating Financial Information | Guarantor Financial Information The Notes are guaranteed by certain 100% directly owned subsidiaries of the Company (the "Guarantors"). The Guarantors include TPI (legal entity and any remaining assets and liabilities subsequent to the sale of the TPI business as discussed in Note 3 - Discontinued Operation) , Advanced Fabricating Technology, LLC, Keystone Tube Company, LLC, and Paramont Machine Company, LLC, each of which fully and unconditionally guarantee the New Secured Notes on a joint and several basis. The accompanying financial statements have been prepared and presented pursuant to Rule 3-10 of SEC Regulation S-X “Financial Statements of Guarantors and Issuers of Guaranteed Securities Registered or Being Registered.” The financial statements present condensed consolidating financial information for A. M. Castle & Co. (the "Parent"), the Guarantors, the non-guarantor subsidiaries (all other subsidiaries) and an elimination column for adjustments to arrive at the information for the Parent, Guarantors, and non-guarantors on a consolidated basis. The condensed consolidating financial information has been prepared on the same basis as the consolidated financial statements of the Parent. The equity method of accounting is followed within this financial information. Condensed Consolidating Balance Sheet As of March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 930 $ — $ 9,788 $ — $ 10,718 Accounts receivable, less allowance for doubtful accounts 45,149 9 38,461 — 83,619 Receivables from affiliates 1,021 — — (1,021 ) — Inventories 127,844 — 62,197 (68 ) 189,973 Other current assets 6,650 633 6,949 — 14,232 Total current assets 181,594 642 117,395 (1,089 ) 298,542 Investment in joint venture 36,001 — — — 36,001 Intangible assets, net 8,599 — 110 — 8,709 Other noncurrent assets 11,861 — 4,824 (1,409 ) 15,276 Receivables from affiliates 123,372 60,879 — (184,251 ) — Property, plant and equipment, net 47,243 — 11,198 — 58,441 Total assets $ 408,670 $ 61,521 $ 133,527 $ (186,749 ) $ 416,969 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 32,849 $ — $ 17,619 $ — $ 50,468 Payables due to affiliates 1,021 — — (1,021 ) — Other current liabilities 31,941 1,396 5,838 — 39,175 Current portion of long-term debt 6,950 — 28 — 6,978 Total current liabilities 72,761 1,396 23,485 (1,021 ) 96,621 Long-term debt, less current portion 268,538 — 8 — 268,546 Investment in subsidiaries 16,900 — — (16,900 ) — Payables due to affiliates — 8,932 175,319 (184,251 ) — Deferred income taxes — 1,269 — (1,269 ) — Other noncurrent liabilities 39,084 — 1,331 — 40,415 Stockholders’ equity (deficit) 11,387 49,924 (66,616 ) 16,692 11,387 Total liabilities and stockholders’ equity $ 408,670 $ 61,521 $ 133,527 $ (186,749 ) $ 416,969 Condensed Consolidating Balance Sheet As of December 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 1,220 $ 46 $ 9,834 $ — $ 11,100 Accounts receivable, less allowance for doubtful accounts 39,448 9 33,734 — 73,191 Receivables from affiliates 759 36 — (795 ) — Inventories 150,809 — 65,349 (68 ) 216,090 Other current assets 3,996 — 6,774 — 10,770 Current assets of discontinued operations — 37,140 — — 37,140 Total current assets 196,232 37,231 115,691 (863 ) 348,291 Investment in joint venture 35,690 — — — 35,690 Intangible assets, net 10,116 — 134 — 10,250 Other noncurrent assets 11,642 — 4,622 (1,355 ) 14,909 Investment in subsidiaries 33,941 — — (33,941 ) — Receivables from affiliates 118,478 69,359 — (187,837 ) — Property, plant and equipment, net 52,770 1 11,790 — 64,561 Non-current assets of discontinued operations — 19,805 — — 19,805 Total assets $ 458,869 $ 126,396 $ 132,237 $ (223,996 ) $ 493,506 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 32,707 $ — $ 12,899 $ — $ 45,606 Payables due to affiliates 759 — 36 (795 ) — Other current liabilities 21,121 1,412 5,578 — 28,111 Current portion of long-term debt 6,980 — 32 — 7,012 Current liabilities of discontinued operations — 11,158 — — 11,158 Total current liabilities 61,567 12,570 18,545 (795 ) 91,887 Long-term debt, less current portion 310,599 — 15 — 310,614 Payables due to affiliates — 14,123 173,715 (187,838 ) — Deferred income taxes — 5,524 — (1,355 ) 4,169 Other noncurrent liabilities 39,715 — 133 — 39,848 Stockholders’ equity (deficit) 46,988 94,179 (60,171 ) (34,008 ) 46,988 Total liabilities and stockholders’ equity $ 458,869 $ 126,396 $ 132,237 $ (223,996 ) $ 493,506 Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 112,598 $ — $ 54,673 $ (3,423 ) $ 163,848 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 93,018 — 44,163 (3,423 ) 133,758 Warehouse, processing and delivery expense 17,864 — 5,539 — 23,403 Sales, general and administrative expense 15,004 — 2,433 — 17,437 Restructuring expense 9,817 125 1,776 — 11,718 Depreciation and amortization expense 3,804 11 578 — 4,393 Total costs and expenses 139,507 136 54,489 (3,423 ) 190,709 Operating (loss) income (26,909 ) (136 ) 184 — (26,861 ) Interest expense, net 5,656 — 4,713 — 10,369 Debt restructuring costs 3,859 — 3,216 — 7,075 Other expense, net — — 1,145 — 1,145 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (36,424 ) (136 ) (8,890 ) — (45,450 ) Income tax (benefit) expense 1,447 (52 ) (1,730 ) — (335 ) (Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture (37,871 ) (84 ) (7,160 ) — (45,115 ) Equity in (losses) earnings of subsidiaries (2,304 ) — — 2,304 — Equity in earnings of joint venture 311 — — — 311 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Comprehensive (loss) income $ (35,803 ) $ 4,856 $ (6,549 ) $ 1,693 $ (35,803 ) Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 132,450 $ — $ 59,000 $ (2,910 ) $ 188,540 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 100,027 — 47,238 (2,910 ) 144,355 Warehouse, processing and delivery expense 17,542 (522 ) 6,571 — 23,591 Sales, general and administrative expense 17,342 — 3,626 — 20,968 Restructuring expense 831 — — — 831 Depreciation and amortization expense 4,743 138 1,013 — 5,894 Total costs and expenses (income) 140,485 (384 ) 58,448 (2,910 ) 195,639 Operating (loss) income (8,035 ) 384 552 — (7,099 ) Interest expense, net 6,031 — 4,133 — 10,164 Other expense, net — — 6,225 — 6,225 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (14,066 ) 384 (9,806 ) — (23,488 ) Income tax (benefit) expense (5,960 ) — (991 ) — (6,951 ) (Loss) income from continuing operations before equity in earnings of joint venture (8,106 ) 384 (8,815 ) — (16,537 ) Equity in (losses) earnings of subsidiaries (7,896 ) — — 7,896 — Equity in earnings of joint venture 875 — — — 875 (Loss) income from continuing operations (15,127 ) 384 (8,815 ) 7,896 (15,662 ) Income from discontinued operations, net of income taxes — 535 — — 535 Net (loss) income $ (15,127 ) $ 919 $ (8,815 ) $ 7,896 $ (15,127 ) Comprehensive (loss) income $ (18,419 ) $ 919 $ (13,129 ) $ 12,210 $ (18,419 ) Condensed Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating activities: Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Less: Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Equity in losses of subsidiaries 2,304 — — (2,304 ) — Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations 40,728 1,978 5,632 — 48,338 Net cash from (used in) operating activities of continuing operations 3,168 1,894 (1,528 ) — 3,534 Net cash from (used in) operating activities of discontinued operations — (5,219 ) — — (5,219 ) Net cash from (used in) operating activities 3,168 (3,325 ) (1,528 ) — (1,685 ) Investing activities: Capital expenditures (992 ) (10 ) (236 ) — (1,238 ) Proceeds from sale of property, plant and equipment 466 — 1 — 467 Net advances to subsidiaries (4,893 ) — — 4,893 — Net cash from (used in) investing activities of continuing operations (5,419 ) (10 ) (235 ) 4,893 (771 ) Net cash from (used in) investing activities of discontinued operations 53,570 — — — 53,570 Net cash from (used in) investing activities 48,151 (10 ) (235 ) 4,893 52,799 Financing activities: Proceeds from long-term debt 287,113 — — — 287,113 Repayments of long-term debt (331,185 ) — (11 ) — (331,196 ) Net intercompany (repayments) borrowings — 3,289 1,604 (4,893 ) — Other financing activities (7,537 ) — — — (7,537 ) Net cash from (used in) financing activities (51,609 ) 3,289 1,593 (4,893 ) (51,620 ) Effect of exchange rate changes on cash and cash equivalents — — 124 — 124 Net change in cash and cash equivalents (290 ) (46 ) (46 ) — (382 ) Cash and cash equivalents - beginning of year 1,220 46 9,834 — 11,100 Cash and cash equivalents - end of period $ 930 $ — $ 9,788 $ — $ 10,718 Condensed Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating activities: Net (loss) income $ (15,127 ) $ 919 $ (8,815 ) $ 7,896 $ (15,127 ) Less: Income from discontinued operations, net of income taxes — 535 — — 535 (Loss) income from continuing operations (15,127 ) 384 (8,815 ) 7,896 (15,662 ) Equity in losses of subsidiaries 7,896 — — (7,896 ) — Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations 15,460 230 (4,489 ) — 11,201 Net cash from (used in) operating activities of continuing operations 8,229 614 (13,304 ) — (4,461 ) Net cash from (used in) operating activities of discontinued operations — 1,681 — — 1,681 Net cash (used in) from operating activities 8,229 2,295 (13,304 ) — (2,780 ) Investing activities: Capital expenditures (1,257 ) (49 ) (531 ) — (1,837 ) Proceeds from sale of property, plant and equipment 7,541 — — — 7,541 Net advances to subsidiaries (13,627 ) — — 13,627 — Net cash from (used in) investing activities of continuing operations (7,343 ) (49 ) (531 ) 13,627 5,704 Net cash from (used in) investing activities of discontinued operations — (224 ) — — (224 ) Net cash from (used in) investing activities (7,343 ) (273 ) (531 ) 13,627 5,480 Financing activities: Proceeds from long-term debt 206,900 — — — 206,900 Repayments of long-term debt (204,350 ) — (7 ) — (204,357 ) Net intercompany (repayments) borrowings — (2,029 ) 15,656 (13,627 ) — Other financing activities — — — — — Net cash from (used in) financing activities 2,550 (2,029 ) 15,649 (13,627 ) 2,543 Effect of exchange rate changes on cash and cash equivalents — — (331 ) — (331 ) Net change in cash and cash equivalents 3,436 (7 ) 1,483 — 4,912 Cash and cash equivalents - beginning of year 511 977 6,966 — 8,454 Cash and cash equivalents - end of period $ 3,947 $ 970 $ 8,449 $ — $ 13,366 |
New Accounting Standards (Polic
New Accounting Standards (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Standards Updates Adopted In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update ("ASU") No. 2015-03, "Simplifying the Presentation of Debt Issuance Costs," which requires that debt issuance costs be presented in the balance sheet as a direct deduction from the carrying amount of debt liability, consistent with debt discounts or premiums. In August 2015, the FASB issued ASU No. 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements,” to clarify the SEC staff’s position on presenting and measuring debt issuance costs incurred in connection with line-of-credit arrangements, allowing an entity to defer and present debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line of credit arrangement. Effective January 1, 2016, the Company adopted ASU No. 2015-03 and retrospectively applied the requirements to the Condensed Consolidated Balance Sheet at December 31, 2015, which resulted in a reduction of both other noncurrent assets and long-term debt of $4,147 from what had been previously reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as amended. As permitted by ASU No. 2015-15, the Company will continue to present debt issuance costs related to line-of-credit arrangements as an asset on its balance sheet. Standards Updates Issued Not Yet Effective In March 2016, the FASB issued ASU No. 2016-09, "Improvements to Employee Share-Based Payment Accounting," which simplifies several aspects of the accounting for employee share-based payment transactions. Under ASU No. 2016-09, a Company recognizes all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement, eliminating the notion of the additional paid-in capital pool and significantly reducing the complexity and cost of accounting for excess tax benefits and tax deficiencies. For interim reporting purposes, excess tax benefits and tax deficiencies are considered discrete items in the reporting period in which they occur and are not included in the estimate of an entity’s annual effective tax rate. ASU No. 2016-09 further eliminates the requirement to defer recognition of an excess tax benefit until the benefit is realized through a reduction to taxes payable. For public companies, the ASU is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption will be permitted in any interim or annual period for which financial statements have not yet been issued or have not been made available for issuance. The Company is currently evaluating the impact the adoption of ASU No. 2016-09 will have on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)," which requires that lessees recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position. ASU No. 2016-02 also requires improved disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The update is effective for fiscal years beginning after December 15, 2018, including interim reporting periods within that reporting period. Early adoption is permitted. The Company is currently evaluating the impact the adoption of ASU No. 2016-02 will have on its consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, "Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern," providing additional guidance surrounding the disclosure of going concern uncertainties in the financial statements and implementing requirements for management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued. The ASU is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2016. The Company will begin performing the periodic assessments required by the ASU on its effective date and is currently assessing whether the adoption of the ASU will result in additional disclosures. In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers," related to revenue recognition. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in prior accounting guidance. The ASU provides alternative methods of initial adoption. ASU No. 2015-14, "Deferral of the Effective Date," was issued in August 2015 to defer the effective date of ASU No. 2014-09 for public companies until annual reporting periods beginning after December 15, 2017. Early adoption is permitted for annual reporting periods beginning after December 15, 2016. In March and April 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” and ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing,” which provide supplemental adoption guidance and clarification to ASC 2014-09. ASU 2016-08 and ASU 2016-10 must be adopted concurrently with the adoption of ASU 2014-09. The Company is currently reviewing the guidance and assessing the potential impact on its consolidated financial statements. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Summarized results of the discontinued operation were as follows: Three Months Ended March 31, 2016 2015 Net sales $ 29,680 $ 33,688 Cost of materials 21,027 23,990 Operating costs and expenses 7,288 8,468 Interest expense (a) 333 382 Income from discontinued operations before income taxes $ 1,032 $ 848 Income tax (benefit) expense (b) (3,908 ) 313 Gain on sale of discontinued operations, net of income taxes 2,994 — Income from discontinued operations, net of income taxes $ 7,934 $ 535 Major classes of assets and liabilities of the discontinued operation at December 31, 2015 were as follows: December 31, Current assets of discontinued operations: Accounts receivable $ 16,688 Inventories 19,353 Prepaid expenses and other current assets 1,099 Current assets of discontinued operations $ 37,140 Noncurrent assets of discontinued operations: Goodwill $ 12,973 Property, plant and equipment, at cost 26,979 Less: accumulated depreciation (20,147 ) Noncurrent assets of discontinued operations $ 19,805 Current liabilities of discontinued operations: Accounts payable $ 10,666 Accrued and other current liabilities 492 Current liabilities of discontinued operations $ 11,158 |
Earnings Per Share - (Tables)
Earnings Per Share - (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Basic and diluted earnings per share calculations | The following table is a reconciliation of the basic and diluted earnings (loss) per common share calculations: Three Months Ended March 31, 2016 2015 Numerator: Loss from continuing operations $ (44,804 ) $ (15,662 ) Income from discontinued operations, net of income taxes 7,934 535 Net loss $ (36,870 ) $ (15,127 ) Denominator: Weighted average common shares outstanding 23,625 23,459 Effect of dilutive securities: Outstanding common stock equivalents — — Denominator for diluted earnings (loss) per common share 23,625 23,459 Basic earnings (loss) per common share: Continuing operations $ (1.90 ) $ (0.67 ) Discontinued operations 0.34 0.02 Net basic loss per common share $ (1.56 ) $ (0.65 ) Diluted earnings (loss) per common share: Continuing operations $ (1.90 ) $ (0.67 ) Discontinued operations 0.34 0.02 Net diluted loss per common share $ (1.56 ) $ (0.65 ) Excluded outstanding share-based awards having an anti-dilutive effect 954 356 Excluded "in the money" portion of Convertible Notes having an anti-dilutive effect — — |
Joint Venture - (Tables)
Joint Venture - (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of financial data for joint venture | The following information summarizes financial data for this joint venture: Three Months Ended March 31, 2016 2015 Net sales $ 31,518 $ 52,606 Cost of materials 26,601 44,350 Income before taxes 566 1,990 Net income 622 1,750 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of the components of intangible assets | ntangible assets consisted of customer relationships as follows: March 31, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer relationships $ 67,398 $ 58,689 $ 67,438 $ 57,188 |
Finite-lived Intangible Assets Amortization Expense [Table Text Block] | he Company recorded the following aggregate amortization expense associated with intangibles: Three Months Ended March 31, 2016 2015 Amortization expense $ 1,527 $ 2,672 |
Summary of the estimated annual amortization expense | The following is a summary of the estimated annual amortization expense for the remainder of 2016 and each of the 4 subsequent years: 2016 $ 4,599 2017 $ 4,110 2018 $ — 2019 $ — 2020 $ — |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Short-term and long-term debt | Long-term debt consisted of the following: March 31, December 31, LONG-TERM DEBT 12.75% Senior Secured Notes due December 15, 2016 $ 6,681 $ 6,681 7.0% Convertible Notes due December 15, 2017 57,500 57,500 12.75% Senior Secured Notes due December 15, 2018 203,319 203,319 Revolving Credit Facility due December 10, 2019 22,100 66,100 Other, primarily capital leases 346 428 Less: unamortized discount (10,835 ) (12,255 ) Less: unamortized debt issuance costs (3,587 ) (4,147 ) Total debt $ 275,524 $ 317,626 Less: current portion 6,978 7,012 Total long-term portion $ 268,546 $ 310,614 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Assumptions, Convertible Notes | The main inputs and assumptions into the fair value model for the Convertible Notes at March 31, 2016 were as follows: Company's stock price at the end of the period $ 2.70 Expected volatility 67.80 % Credit spreads 69.21 % Risk-free interest rate 1.05 % |
Measurement of assets and liabilities at fair value on a recurring basis | The liabilities measured at fair value on a recurring basis were as follows: Level 1 Level 2 Level 3 Total (a) As of March 31, 2016 Derivative liability for commodity hedges $ — $ 752 $ — $ 752 As of December 31, 2015 Derivative liability for commodity hedges $ — $ 1,015 $ — $ 1,015 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Comprehensive (loss) income | The Company’s comprehensive loss is as follows: Three Months Ended March 31, 2016 2015 Net loss $ (36,870 ) $ (15,127 ) Change in unrecognized pension and postretirement benefit costs, net of tax 456 1,022 Foreign currency translation adjustments 611 (4,314 ) Total comprehensive loss $ (35,803 ) $ (18,419 ) |
Components of accumulated other comprehensive loss | The components of accumulated other comprehensive loss are as follows: March 31, December 31, Unrecognized pension and postretirement benefit costs, net of tax $ (16,729 ) $ (17,185 ) Foreign currency translation losses (16,025 ) (16,636 ) Total accumulated other comprehensive loss $ (32,754 ) $ (33,821 ) |
Schedule of Change In Accumulated Other Comprehensive Loss | Changes in accumulated other comprehensive loss by component for the three months ended March 31, 2016 and 2015 , respectively, are as follows: Defined Benefit Pension and Postretirement Items Foreign Currency Items Total 2016 2015 2016 2015 2016 2015 Balance as of January 1, $ (17,185 ) $ (27,122 ) $ (16,636 ) $ (9,994 ) $ (33,821 ) $ (37,116 ) Other comprehensive loss before reclassifications — — 611 (4,314 ) 611 (4,314 ) Amounts reclassified from accumulated other comprehensive loss, net of tax (a) 456 1,022 — — 456 1,022 Net current period other comprehensive income (loss) 456 1,022 611 (4,314 ) 1,067 (3,292 ) Balance as of March 31, $ (16,729 ) $ (26,100 ) $ (16,025 ) $ (14,308 ) $ (32,754 ) $ (40,408 ) (a) See reclassifications from accumulated other comprehensive loss table for details of reclassification from accumulated other comprehensive loss for the three month periods ended March 31, 2016 and 2015 , respectively. |
Reclassifications From Accumulated Other Comprehensive Loss | Reclassifications from accumulated other comprehensive loss are as follows: Three Months Ended March 31, 2016 2015 Unrecognized pension and postretirement benefit items: Prior service cost (b) $ (50 ) $ (94 ) Actuarial loss (b) (406 ) (928 ) Total before tax (456 ) (1,022 ) Tax effect — — Total reclassifications for the period, net of tax $ (456 ) $ (1,022 ) (b) These accumulated other comprehensive loss components are included in the computation of net periodic pension and postretirement benefit cost included in sales, general and administrative expense. |
Share-based Compensation Fair V
Share-based Compensation Fair Value Assumptions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Long-Term Compensation Plan -2015 [Member] | Employee Stock Option [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The weighted average grant date fair value of $1.12 per share for the options granted under the 2016 LTC Plan for executive officers was estimated using the Black-Scholes option-pricing model with the following assumptions: 2016 Expected volatility 61.8 % Risk-free interest rate 1.3 % Expected life (in years) 6.0 Expected dividend yield — |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Net Benefit Costs | Components of the net periodic pension and postretirement benefit cost are as follows: Three Months Ended March 31, 2016 2015 Service cost $ 112 $ 237 Interest cost 1,312 1,795 Expected return on assets (2,035 ) (2,317 ) Amortization of prior service cost 50 94 Amortization of actuarial loss 406 928 Net periodic pension and postretirement benefit (credit) cost $ (155 ) $ 737 Contributions paid $ — $ — |
Restructuring Activity (Tables)
Restructuring Activity (Tables) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Restructuring and Related Activities [Abstract] | ||
Condensed Income Statement [Table Text Block] | Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 112,598 $ — $ 54,673 $ (3,423 ) $ 163,848 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 93,018 — 44,163 (3,423 ) 133,758 Warehouse, processing and delivery expense 17,864 — 5,539 — 23,403 Sales, general and administrative expense 15,004 — 2,433 — 17,437 Restructuring expense 9,817 125 1,776 — 11,718 Depreciation and amortization expense 3,804 11 578 — 4,393 Total costs and expenses 139,507 136 54,489 (3,423 ) 190,709 Operating (loss) income (26,909 ) (136 ) 184 — (26,861 ) Interest expense, net 5,656 — 4,713 — 10,369 Debt restructuring costs 3,859 — 3,216 — 7,075 Other expense, net — — 1,145 — 1,145 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (36,424 ) (136 ) (8,890 ) — (45,450 ) Income tax (benefit) expense 1,447 (52 ) (1,730 ) — (335 ) (Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture (37,871 ) (84 ) (7,160 ) — (45,115 ) Equity in (losses) earnings of subsidiaries (2,304 ) — — 2,304 — Equity in earnings of joint venture 311 — — — 311 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Comprehensive (loss) income $ (35,803 ) $ 4,856 $ (6,549 ) $ 1,693 $ (35,803 ) Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 112,598 $ — $ 54,673 $ (3,423 ) $ 163,848 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 93,018 — 44,163 (3,423 ) 133,758 Warehouse, processing and delivery expense 17,864 — 5,539 — 23,403 Sales, general and administrative expense 15,004 — 2,433 — 17,437 Restructuring expense 9,817 125 1,776 — 11,718 Depreciation and amortization expense 3,804 11 578 — 4,393 Total costs and expenses 139,507 136 54,489 (3,423 ) 190,709 Operating (loss) income (26,909 ) (136 ) 184 — (26,861 ) Interest expense, net 5,656 — 4,713 — 10,369 Debt restructuring costs 3,859 — 3,216 — 7,075 Other expense, net — — 1,145 — 1,145 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (36,424 ) (136 ) (8,890 ) — (45,450 ) Income tax (benefit) expense 1,447 (52 ) (1,730 ) — (335 ) (Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture (37,871 ) (84 ) (7,160 ) — (45,115 ) Equity in (losses) earnings of subsidiaries (2,304 ) — — 2,304 — Equity in earnings of joint venture 311 — — — 311 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Comprehensive (loss) income $ (35,803 ) $ 4,856 $ (6,549 ) $ 1,693 $ (35,803 ) | Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 132,450 $ — $ 59,000 $ (2,910 ) $ 188,540 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 100,027 — 47,238 (2,910 ) 144,355 Warehouse, processing and delivery expense 17,542 (522 ) 6,571 — 23,591 Sales, general and administrative expense 17,342 — 3,626 — 20,968 Restructuring expense 831 — — — 831 Depreciation and amortization expense 4,743 138 1,013 — 5,894 Total costs and expenses (income) 140,485 (384 ) 58,448 (2,910 ) 195,639 Operating (loss) income (8,035 ) 384 552 — (7,099 ) Interest expense, net 6,031 — 4,133 — 10,164 Other expense, net — — 6,225 — 6,225 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (14,066 ) 384 (9,806 ) — (23,488 ) Income tax (benefit) expense (5,960 ) — (991 ) — (6,951 ) (Loss) income from continuing operations before equity in earnings of joint venture (8,106 ) 384 (8,815 ) — (16,537 ) Equity in (losses) earnings of subsidiaries (7,896 ) — — 7,896 — Equity in earnings of joint venture 875 — — — 875 (Loss) income from continuing operations (15,127 ) 384 (8,815 ) 7,896 (15,662 ) Income from discontinued operations, net of income taxes — 535 — — 535 Net (loss) income $ (15,127 ) $ 919 $ (8,815 ) $ 7,896 $ (15,127 ) Comprehensive (loss) income $ (18,419 ) $ 919 $ (13,129 ) $ 12,210 $ (18,419 ) |
Schedule of Restructuring Reserve by Type of Cost (Gain)[Table Text Block] | Restructuring reserve activity for the three months ended March 31, 2016 is summarized below: Period Activity Balance January, 1 2016 Charges (gains) Cash receipts (payments) Non-cash activity Balance March 31, 2016 Employee termination and related benefits (a) $ 8,301 $ 553 $ (3,204 ) $ — $ 5,650 Lease termination costs (b)(c) 232 6,145 (71 ) (4,539 ) 1,767 Moving costs associated with plant consolidations — 3,135 (3,135 ) — — Professional fees — 678 (678 ) — — Disposal of fixed assets — 1,207 — (1,207 ) — Total $ 8,533 $ 11,718 $ (7,088 ) $ (5,746 ) $ 7,417 (a) As of March 31, 2016 , the short-term portion of employee termination and related benefits of $150 is included in accrued and other current liabilities in the Condensed Consolidated Balance Sheets and the long-term portion associated with the Company's withdrawal from a multi-employer pension plan of $5,500 is included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets. (b) Payments on certain of the lease obligations are scheduled to continue until 2020. Market conditions and the Company’s ability to sublease these properties could affect the ultimate charge related to the lease obligations. Any potential recoveries or additional charges could affect amounts reported in the consolidated financial statements of future periods. As of March 31, 2016 , the short-term portion of the lease termination costs of $437 are included in accrued and other current liabilities and the long-term portion of the lease termination costs of $1,330 are included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets. (c) In connection with the closure of the Company's Houston and Edmonton facilities, the Company agreed to sell its fixed assets and to a reduction in future proceeds from the sale of inventory in exchange for the assignment of its remaining lease obligations at its Houston facility resulting in a non-cash charge of $4,539 being recorded during the three months ended March 31, 2016 . | |
Schedule of Restructuring and Related Costs (Gains) | As a result of its restructuring activities, the Company incurred the following restructuring expense: Three Months Ended March 31, 2016 2015 Employee termination and related benefits $ 553 $ — Lease termination costs 6,145 — Moving costs associated with plant consolidations 3,135 — Professional fees (a) 678 831 Loss on disposal of fixed assets 1,207 — Total $ 11,718 $ 831 (a) Professional fees for the three months ended March 31, 2015 were comprised of professional fees associated with the development of the restructuring plan announced in April 2015. |
Guarantor Finanical Informati32
Guarantor Finanical Information (Tables) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Guarantees [Abstract] | ||
Schedule of Condensed Balance Sheet | Condensed Consolidating Balance Sheet As of March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 930 $ — $ 9,788 $ — $ 10,718 Accounts receivable, less allowance for doubtful accounts 45,149 9 38,461 — 83,619 Receivables from affiliates 1,021 — — (1,021 ) — Inventories 127,844 — 62,197 (68 ) 189,973 Other current assets 6,650 633 6,949 — 14,232 Total current assets 181,594 642 117,395 (1,089 ) 298,542 Investment in joint venture 36,001 — — — 36,001 Intangible assets, net 8,599 — 110 — 8,709 Other noncurrent assets 11,861 — 4,824 (1,409 ) 15,276 Receivables from affiliates 123,372 60,879 — (184,251 ) — Property, plant and equipment, net 47,243 — 11,198 — 58,441 Total assets $ 408,670 $ 61,521 $ 133,527 $ (186,749 ) $ 416,969 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 32,849 $ — $ 17,619 $ — $ 50,468 Payables due to affiliates 1,021 — — (1,021 ) — Other current liabilities 31,941 1,396 5,838 — 39,175 Current portion of long-term debt 6,950 — 28 — 6,978 Total current liabilities 72,761 1,396 23,485 (1,021 ) 96,621 Long-term debt, less current portion 268,538 — 8 — 268,546 Investment in subsidiaries 16,900 — — (16,900 ) — Payables due to affiliates — 8,932 175,319 (184,251 ) — Deferred income taxes — 1,269 — (1,269 ) — Other noncurrent liabilities 39,084 — 1,331 — 40,415 Stockholders’ equity (deficit) 11,387 49,924 (66,616 ) 16,692 11,387 Total liabilities and stockholders’ equity $ 408,670 $ 61,521 $ 133,527 $ (186,749 ) $ 416,969 Condensed Consolidating Balance Sheet As of March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 930 $ — $ 9,788 $ — $ 10,718 Accounts receivable, less allowance for doubtful accounts 45,149 9 38,461 — 83,619 Receivables from affiliates 1,021 — — (1,021 ) — Inventories 127,844 — 62,197 (68 ) 189,973 Other current assets 6,650 633 6,949 — 14,232 Total current assets 181,594 642 117,395 (1,089 ) 298,542 Investment in joint venture 36,001 — — — 36,001 Intangible assets, net 8,599 — 110 — 8,709 Other noncurrent assets 11,861 — 4,824 (1,409 ) 15,276 Receivables from affiliates 123,372 60,879 — (184,251 ) — Property, plant and equipment, net 47,243 — 11,198 — 58,441 Total assets $ 408,670 $ 61,521 $ 133,527 $ (186,749 ) $ 416,969 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 32,849 $ — $ 17,619 $ — $ 50,468 Payables due to affiliates 1,021 — — (1,021 ) — Other current liabilities 31,941 1,396 5,838 — 39,175 Current portion of long-term debt 6,950 — 28 — 6,978 Total current liabilities 72,761 1,396 23,485 (1,021 ) 96,621 Long-term debt, less current portion 268,538 — 8 — 268,546 Investment in subsidiaries 16,900 — — (16,900 ) — Payables due to affiliates — 8,932 175,319 (184,251 ) — Deferred income taxes — 1,269 — (1,269 ) — Other noncurrent liabilities 39,084 — 1,331 — 40,415 Stockholders’ equity (deficit) 11,387 49,924 (66,616 ) 16,692 11,387 Total liabilities and stockholders’ equity $ 408,670 $ 61,521 $ 133,527 $ (186,749 ) $ 416,969 Condensed Consolidating Balance Sheet As of December 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Assets Current assets Cash and cash equivalents $ 1,220 $ 46 $ 9,834 $ — $ 11,100 Accounts receivable, less allowance for doubtful accounts 39,448 9 33,734 — 73,191 Receivables from affiliates 759 36 — (795 ) — Inventories 150,809 — 65,349 (68 ) 216,090 Other current assets 3,996 — 6,774 — 10,770 Current assets of discontinued operations — 37,140 — — 37,140 Total current assets 196,232 37,231 115,691 (863 ) 348,291 Investment in joint venture 35,690 — — — 35,690 Intangible assets, net 10,116 — 134 — 10,250 Other noncurrent assets 11,642 — 4,622 (1,355 ) 14,909 Investment in subsidiaries 33,941 — — (33,941 ) — Receivables from affiliates 118,478 69,359 — (187,837 ) — Property, plant and equipment, net 52,770 1 11,790 — 64,561 Non-current assets of discontinued operations — 19,805 — — 19,805 Total assets $ 458,869 $ 126,396 $ 132,237 $ (223,996 ) $ 493,506 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 32,707 $ — $ 12,899 $ — $ 45,606 Payables due to affiliates 759 — 36 (795 ) — Other current liabilities 21,121 1,412 5,578 — 28,111 Current portion of long-term debt 6,980 — 32 — 7,012 Current liabilities of discontinued operations — 11,158 — — 11,158 Total current liabilities 61,567 12,570 18,545 (795 ) 91,887 Long-term debt, less current portion 310,599 — 15 — 310,614 Payables due to affiliates — 14,123 173,715 (187,838 ) — Deferred income taxes — 5,524 — (1,355 ) 4,169 Other noncurrent liabilities 39,715 — 133 — 39,848 Stockholders’ equity (deficit) 46,988 94,179 (60,171 ) (34,008 ) 46,988 Total liabilities and stockholders’ equity $ 458,869 $ 126,396 $ 132,237 $ (223,996 ) $ 493,506 | |
Condensed Income Statement [Table Text Block] | Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 112,598 $ — $ 54,673 $ (3,423 ) $ 163,848 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 93,018 — 44,163 (3,423 ) 133,758 Warehouse, processing and delivery expense 17,864 — 5,539 — 23,403 Sales, general and administrative expense 15,004 — 2,433 — 17,437 Restructuring expense 9,817 125 1,776 — 11,718 Depreciation and amortization expense 3,804 11 578 — 4,393 Total costs and expenses 139,507 136 54,489 (3,423 ) 190,709 Operating (loss) income (26,909 ) (136 ) 184 — (26,861 ) Interest expense, net 5,656 — 4,713 — 10,369 Debt restructuring costs 3,859 — 3,216 — 7,075 Other expense, net — — 1,145 — 1,145 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (36,424 ) (136 ) (8,890 ) — (45,450 ) Income tax (benefit) expense 1,447 (52 ) (1,730 ) — (335 ) (Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture (37,871 ) (84 ) (7,160 ) — (45,115 ) Equity in (losses) earnings of subsidiaries (2,304 ) — — 2,304 — Equity in earnings of joint venture 311 — — — 311 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Comprehensive (loss) income $ (35,803 ) $ 4,856 $ (6,549 ) $ 1,693 $ (35,803 ) Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 112,598 $ — $ 54,673 $ (3,423 ) $ 163,848 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 93,018 — 44,163 (3,423 ) 133,758 Warehouse, processing and delivery expense 17,864 — 5,539 — 23,403 Sales, general and administrative expense 15,004 — 2,433 — 17,437 Restructuring expense 9,817 125 1,776 — 11,718 Depreciation and amortization expense 3,804 11 578 — 4,393 Total costs and expenses 139,507 136 54,489 (3,423 ) 190,709 Operating (loss) income (26,909 ) (136 ) 184 — (26,861 ) Interest expense, net 5,656 — 4,713 — 10,369 Debt restructuring costs 3,859 — 3,216 — 7,075 Other expense, net — — 1,145 — 1,145 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (36,424 ) (136 ) (8,890 ) — (45,450 ) Income tax (benefit) expense 1,447 (52 ) (1,730 ) — (335 ) (Loss) income from continuing operations before equity in earnings (losses) of subsidiaries and joint venture (37,871 ) (84 ) (7,160 ) — (45,115 ) Equity in (losses) earnings of subsidiaries (2,304 ) — — 2,304 — Equity in earnings of joint venture 311 — — — 311 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Comprehensive (loss) income $ (35,803 ) $ 4,856 $ (6,549 ) $ 1,693 $ (35,803 ) | Condensed Consolidating Statement of Operations and Comprehensive (Loss) Income For the Three Months Ended March 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 132,450 $ — $ 59,000 $ (2,910 ) $ 188,540 Costs and expenses: Cost of materials (exclusive of depreciation and amortization) 100,027 — 47,238 (2,910 ) 144,355 Warehouse, processing and delivery expense 17,542 (522 ) 6,571 — 23,591 Sales, general and administrative expense 17,342 — 3,626 — 20,968 Restructuring expense 831 — — — 831 Depreciation and amortization expense 4,743 138 1,013 — 5,894 Total costs and expenses (income) 140,485 (384 ) 58,448 (2,910 ) 195,639 Operating (loss) income (8,035 ) 384 552 — (7,099 ) Interest expense, net 6,031 — 4,133 — 10,164 Other expense, net — — 6,225 — 6,225 (Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture (14,066 ) 384 (9,806 ) — (23,488 ) Income tax (benefit) expense (5,960 ) — (991 ) — (6,951 ) (Loss) income from continuing operations before equity in earnings of joint venture (8,106 ) 384 (8,815 ) — (16,537 ) Equity in (losses) earnings of subsidiaries (7,896 ) — — 7,896 — Equity in earnings of joint venture 875 — — — 875 (Loss) income from continuing operations (15,127 ) 384 (8,815 ) 7,896 (15,662 ) Income from discontinued operations, net of income taxes — 535 — — 535 Net (loss) income $ (15,127 ) $ 919 $ (8,815 ) $ 7,896 $ (15,127 ) Comprehensive (loss) income $ (18,419 ) $ 919 $ (13,129 ) $ 12,210 $ (18,419 ) |
Schedule of Condensed Cash Flow Statement | Condensed Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating activities: Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Less: Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Equity in losses of subsidiaries 2,304 — — (2,304 ) — Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations 40,728 1,978 5,632 — 48,338 Net cash from (used in) operating activities of continuing operations 3,168 1,894 (1,528 ) — 3,534 Net cash from (used in) operating activities of discontinued operations — (5,219 ) — — (5,219 ) Net cash from (used in) operating activities 3,168 (3,325 ) (1,528 ) — (1,685 ) Investing activities: Capital expenditures (992 ) (10 ) (236 ) — (1,238 ) Proceeds from sale of property, plant and equipment 466 — 1 — 467 Net advances to subsidiaries (4,893 ) — — 4,893 — Net cash from (used in) investing activities of continuing operations (5,419 ) (10 ) (235 ) 4,893 (771 ) Net cash from (used in) investing activities of discontinued operations 53,570 — — — 53,570 Net cash from (used in) investing activities 48,151 (10 ) (235 ) 4,893 52,799 Financing activities: Proceeds from long-term debt 287,113 — — — 287,113 Repayments of long-term debt (331,185 ) — (11 ) — (331,196 ) Net intercompany (repayments) borrowings — 3,289 1,604 (4,893 ) — Other financing activities (7,537 ) — — — (7,537 ) Net cash from (used in) financing activities (51,609 ) 3,289 1,593 (4,893 ) (51,620 ) Effect of exchange rate changes on cash and cash equivalents — — 124 — 124 Net change in cash and cash equivalents (290 ) (46 ) (46 ) — (382 ) Cash and cash equivalents - beginning of year 1,220 46 9,834 — 11,100 Cash and cash equivalents - end of period $ 930 $ — $ 9,788 $ — $ 10,718 | Condensed Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating activities: Net (loss) income $ (36,870 ) $ 4,856 $ (7,160 ) $ 2,304 $ (36,870 ) Less: Income from discontinued operations, net of income taxes 2,994 4,940 — — 7,934 (Loss) income from continuing operations (39,864 ) (84 ) (7,160 ) 2,304 (44,804 ) Equity in losses of subsidiaries 2,304 — — (2,304 ) — Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations 40,728 1,978 5,632 — 48,338 Net cash from (used in) operating activities of continuing operations 3,168 1,894 (1,528 ) — 3,534 Net cash from (used in) operating activities of discontinued operations — (5,219 ) — — (5,219 ) Net cash from (used in) operating activities 3,168 (3,325 ) (1,528 ) — (1,685 ) Investing activities: Capital expenditures (992 ) (10 ) (236 ) — (1,238 ) Proceeds from sale of property, plant and equipment 466 — 1 — 467 Net advances to subsidiaries (4,893 ) — — 4,893 — Net cash from (used in) investing activities of continuing operations (5,419 ) (10 ) (235 ) 4,893 (771 ) Net cash from (used in) investing activities of discontinued operations 53,570 — — — 53,570 Net cash from (used in) investing activities 48,151 (10 ) (235 ) 4,893 52,799 Financing activities: Proceeds from long-term debt 287,113 — — — 287,113 Repayments of long-term debt (331,185 ) — (11 ) — (331,196 ) Net intercompany (repayments) borrowings — 3,289 1,604 (4,893 ) — Other financing activities (7,537 ) — — — (7,537 ) Net cash from (used in) financing activities (51,609 ) 3,289 1,593 (4,893 ) (51,620 ) Effect of exchange rate changes on cash and cash equivalents — — 124 — 124 Net change in cash and cash equivalents (290 ) (46 ) (46 ) — (382 ) Cash and cash equivalents - beginning of year 1,220 46 9,834 — 11,100 Cash and cash equivalents - end of period $ 930 $ — $ 9,788 $ — $ 10,718 Condensed Consolidating Statement of Cash Flows For the Three Months Ended March 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating activities: Net (loss) income $ (15,127 ) $ 919 $ (8,815 ) $ 7,896 $ (15,127 ) Less: Income from discontinued operations, net of income taxes — 535 — — 535 (Loss) income from continuing operations (15,127 ) 384 (8,815 ) 7,896 (15,662 ) Equity in losses of subsidiaries 7,896 — — (7,896 ) — Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations 15,460 230 (4,489 ) — 11,201 Net cash from (used in) operating activities of continuing operations 8,229 614 (13,304 ) — (4,461 ) Net cash from (used in) operating activities of discontinued operations — 1,681 — — 1,681 Net cash (used in) from operating activities 8,229 2,295 (13,304 ) — (2,780 ) Investing activities: Capital expenditures (1,257 ) (49 ) (531 ) — (1,837 ) Proceeds from sale of property, plant and equipment 7,541 — — — 7,541 Net advances to subsidiaries (13,627 ) — — 13,627 — Net cash from (used in) investing activities of continuing operations (7,343 ) (49 ) (531 ) 13,627 5,704 Net cash from (used in) investing activities of discontinued operations — (224 ) — — (224 ) Net cash from (used in) investing activities (7,343 ) (273 ) (531 ) 13,627 5,480 Financing activities: Proceeds from long-term debt 206,900 — — — 206,900 Repayments of long-term debt (204,350 ) — (7 ) — (204,357 ) Net intercompany (repayments) borrowings — (2,029 ) 15,656 (13,627 ) — Other financing activities — — — — — Net cash from (used in) financing activities 2,550 (2,029 ) 15,649 (13,627 ) 2,543 Effect of exchange rate changes on cash and cash equivalents — — (331 ) — (331 ) Net change in cash and cash equivalents 3,436 (7 ) 1,483 — 4,912 Cash and cash equivalents - beginning of year 511 977 6,966 — 8,454 Cash and cash equivalents - end of period $ 3,947 $ 970 $ 8,449 $ — $ 13,366 |
New Accounting Standards New Ac
New Accounting Standards New Accounting Standards Not Yet Effective (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Accounting Changes and Error Corrections [Abstract] | ||
Debt Issuance Cost | $ 3,587 | $ 4,147 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Disposal Group, Including Discontinued Operation, Consideration | $ 55,070 | |
Disposal Group, Including Discontinued Operation, Contingent Consideration | 1,500 | |
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | 4,217 | |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 2,994 | $ 0 |
Total Plastics Inc [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Valuation Allowances and Reserves, Adjustments | $ 4,207 |
Discontinued Operations Summari
Discontinued Operations Summarized results of discontinued operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | |||
Discontinued Operations and Disposal Groups [Abstract] | ||||
Disposal Group, Including Discontinued Operation, Revenue | $ 29,680 | $ 33,688 | ||
Disposal Group, Including Discontinued Operation, Cost of Goods Sold, Direct Materials | 21,027 | 23,990 | ||
Disposal Group, Including Discontinued Operation, Operating Expense | 7,288 | 8,468 | ||
Disposal Group, Including Discontinued Operation, Interest Expense | [1] | 333 | 382 | |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | 1,032 | 848 | ||
Discontinued Operation, Tax Effect of Gain (Loss) from Disposal of Discontinued Operation | (3,908) | [2] | 313 | |
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 2,994 | 0 | ||
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $ 7,934 | $ 535 | ||
[1] | (a)Interest expense was allocated to the discontinued operation based on the debt that was required to be paid as a result of the sale of TPI. | |||
[2] | (b) Income tax benefit includes $4,207 reversal of valuation allowance resulting from the sale of TPI during the three months ended March 31, 2016. |
Discontinued Operations Major c
Discontinued Operations Major classes of assets and liabilities of the discontinued operation (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Discontinued Operations and Disposal Groups [Abstract] | ||
Disposal Group, Including Discontinued Operation, Accounts, Notes and Loans Receivable, Net | $ 16,688 | |
Disposal Group, Including Discontinued Operation, Inventory, Current | 19,353 | |
Disposal Group, Including Discontinued Operation, Prepaid and Other Assets, Current | 1,099 | |
Disposal Group, Including Discontinued Operation, Assets, Current | $ 0 | 37,140 |
Disposal Group, Including Discontinued Operation, Goodwill, Noncurrent | 12,973 | |
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Noncurrent | 26,979 | |
Disposal Group, Including Discontinued Operation, Accumulated Depreciation | (20,147) | |
Disposal Group, Including Discontinued Operation, Assets, Noncurrent | 0 | 19,805 |
Disposal Group, Including Discontinued Operation, Accounts Payable, Current | 10,666 | |
Disposal Group, Including Discontinued Operation, Accrued Liabilities, Current | 492 | |
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 0 | $ 11,158 |
Earnings Per Share - (Details)
Earnings Per Share - (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Numerator: | ||
Income (Loss) from Continuing Operations Attributable to Parent | $ (44,804) | $ (15,662) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 7,934 | 535 |
Net loss | $ (36,870) | $ (15,127) |
Denominator: | ||
Weighted average common shares outstanding | 23,625 | 23,459 |
Effect of dilutive securities: | ||
Outstanding common stock equivalents | 0 | 0 |
Denominator for diluted earnings per share | 23,625 | 23,459 |
Basic loss per share | $ (1.56) | $ (0.65) |
Diluted loss per share | $ (1.56) | $ (0.65) |
Excluded outstanding share-based awards having an anti-dilutive effect | 954 | 356 |
Income (Loss) from Continuing Operations, Per Basic Share | $ (1.90) | $ (0.67) |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share | 0.34 | 0.02 |
Income (Loss) from Continuing Operations, Per Diluted Share | (1.90) | (0.67) |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | $ 0.34 | $ 0.02 |
Convertible Debt Securities | ||
Effect of dilutive securities: | ||
Excluded outstanding share-based awards having an anti-dilutive effect | 0 | 0 |
Earnings Per Share - Dilutive (
Earnings Per Share - Dilutive (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Dilutive Earnings Per Share [Line Items] | ||
Income (Loss) from Continuing Operations, Per Basic Share | $ (1.90) | $ (0.67) |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share | 0.34 | 0.02 |
Basic loss per share | (1.56) | (0.65) |
Income (Loss) from Continuing Operations, Per Diluted Share | (1.90) | (0.67) |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | 0.34 | 0.02 |
Diluted loss per share | $ (1.56) | $ (0.65) |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 954 | 356 |
Convertible Debt Securities | ||
Dilutive Earnings Per Share [Line Items] | ||
Debt Instrument, Convertible, Conversion Price | $ 10.28 | |
Outstanding common stock equivalents | 5,600 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 0 |
Joint Venture - Related Party A
Joint Venture - Related Party Activity (Details) | Mar. 31, 2016 |
Equity Method Investments and Joint Ventures [Abstract] | |
Joint venture ownership percentage | 50.00% |
Joint Venture - Operating Resul
Joint Venture - Operating Results (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||
Net sales | $ 163,848 | $ 188,540 |
Cost of materials | 133,758 | 144,355 |
Net (Loss) Income | (36,870) | (15,127) |
Joint venture | ||
Schedule of Equity Method Investments [Line Items] | ||
Net sales | 31,518 | 52,606 |
Cost of materials | 26,601 | 44,350 |
Income (loss) before taxes | 566 | 1,990 |
Net (Loss) Income | $ 622 | $ 1,750 |
Joint Venture Joint venture - g
Joint Venture Joint venture - goodwill impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | ||
Goodwill, Impairment Loss | $ 0 | $ 0 |
Goodwill and Intangible Asset42
Goodwill and Intangible Assets Intangibles (Details) - Customer relationships - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 67,398 | $ 67,438 |
Accumulated Amortization | $ 58,689 | $ 57,188 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Aggregate Amortization Expense [Abstract] | ||
Amortization expense | $ 1,527 | $ 2,672 |
Summary of the estimated remaining annual amortization expense | ||
2,016 | 4,599 | |
2,017 | 4,110 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | $ 0 |
Debt Short-term and Long-term D
Debt Short-term and Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Convertible Debt | $ 57,500 | $ 57,500 |
Line of Credit Facility, Amount Outstanding | 22,100 | 66,100 |
Other Long-term Debt | 346 | 428 |
Less: unamortized discount | (10,835) | (12,255) |
Debt Issuance Cost | (3,587) | (4,147) |
Less: current portion | 6,978 | 7,012 |
Total long-term portion | 268,546 | 310,614 |
Long-term Debt | 275,524 | 317,626 |
Senior Secured Notes Due in 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Senior Notes | 203,319 | 203,319 |
Senior Secured Notes Due in 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Senior Notes | $ 6,681 | $ 6,681 |
Debt Secured Notes (Details)
Debt Secured Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||
Debt Restructuring Costs | $ 7,075 | $ 0 | |
Percent, Penalty Special Redemption Provision | 4.00% | ||
Special Redemption Condition, Maturity Date | Sep. 14, 2017 | ||
Senior Secured Notes Due in 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Senior Notes | $ 203,319 | $ 203,319 | |
Debt Instrument, Interest Rate, Stated Percentage | 12.75% | ||
Timeframe after the end of each fiscal year that the Company must make an offer to purchase New Secured Notes with certain of its excess cash flow for such fiscal year. Days After Fiscal Year End | 95 days | ||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||
Redemption Price, Stated as a Percentage of Principal, Change of Control | 101.00% | ||
Redemption Price, Stated as a Percentage of Principal, Upon Certain Asset Sales | 100.00% | ||
Senior Secured Notes Due in 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Senior Notes | $ 6,681 | $ 6,681 | |
Debt Instrument, Interest Rate, Stated Percentage | 12.75% | ||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||
Domestic Subsidiaries [Member] | Senior Secured Notes Due in 2018 [Member] | |||
Debt Instrument [Line Items] | |||
Consolidated Subsidiary, Ownership Percentage | 100.00% | ||
Minimum | |||
Debt Instrument [Line Items] | |||
Special Redemption, Amount | $ 27,500 | ||
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Special Redemption, Amount | $ 40,000 | ||
0% Excess Cash Flow [Member] [Member] | |||
Debt Instrument [Line Items] | |||
Redemption Price, Stated as a Percentage of Principal, Percentage, Excess Cash Flow | 103.00% | ||
Debt Instrument, Excess Cash Flow, Percentage | 0.00% | ||
75% Excess Cash Flow [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Excess Cash Flow, Percentage | 75.00% | ||
Secured Notes to be Purchased with Excess Cash Flow | $ 50,000 | ||
50% Excess Cash Flow [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Excess Cash Flow, Percentage | 50.00% | ||
Secured Notes to be Purchased with Excess Cash Flow | $ 75,000 | ||
25% Excess Cash Flow [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Excess Cash Flow, Percentage | 25.00% | ||
Secured Notes to be Purchased with Excess Cash Flow | $ 100,000 |
Debt Convertible Notes (Details
Debt Convertible Notes (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Convertible Debt | $ 57,500,000 | $ 57,500,000 |
Convertible Debt, Principle Amount to be Exchanged | 1,000 | |
Convertible Debt, Principal Amount to be Received | $ 700 | |
Convertible Notes Due in 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Dec. 15, 2017 | |
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |
Debt Instrument, Convertible, Conversion Rate, Principal Amount of Convertible Notes for Shares, Principal Amount | $ 1,000 | |
Debt Instrument, Convertible, Conversion Price | $ 10.28 | |
Convertible Notes Due in 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Dec. 31, 2019 | |
Debt Instrument, Interest Rate, Stated Percentage | 5.25% | |
Debt Instrument, Convertible, Conversion Price | $ 2.25 | |
Convertible Notes Exchanged, Amount | $ 57,288,000 | |
Convertible Debt Exchanged, Percent | 99.60% |
Debt Revolving Credit Agreement
Debt Revolving Credit Agreement (Details) - Revolving Credit Facility [Member] $ in Thousands | Nov. 30, 2014 | Dec. 31, 2014 | Mar. 31, 2016USD ($) | Mar. 31, 2015 |
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 125,000 | |||
Line of Credit, Terms, Provision to Increase the Aggregate Amount of Commitments Under Certain Conditions, Amount | $ 25,000 | |||
Debt Instrument, Interest Rate During Period | 3.02% | 2.88% | ||
Debt Instrument, Maturity Date | Dec. 15, 2015 | Dec. 10, 2019 | ||
Line of Credit Facility, Borrowing Capacity excluding minimum excess availability, springing covenant | $ 76,422 | |||
Excess availability, revolving credit facility | $ 54,322 | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Ratio of EBITDA to fixed charges, springing covenant | 1.1 | |||
Excess availability percentage of borrowing base, lower bound before fixed charge coverage maintenance required | 10.00% | |||
Excess availability, lower bound before fixed charge coverage maintenance required | $ 12,500 | |||
Excess availability percentage of borrowing base, lower bound before lender full dominion over collections | 12.50% | |||
Excess availability, lower bound before lender full dominion over collections | $ 12,500 |
Fair Value Measurements Narrati
Fair Value Measurements Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Estimated fair value of convertible debt | $ 26,594 | $ 21,966 | |
Carrying value of convertible debt | 57,500 | 57,500 | |
Line of Credit Facility, Fair Value of Amount Outstanding | 22,100 | ||
Line of Credit Facility, Amount Outstanding | 22,100 | 66,100 | |
Forward Contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative, Notional Amount | 2,221 | 3,080 | |
Gain (Losses) as a result of changes in the fair value of the contracts | (57) | $ (210) | |
Letters of Credit Outstanding as Collateral Associated with Commodity Hedges | $ 1,100 | ||
Convertible Notes due December 15, 2017 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Stock price at the end of the period | $ 2.70 | ||
Expected volatility | 67.80% | ||
Credit spreads | 69.21% | ||
Risk-free interest rate | 1.05% | ||
Senior Secured Notes Due in 2016 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Senior Notes, Fair Value Disclosure | $ 5,073 | 160,662 | |
Senior Notes, Carrying Value | 210,000 | ||
Carrying value of senior secured notes | 6,681 | 6,681 | |
Senior Secured Notes Due in 2018 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Senior Notes, Fair Value Disclosure | 149,336 | ||
Carrying value of senior secured notes | $ 203,319 | $ 203,319 |
Fair Value Measurements Schedul
Fair Value Measurements Schedule of Fair Value of assets and liabilities measured on a recurring basis - Forward Contracts - Not Designated as Hedging Instrument - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Liability, Current | $ 752 | $ 1,015 | |
Derivative liability for commodity hedges | [1] | 752 | 1,015 |
Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability for commodity hedges | 0 | 0 | |
Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability for commodity hedges | 752 | 1,015 | |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability for commodity hedges | $ 0 | $ 0 | |
[1] | As of March 31, 2016 and December 31, 2015 the entire derivative liability for commodity hedges of $752 and $1,015, respectively, are short-term and are included in accrued and other current liabilities in the Condensed Consolidated Balance Sheets. |
Stockholders' Equity Comprehens
Stockholders' Equity Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Stockholders' Equity Note [Abstract] | ||
Net loss | $ (36,870) | $ (15,127) |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | (456) | (1,022) |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 611 | (4,314) |
Total comprehensive loss | $ (35,803) | $ (18,419) |
Stockholders' Equity AOCI (Deta
Stockholders' Equity AOCI (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Components of accumulated other comprehensive loss | ||||
Unrecognized pension and postretirement benefit costs, net of tax | $ (16,729) | $ (17,185) | $ (26,100) | $ (27,122) |
Foreign currency translation losses | (16,025) | (16,636) | (14,308) | (9,994) |
Total accumulated other comprehensive loss | $ (32,754) | $ (33,821) | $ (40,408) | $ (37,116) |
Stockholders' Equity AOCI Chang
Stockholders' Equity AOCI Change (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, before Reclassification Adjustments, Net of Tax | $ 0 | $ 0 | |||
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, Net of Tax | [1] | (456) | (1,022) | ||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | (456) | (1,022) | |||
Accumulated Other Comprehensive Loss, Pension and Other Postretirement Benefit Plans, Net of Tax | (16,729) | (26,100) | $ (17,185) | $ (27,122) | |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | 611 | (4,314) | |||
Other Comprehensive Income (loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Net of Tax | [1] | 0 | 0 | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | 611 | (4,314) | |||
Accumulated Other Comprehensive Loss, Foreign Currency Translation Adjustment, Net of Tax | (16,025) | (14,308) | $ (16,636) | $ (9,994) | |
Beginning Balance | (33,821) | (37,116) | |||
Other comprehensive (loss) income before reclassifications | 611 | (4,314) | |||
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax | [1] | 456 | 1,022 | ||
Net current period other comprehensive income (loss) | 1,067 | (3,292) | |||
Ending Balance | (32,754) | $ (40,408) | |||
AOCI Attributable to Parent [Member] | |||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | (456) | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | $ 611 | ||||
[1] | See reclassifications from accumulated other comprehensive loss table for details of reclassification from accumulated other comprehensive loss for the three month periods ended March 31, 2016 and 2015, respectively. |
Stockholders' Equity AOCI Recla
Stockholders' Equity AOCI Reclassification (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Prior service cost | [1] | $ 50 | $ 94 |
Actuarial loss | [1] | (406) | (928) |
Total before tax | (456) | (1,022) | |
Tax effect | 0 | 0 | |
Total reclassifications for the period, net of tax | [2] | $ (456) | $ (1,022) |
[1] | These accumulated other comprehensive loss components are included in the computation of net periodic pension and postretirement benefit cost included in sales, general and administrative expense. | ||
[2] | See reclassifications from accumulated other comprehensive loss table for details of reclassification from accumulated other comprehensive loss for the three month periods ended March 31, 2016 and 2015, respectively. |
Share-based Compensation Assump
Share-based Compensation Assumptions (Details) - Employee Stock Option [Member] - Long-Term Compensation Plan -2016 [Member] [Domain] | 3 Months Ended |
Mar. 31, 2016$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 1.12 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 61.80% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.30% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% |
Share-based Compensation Narrat
Share-based Compensation Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated Share-based Compensation Expense | $ 202 | $ 714 |
Unrecognized compensation cost | $ 2,614 | |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | 1 year 5 months 23 days | |
Long-Term Compensation Plan -2016 [Member] [Domain] | Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 1.12 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,203 | |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years |
Employee Benefit Plans Employee
Employee Benefit Plans Employee Benefit Plans and Components of Net Periodic Postretirement Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Contributions paid | $ 0 | $ 0 |
Anticipated cash contributions to pension plan in remaining fiscal year | 0 | |
Pension and Other Postretirement Plans, Defined Benefit | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | 112 | 237 |
Interest cost | 1,312 | 1,795 |
Expected return on assets | (2,035) | (2,317) |
Amortization of prior service cost | 50 | 94 |
Amortization of actuarial loss | 406 | 928 |
Net periodic pension and postretirement benefit cost | $ (155) | $ 737 |
Restructuring Activity (Details
Restructuring Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |||
Restructuring Cost (Gain) and Reserve [Line Items] | |||||
Multiemployer Plans, Withdrawal Obligation | $ 5,500 | ||||
Restructuring Expense (Income) | 11,718 | $ 831 | |||
Restructuring Reserve | $ 8,533 | ||||
Restructuring Reserve, Settled without Cash | 5,746 | ||||
Employee Termination and Related Benefits [Member] | |||||
Restructuring Cost (Gain) and Reserve [Line Items] | |||||
Restructuring Expense (Income) | 553 | 0 | |||
Restructuring Reserve, Current | 150 | ||||
Restructuring Reserve | 5,650 | [1] | 8,301 | ||
Restructuring Reserve, Settled without Cash | 0 | ||||
Moving Costs Associated with Plant Consolidations [Member] | |||||
Restructuring Cost (Gain) and Reserve [Line Items] | |||||
Restructuring Expense (Income) | 3,135 | 0 | |||
Restructuring Reserve | 0 | 0 | |||
Restructuring Reserve, Settled without Cash | 0 | ||||
Lease Termination Costs [Member] | |||||
Restructuring Cost (Gain) and Reserve [Line Items] | |||||
Restructuring Expense (Income) | 6,145 | 0 | |||
Restructuring Reserve, Current | 437 | ||||
Restructuring Reserve | 1,767 | [2] | 232 | ||
Restructuring Reserve, Noncurrent | 1,330 | ||||
Restructuring Reserve, Settled without Cash | 4,539 | ||||
Professional Fees [Member] | |||||
Restructuring Cost (Gain) and Reserve [Line Items] | |||||
Restructuring Expense (Income) | 678 | 831 | [3] | ||
Restructuring Reserve | 0 | 0 | |||
Restructuring Reserve, Settled without Cash | 0 | ||||
(Gain) loss on disposal of fixed assets [Member] | |||||
Restructuring Cost (Gain) and Reserve [Line Items] | |||||
Restructuring Expense (Income) | 1,207 | $ 0 | |||
Restructuring Reserve | 0 | $ 0 | |||
Restructuring Reserve, Settled without Cash | 1,207 | ||||
Inventory Write-off [Member] | |||||
Restructuring Cost (Gain) and Reserve [Line Items] | |||||
Restructuring Expense (Income) | $ 452 | ||||
[1] | (a) As of March 31, 2016, the short-term portion of employee termination and related benefits of $150 is included in accrued and other current liabilities in the Condensed Consolidated Balance Sheets and the long-term portion associated with the Company's withdrawal from a multi-employer pension plan of $5,500 is included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets. | ||||
[2] | (b) Payments on certain of the lease obligations are scheduled to continue until 2020. Market conditions and the Company’s ability to sublease these properties could affect the ultimate charge related to the lease obligations. Any potential recoveries or additional charges could affect amounts reported in the consolidated financial statements of future periods. As of March 31, 2016, the short-term portion of the lease termination costs of $437 are included in accrued and other current liabilities and the long-term portion of the lease termination costs of $1,330 are included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets | ||||
[3] | (a) Professional fees for the three months ended March 31, 2015 were comprised of professional fees associated with the development of the restructuring plan announced in April 2015. |
Restructuring Activity Roll For
Restructuring Activity Roll Forward (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | ||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | $ 8,533 | |||||
Restructuring Costs | $ 11,718 | |||||
Restructuring Expense (Income) | 11,718 | $ 831 | ||||
Payments for Restructuring | (7,088) | |||||
Restructuring Reserve, Settled without Cash | 5,746 | |||||
Restructuring and Related Cost, Expected Cost Remaining | 7,417 | |||||
Moving Costs Associated with Plant Consolidations [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 0 | 0 | ||||
Restructuring Costs | 3,135 | |||||
Restructuring Expense (Income) | 3,135 | 0 | ||||
Payments for Restructuring | (3,135) | |||||
Restructuring Reserve, Settled without Cash | 0 | |||||
Professional Fees [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 0 | 0 | ||||
Restructuring Costs | 678 | |||||
Restructuring Expense (Income) | 678 | 831 | [1] | |||
Payments for Restructuring | (678) | |||||
Restructuring Reserve, Settled without Cash | 0 | |||||
(Gain) loss on disposal of fixed assets [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 0 | 0 | ||||
Restructuring Costs | 1,207 | |||||
Restructuring Expense (Income) | 1,207 | 0 | ||||
Payments for Restructuring | 0 | |||||
Restructuring Reserve, Settled without Cash | 1,207 | |||||
Employee Termination and Related Benefits [Member] | ||||||
Restructuring Cost (Gain) and Reserve [Line Items] | ||||||
Restructuring Reserve, Current | 150 | |||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 5,650 | [2] | 8,301 | |||
Restructuring Costs | 553 | |||||
Restructuring Expense (Income) | 553 | 0 | ||||
Payments for Restructuring | (3,204) | |||||
Restructuring Reserve, Settled without Cash | 0 | |||||
Contract Termination [Member] | ||||||
Restructuring Cost (Gain) and Reserve [Line Items] | ||||||
Restructuring Reserve, Current | 437 | |||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Reserve | 1,767 | [3] | $ 232 | |||
Restructuring Costs | 6,145 | |||||
Restructuring Expense (Income) | 6,145 | $ 0 | ||||
Payments for Restructuring | [3] | (71) | ||||
Restructuring Reserve, Settled without Cash | 4,539 | |||||
Inventory Valuation Reserve [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring Expense (Income) | $ 452 | |||||
[1] | (a) Professional fees for the three months ended March 31, 2015 were comprised of professional fees associated with the development of the restructuring plan announced in April 2015. | |||||
[2] | (a) As of March 31, 2016, the short-term portion of employee termination and related benefits of $150 is included in accrued and other current liabilities in the Condensed Consolidated Balance Sheets and the long-term portion associated with the Company's withdrawal from a multi-employer pension plan of $5,500 is included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets. | |||||
[3] | (b) Payments on certain of the lease obligations are scheduled to continue until 2020. Market conditions and the Company’s ability to sublease these properties could affect the ultimate charge related to the lease obligations. Any potential recoveries or additional charges could affect amounts reported in the consolidated financial statements of future periods. As of March 31, 2016, the short-term portion of the lease termination costs of $437 are included in accrued and other current liabilities and the long-term portion of the lease termination costs of $1,330 are included in other noncurrent liabilities in the Condensed Consolidated Balance Sheets |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate | (0.70%) | (29.60%) |
Income Tax Expense (Benefit) | $ (335) | $ (6,951) |
Income (Loss) from Continuing Operations before Income Taxes and equity (losses) of joint venture | $ (45,450) | $ (23,488) |
Federal Statutory Income Tax Rate | 35.00% |
Commitments and Contingent Li60
Commitments and Contingent Liabilities (Details) $ in Thousands | Mar. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Irrevocable letters of credit outstanding | $ 8,738 |
Letters of Credit Outstanding as Collateral for Janesville lease | 5,000 |
Letters of credit outstanding for insurance reserve requirements of workers' compensation insurance carriers | $ 1,538 |
Guarantor Finanical Informati61
Guarantor Finanical Information Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Cash and cash equivalents | $ 10,718 | $ 11,100 | $ 13,366 | $ 8,454 |
Accounts receivable, less allowance for doubtful accounts | 83,619 | 73,191 | ||
Receivables from affiliates | 0 | 0 | ||
Inventories | 189,973 | 216,090 | ||
Other current assets | 14,232 | 10,770 | ||
Disposal Group, Including Discontinued Operation, Assets, Current | 0 | 37,140 | ||
Total current assets | 298,542 | 348,291 | ||
Investment in joint venture | 36,001 | 35,690 | ||
Intangible assets, net | 8,709 | 10,250 | ||
Other noncurrent assets | 15,276 | 14,909 | ||
Equity Method Investments | 0 | |||
Receivables from affiliates | 0 | 0 | ||
Property, plant and equipment, net | 58,441 | 64,561 | ||
Disposal Group, Including Discontinued Operation, Assets, Noncurrent | 0 | 19,805 | ||
Total assets | 416,969 | 493,506 | ||
Accounts payable | 50,468 | 45,606 | ||
Payables due to affiliates | 0 | 0 | ||
Other current liabilities | 39,175 | 28,111 | ||
Current portion of long-term debt | 6,978 | 7,012 | ||
Disposal Group, Including Discontinued Operation, Liabilities, Current | 0 | 11,158 | ||
Total current liabilities | 96,621 | 91,887 | ||
Long-term debt, less current portion | 268,546 | 310,614 | ||
Investment in subsidiary liability | 0 | |||
Payables due to affiliates | 0 | 0 | ||
Deferred income taxes | 0 | 4,169 | ||
Other noncurrent liabilities | 40,415 | 39,848 | ||
Stockholders’ equity (deficit) | 11,387 | 46,988 | ||
Total liabilities and stockholders’ equity | 416,969 | 493,506 | ||
Parent | ||||
Cash and cash equivalents | 930 | 1,220 | 3,947 | 511 |
Accounts receivable, less allowance for doubtful accounts | 45,149 | 39,448 | ||
Receivables from affiliates | 1,021 | 759 | ||
Inventories | 127,844 | 150,809 | ||
Other current assets | 6,650 | 3,996 | ||
Disposal Group, Including Discontinued Operation, Assets, Current | 0 | |||
Total current assets | 181,594 | 196,232 | ||
Investment in joint venture | 36,001 | 35,690 | ||
Intangible assets, net | 8,599 | 10,116 | ||
Other noncurrent assets | 11,861 | 11,642 | ||
Equity Method Investments | 33,941 | |||
Receivables from affiliates | 123,372 | 118,478 | ||
Property, plant and equipment, net | 47,243 | 52,770 | ||
Disposal Group, Including Discontinued Operation, Assets, Noncurrent | 0 | |||
Total assets | 408,670 | 458,869 | ||
Accounts payable | 32,849 | 32,707 | ||
Payables due to affiliates | 1,021 | 759 | ||
Other current liabilities | 31,941 | 21,121 | ||
Current portion of long-term debt | 6,950 | 6,980 | ||
Disposal Group, Including Discontinued Operation, Liabilities, Current | 0 | |||
Total current liabilities | 72,761 | 61,567 | ||
Long-term debt, less current portion | 268,538 | 310,599 | ||
Investment in subsidiary liability | 16,900 | |||
Payables due to affiliates | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other noncurrent liabilities | 39,084 | 39,715 | ||
Stockholders’ equity (deficit) | 11,387 | 46,988 | ||
Total liabilities and stockholders’ equity | 408,670 | 458,869 | ||
Guarantors | ||||
Cash and cash equivalents | 0 | 46 | 970 | 977 |
Accounts receivable, less allowance for doubtful accounts | 9 | 9 | ||
Receivables from affiliates | 0 | 36 | ||
Inventories | 0 | 0 | ||
Other current assets | 633 | 0 | ||
Disposal Group, Including Discontinued Operation, Assets, Current | 37,140 | |||
Total current assets | 642 | 37,231 | ||
Investment in joint venture | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Other noncurrent assets | 0 | 0 | ||
Equity Method Investments | 0 | |||
Receivables from affiliates | 60,879 | 69,359 | ||
Property, plant and equipment, net | 0 | 1 | ||
Disposal Group, Including Discontinued Operation, Assets, Noncurrent | 19,805 | |||
Total assets | 61,521 | 126,396 | ||
Accounts payable | 0 | 0 | ||
Payables due to affiliates | 0 | 0 | ||
Other current liabilities | 1,396 | 1,412 | ||
Current portion of long-term debt | 0 | 0 | ||
Disposal Group, Including Discontinued Operation, Liabilities, Current | 11,158 | |||
Total current liabilities | 1,396 | 12,570 | ||
Long-term debt, less current portion | 0 | 0 | ||
Investment in subsidiary liability | 0 | |||
Payables due to affiliates | 8,932 | 14,123 | ||
Deferred income taxes | 1,269 | 5,524 | ||
Other noncurrent liabilities | 0 | 0 | ||
Stockholders’ equity (deficit) | 49,924 | 94,179 | ||
Total liabilities and stockholders’ equity | 61,521 | 126,396 | ||
Non-Guarantors | ||||
Cash and cash equivalents | 9,788 | 9,834 | 8,449 | 6,966 |
Accounts receivable, less allowance for doubtful accounts | 38,461 | 33,734 | ||
Receivables from affiliates | 0 | 0 | ||
Inventories | 62,197 | 65,349 | ||
Other current assets | 6,949 | 6,774 | ||
Disposal Group, Including Discontinued Operation, Assets, Current | 0 | |||
Total current assets | 117,395 | 115,691 | ||
Investment in joint venture | 0 | 0 | ||
Intangible assets, net | 110 | 134 | ||
Other noncurrent assets | 4,824 | 4,622 | ||
Equity Method Investments | 0 | |||
Receivables from affiliates | 0 | 0 | ||
Property, plant and equipment, net | 11,198 | 11,790 | ||
Disposal Group, Including Discontinued Operation, Assets, Noncurrent | 0 | |||
Total assets | 133,527 | 132,237 | ||
Accounts payable | 17,619 | 12,899 | ||
Payables due to affiliates | 0 | 36 | ||
Other current liabilities | 5,838 | 5,578 | ||
Current portion of long-term debt | 28 | 32 | ||
Disposal Group, Including Discontinued Operation, Liabilities, Current | 0 | |||
Total current liabilities | 23,485 | 18,545 | ||
Long-term debt, less current portion | 8 | 15 | ||
Investment in subsidiary liability | 0 | |||
Payables due to affiliates | 175,319 | 173,715 | ||
Deferred income taxes | 0 | 0 | ||
Other noncurrent liabilities | 1,331 | 133 | ||
Stockholders’ equity (deficit) | (66,616) | (60,171) | ||
Total liabilities and stockholders’ equity | 133,527 | 132,237 | ||
Eliminations | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, less allowance for doubtful accounts | 0 | 0 | ||
Receivables from affiliates | (1,021) | (795) | ||
Inventories | (68) | (68) | ||
Other current assets | 0 | 0 | ||
Disposal Group, Including Discontinued Operation, Assets, Current | 0 | |||
Total current assets | (1,089) | (863) | ||
Investment in joint venture | 0 | 0 | ||
Intangible assets, net | 0 | 0 | ||
Other noncurrent assets | (1,409) | (1,355) | ||
Equity Method Investments | (33,941) | |||
Receivables from affiliates | (184,251) | (187,837) | ||
Property, plant and equipment, net | 0 | 0 | ||
Disposal Group, Including Discontinued Operation, Assets, Noncurrent | 0 | |||
Total assets | (186,749) | (223,996) | ||
Accounts payable | 0 | 0 | ||
Payables due to affiliates | (1,021) | (795) | ||
Other current liabilities | 0 | 0 | ||
Current portion of long-term debt | 0 | 0 | ||
Disposal Group, Including Discontinued Operation, Liabilities, Current | 0 | |||
Total current liabilities | (1,021) | (795) | ||
Long-term debt, less current portion | 0 | 0 | ||
Investment in subsidiary liability | (16,900) | |||
Payables due to affiliates | (184,251) | (187,838) | ||
Deferred income taxes | (1,269) | (1,355) | ||
Other noncurrent liabilities | 0 | 0 | ||
Stockholders’ equity (deficit) | 16,692 | (34,008) | ||
Total liabilities and stockholders’ equity | $ (186,749) | $ (223,996) |
Guarantor Finanical Informati62
Guarantor Finanical Information Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net Sales | $ 163,848 | $ 188,540 |
Cost of materials (exclusive of depreciation and amortization) | 133,758 | 144,355 |
Warehouse, processing and delivery expense | 23,403 | 23,591 |
Sales, general and administrative expense | 17,437 | 20,968 |
Restructuring Expense (Income) | 11,718 | 831 |
Depreciation and amortization expense | 4,393 | 5,894 |
Impairment of goodwill | 0 | 0 |
Total Costs and Expenses (Income) | 190,709 | 195,639 |
Operating income (loss) | (26,861) | (7,099) |
Interest expense, net | 10,369 | 10,164 |
Debt Restructuring Costs | 7,075 | 0 |
Other expense, net | 1,145 | 6,225 |
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture | (45,450) | (23,488) |
Income tax benefit | 335 | 6,951 |
Income Loss from Continuing Operations Before Income Loss from Equity Method Investments Net of Tax | (45,115) | (16,537) |
Equity in (losses) earnings of subsidiaries | 0 | 0 |
Equity in earnings of joint venture | 311 | 875 |
Income (Loss) from Continuing Operations Attributable to Parent | (44,804) | (15,662) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 7,934 | 535 |
Net (Loss) Income | (36,870) | (15,127) |
Comprehensive (loss) income | (35,803) | (18,419) |
Parent | ||
Net Sales | 112,598 | 132,450 |
Cost of materials (exclusive of depreciation and amortization) | 93,018 | 100,027 |
Warehouse, processing and delivery expense | 17,864 | 17,542 |
Sales, general and administrative expense | 15,004 | 17,342 |
Restructuring Expense (Income) | 9,817 | 831 |
Depreciation and amortization expense | 3,804 | 4,743 |
Total Costs and Expenses (Income) | 139,507 | 140,485 |
Operating income (loss) | (26,909) | (8,035) |
Interest expense, net | 5,656 | 6,031 |
Debt Restructuring Costs | 3,859 | |
Other expense, net | 0 | 0 |
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture | (36,424) | (14,066) |
Income tax benefit | (1,447) | 5,960 |
Income Loss from Continuing Operations Before Income Loss from Equity Method Investments Net of Tax | (37,871) | (8,106) |
Equity in (losses) earnings of subsidiaries | (2,304) | (7,896) |
Equity in earnings of joint venture | 311 | 875 |
Income (Loss) from Continuing Operations Attributable to Parent | (39,864) | (15,127) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 2,994 | 0 |
Net (Loss) Income | (36,870) | (15,127) |
Comprehensive (loss) income | (35,803) | (18,419) |
Guarantors | ||
Net Sales | 0 | 0 |
Cost of materials (exclusive of depreciation and amortization) | 0 | 0 |
Warehouse, processing and delivery expense | 0 | (522) |
Sales, general and administrative expense | 0 | 0 |
Restructuring Expense (Income) | 125 | 0 |
Depreciation and amortization expense | 11 | 138 |
Total Costs and Expenses (Income) | 136 | (384) |
Operating income (loss) | (136) | 384 |
Interest expense, net | 0 | 0 |
Debt Restructuring Costs | 0 | |
Other expense, net | 0 | 0 |
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture | (136) | 384 |
Income tax benefit | 52 | 0 |
Income Loss from Continuing Operations Before Income Loss from Equity Method Investments Net of Tax | (84) | 384 |
Equity in (losses) earnings of subsidiaries | 0 | 0 |
Equity in earnings of joint venture | 0 | 0 |
Income (Loss) from Continuing Operations Attributable to Parent | (84) | 384 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 4,940 | 535 |
Net (Loss) Income | 4,856 | 919 |
Comprehensive (loss) income | 4,856 | 919 |
Non-Guarantors | ||
Net Sales | 54,673 | 59,000 |
Cost of materials (exclusive of depreciation and amortization) | 44,163 | 47,238 |
Warehouse, processing and delivery expense | 5,539 | 6,571 |
Sales, general and administrative expense | 2,433 | 3,626 |
Restructuring Expense (Income) | 1,776 | 0 |
Depreciation and amortization expense | 578 | 1,013 |
Total Costs and Expenses (Income) | 54,489 | 58,448 |
Operating income (loss) | 184 | 552 |
Interest expense, net | 4,713 | 4,133 |
Debt Restructuring Costs | 3,216 | |
Other expense, net | 1,145 | 6,225 |
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture | (8,890) | (9,806) |
Income tax benefit | 1,730 | 991 |
Income Loss from Continuing Operations Before Income Loss from Equity Method Investments Net of Tax | (7,160) | (8,815) |
Equity in (losses) earnings of subsidiaries | 0 | 0 |
Equity in earnings of joint venture | 0 | 0 |
Income (Loss) from Continuing Operations Attributable to Parent | (7,160) | (8,815) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 0 | 0 |
Net (Loss) Income | (7,160) | (8,815) |
Comprehensive (loss) income | (6,549) | (13,129) |
Eliminations | ||
Net Sales | (3,423) | (2,910) |
Cost of materials (exclusive of depreciation and amortization) | (3,423) | (2,910) |
Warehouse, processing and delivery expense | 0 | 0 |
Sales, general and administrative expense | 0 | 0 |
Restructuring Expense (Income) | 0 | 0 |
Depreciation and amortization expense | 0 | 0 |
Total Costs and Expenses (Income) | (3,423) | (2,910) |
Operating income (loss) | 0 | 0 |
Interest expense, net | 0 | 0 |
Debt Restructuring Costs | 0 | |
Other expense, net | 0 | 0 |
(Loss) income from continuing operations before income taxes and equity in earnings (losses) of subsidiaries and joint venture | 0 | 0 |
Income tax benefit | 0 | 0 |
Income Loss from Continuing Operations Before Income Loss from Equity Method Investments Net of Tax | 0 | 0 |
Equity in (losses) earnings of subsidiaries | 2,304 | 7,896 |
Equity in earnings of joint venture | 0 | 0 |
Income (Loss) from Continuing Operations Attributable to Parent | 2,304 | 7,896 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 0 | 0 |
Net (Loss) Income | 2,304 | 7,896 |
Comprehensive (loss) income | $ 1,693 | $ 12,210 |
Guarantor Finanical Informati63
Guarantor Finanical Information Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net (Loss) Income | $ (36,870) | $ (15,127) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 7,934 | 535 |
Income (Loss) from Continuing Operations Attributable to Parent | (44,804) | (15,662) |
Equity in losses of subsidiaries | 0 | 0 |
Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations | 48,338 | 11,201 |
Net cash from (used in) operating activities | 3,534 | (4,461) |
Cash Provided by (Used in) Operating Activities, Discontinued Operations | (5,219) | 1,681 |
Net Cash Provided by (Used in) Operating Activities | (1,685) | (2,780) |
Capital expenditures | (1,238) | (1,837) |
Proceeds from Sale of Property, Plant and Equipment | 467 | 7,541 |
Net advances to subsidiaries | 0 | 0 |
Net cash from (used in) investing activities | (771) | 5,704 |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 53,570 | (224) |
Net Cash Provided by (Used in) Investing Activities | 52,799 | 5,480 |
Proceeds from long-term debt | 287,113 | 206,900 |
Repayments of long-term debt | (331,196) | (204,357) |
Net intercompany (repayments) borrowings | 0 | 0 |
Payments of Build to Suit Lease Liability | (462) | 0 |
Other financing activities | (7,537) | 0 |
Net cash from (used in) financing activities | (51,620) | 2,543 |
Effect of exchange rate changes on cash and cash equivalents | 124 | (331) |
(Decrease) increase in cash and cash equivalents | (382) | 4,912 |
Cash and cash equivalents - beginning of year | 11,100 | 8,454 |
Cash and cash equivalents - end of period | 10,718 | 13,366 |
Parent | ||
Net (Loss) Income | (36,870) | (15,127) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 2,994 | 0 |
Income (Loss) from Continuing Operations Attributable to Parent | (39,864) | (15,127) |
Equity in losses of subsidiaries | 2,304 | 7,896 |
Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations | 40,728 | 15,460 |
Net cash from (used in) operating activities | 3,168 | 8,229 |
Cash Provided by (Used in) Operating Activities, Discontinued Operations | 0 | 0 |
Net Cash Provided by (Used in) Operating Activities | 3,168 | 8,229 |
Capital expenditures | (992) | (1,257) |
Proceeds from Sale of Property, Plant and Equipment | 466 | 7,541 |
Net advances to subsidiaries | (4,893) | (13,627) |
Net cash from (used in) investing activities | (5,419) | (7,343) |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 53,570 | 0 |
Net Cash Provided by (Used in) Investing Activities | 48,151 | (7,343) |
Proceeds from long-term debt | 287,113 | 206,900 |
Repayments of long-term debt | (331,185) | (204,350) |
Net intercompany (repayments) borrowings | 0 | 0 |
Other financing activities | (7,537) | 0 |
Net cash from (used in) financing activities | (51,609) | 2,550 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
(Decrease) increase in cash and cash equivalents | (290) | 3,436 |
Cash and cash equivalents - beginning of year | 1,220 | 511 |
Cash and cash equivalents - end of period | 930 | 3,947 |
Guarantors | ||
Net (Loss) Income | 4,856 | 919 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 4,940 | 535 |
Income (Loss) from Continuing Operations Attributable to Parent | (84) | 384 |
Equity in losses of subsidiaries | 0 | 0 |
Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations | 1,978 | 230 |
Net cash from (used in) operating activities | 1,894 | 614 |
Cash Provided by (Used in) Operating Activities, Discontinued Operations | (5,219) | 1,681 |
Net Cash Provided by (Used in) Operating Activities | (3,325) | 2,295 |
Capital expenditures | (10) | (49) |
Proceeds from Sale of Property, Plant and Equipment | 0 | 0 |
Net advances to subsidiaries | 0 | 0 |
Net cash from (used in) investing activities | (10) | (49) |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 0 | (224) |
Net Cash Provided by (Used in) Investing Activities | (10) | (273) |
Proceeds from long-term debt | 0 | 0 |
Repayments of long-term debt | 0 | 0 |
Net intercompany (repayments) borrowings | 3,289 | (2,029) |
Other financing activities | 0 | 0 |
Net cash from (used in) financing activities | 3,289 | (2,029) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
(Decrease) increase in cash and cash equivalents | (46) | (7) |
Cash and cash equivalents - beginning of year | 46 | 977 |
Cash and cash equivalents - end of period | 0 | 970 |
Non-Guarantors | ||
Net (Loss) Income | (7,160) | (8,815) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 0 | 0 |
Income (Loss) from Continuing Operations Attributable to Parent | (7,160) | (8,815) |
Equity in losses of subsidiaries | 0 | 0 |
Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations | 5,632 | (4,489) |
Net cash from (used in) operating activities | (1,528) | (13,304) |
Cash Provided by (Used in) Operating Activities, Discontinued Operations | 0 | 0 |
Net Cash Provided by (Used in) Operating Activities | (1,528) | (13,304) |
Capital expenditures | (236) | (531) |
Proceeds from Sale of Property, Plant and Equipment | 1 | 0 |
Net advances to subsidiaries | 0 | 0 |
Net cash from (used in) investing activities | (235) | (531) |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 0 | 0 |
Net Cash Provided by (Used in) Investing Activities | (235) | (531) |
Proceeds from long-term debt | 0 | 0 |
Repayments of long-term debt | (11) | (7) |
Net intercompany (repayments) borrowings | 1,604 | 15,656 |
Other financing activities | 0 | 0 |
Net cash from (used in) financing activities | 1,593 | 15,649 |
Effect of exchange rate changes on cash and cash equivalents | 124 | (331) |
(Decrease) increase in cash and cash equivalents | (46) | 1,483 |
Cash and cash equivalents - beginning of year | 9,834 | 6,966 |
Cash and cash equivalents - end of period | 9,788 | 8,449 |
Eliminations | ||
Net (Loss) Income | 2,304 | 7,896 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | 0 | 0 |
Income (Loss) from Continuing Operations Attributable to Parent | 2,304 | 7,896 |
Equity in losses of subsidiaries | (2,304) | (7,896) |
Adjustments to reconcile net (loss) income from continuing operations to cash from (used in) operating activities of continuing operations | 0 | 0 |
Net cash from (used in) operating activities | 0 | 0 |
Cash Provided by (Used in) Operating Activities, Discontinued Operations | 0 | 0 |
Net Cash Provided by (Used in) Operating Activities | 0 | 0 |
Capital expenditures | 0 | 0 |
Proceeds from Sale of Property, Plant and Equipment | 0 | 0 |
Net advances to subsidiaries | 4,893 | 13,627 |
Net cash from (used in) investing activities | 4,893 | 13,627 |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | 0 | 0 |
Net Cash Provided by (Used in) Investing Activities | 4,893 | 13,627 |
Proceeds from long-term debt | 0 | 0 |
Repayments of long-term debt | 0 | 0 |
Net intercompany (repayments) borrowings | (4,893) | (13,627) |
Other financing activities | 0 | 0 |
Net cash from (used in) financing activities | (4,893) | (13,627) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
(Decrease) increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents - beginning of year | 0 | 0 |
Cash and cash equivalents - end of period | $ 0 | $ 0 |
Guarantor Financial Information
Guarantor Financial Information Guarantor Financial Information Narrative (Details) | 3 Months Ended |
Mar. 31, 2016 | |
Guarantor Subsidiary, Ownership Percentage | 100.00% |