Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Feb. 29, 2024 | Apr. 08, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Feb. 29, 2024 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Trading Symbol | WS | |
Entity Registrant Name | WORTHINGTON STEEL, INC. | |
Entity Central Index Key | 0001968487 | |
Current Fiscal Year End Date | --05-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Incorporation, State or Country Code | OH | |
Entity Shell Company | false | |
Entity File Number | 001-41830 | |
Entity Tax Identification Number | 92-2632000 | |
Entity Address, Address Line One | 100 Old Wilson Bridge Road | |
Entity Address, City or Town | Columbus | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 43085 | |
City Area Code | 614 | |
Local Phone Number | 840-3462 | |
Entity Common Stock, Shares Outstanding | 50,383,242 | |
Title of 12(b) Security | Common Shares, Without Par Value | |
Security Exchange Name | NYSE |
Consolidated and Combined Balan
Consolidated and Combined Balance Sheets - USD ($) $ in Millions | Feb. 29, 2024 | May 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 60.8 | $ 32.7 |
Receivables, less allowances of $1.8 and $2.6 at February 29, 2024 and May 31, 2023, respectively | 468.8 | 468 |
Inventories: | ||
Raw materials | 157.1 | 173.9 |
Work in process | 175.8 | 164.1 |
Finished products | 75.3 | 76.8 |
Total inventories | 408.2 | 414.8 |
Income taxes receivable | 6.2 | 4.3 |
Assets held for sale | 1.8 | 3.4 |
Prepaid expenses and other current assets | 77.1 | 57.7 |
Total current assets | 1,022.9 | 980.9 |
Investment in unconsolidated affiliate | 130.3 | 114.6 |
Operating lease assets | 72.2 | 75.3 |
Goodwill | 79.7 | 78.6 |
Other intangible assets, net of accumulated amortization of $43.7 and $38.9 at February 29, 2024 and May 31, 2023, respectively | 78.6 | 83.4 |
Deferred income taxes | 5.8 | 6.3 |
Other assets | 12.1 | 10.9 |
Property, plant and equipment: | ||
Land | 39.1 | 37.6 |
Buildings and improvements | 176.8 | 168.6 |
Machinery and equipment | 892.2 | 847.5 |
Construction in progress | 48.9 | 20.3 |
Total property, plant and equipment | 1,157 | 1,074 |
Less: accumulated depreciation | 709.6 | 659.6 |
Total property, plant and equipment, net | 447.4 | 414.4 |
Total assets | 1,849 | 1,764.4 |
Current liabilities: | ||
Accounts payable | 407.3 | 402.2 |
Short-term borrowings | 147.2 | 2.8 |
Accrued compensation, contributions to employee benefit plans and related taxes | 46.7 | 31.9 |
Dividends payable | 8.5 | 0 |
Other accrued items | 15.3 | 15.6 |
Current operating lease liabilities | 6.7 | 5.9 |
Income taxes payable | 13.7 | 0 |
Current maturities of long-term debt due to Former Parent | 0 | 20 |
Total current liabilities | 645.4 | 478.4 |
Other liabilities | 38.2 | 33.6 |
Noncurrent operating lease liabilities | 68.4 | 71.7 |
Deferred income taxes, net | 26.7 | 26.1 |
Total liabilities | 778.7 | 609.8 |
Preferred shares, without par value; authorized - 1,000,000 shares February 29, 2024 and no shares at May 31, 2023; no shares issued or outstanding | ||
Common shares, without par value; authorized - 150,000,000 shares at February 29, 2024; issued and outstanding 49,294,494 shares and 100 shares at February 29, 2024 and May 31, 2023, respectively | ||
Additional Paid-in Capital | 903 | 0 |
Retained Earnings | 40.9 | 0 |
Net Investment by the Former Parent | 0 | 1,031.1 |
Accumulated other comprehensive income (loss), net of taxes of $(1.5) and $(2.6) at February 29, 2024 and May 31, 2023, respectively | (6.3) | (2.1) |
Total Shareholders' equity - controlling interest | 937.6 | 1,029 |
Noncontrolling interests | 132.7 | 125.6 |
Total equity | 1,070.3 | 1,154.6 |
Total liabilities and equity | $ 1,849 | $ 1,764.4 |
Consolidated and Combined Bal_2
Consolidated and Combined Balance Sheets (Parenthetical) - USD ($) $ in Millions | Feb. 29, 2024 | May 31, 2023 | |
Statement of Financial Position [Abstract] | |||
Receivables, allowances | $ 1.8 | $ 2.6 | |
Other intangible assets, accumulated amortization | $ 43.7 | $ 38.9 | |
Preferred shares, without par value | |||
Preferred shares, shares authorized | 1,000,000 | 0 | |
Preferred shares, shares issued | 0 | 0 | |
Preferred shares, shares outstanding | 0 | 0 | |
Common stock, without par value | |||
Common shares, authorized | 150,000,000 | ||
Common shares, shares issued | 49,294,494 | 100 | |
Common shares, shares outstanding | 49,294,494 | [1] | 100 |
Accumulated other comprehensive income (loss), taxes | $ (1.5) | $ (2.6) | |
[1] Prior to the third quarter of fiscal 2024, reported Weighted average common shares outstanding (Basic) and Common shares outstanding at end of period reflects the basic shares at the Separation. This share amount is being utilized for the calculation of basic earnings per share for periods presented prior to the Separation. |
Consolidated and Combined State
Consolidated and Combined Statements of Earnings - USD ($) | 3 Months Ended | 9 Months Ended | |||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | ||
Income Statement [Abstract] | |||||
Net sales | $ 805,800,000 | $ 780,700,000 | $ 2,519,600,000 | $ 2,723,700,000 | |
Cost of goods sold | 685,700,000 | 717,500,000 | 2,210,800,000 | 2,537,400,000 | |
Gross margin | 120,100,000 | 63,200,000 | 308,800,000 | 186,300,000 | |
Selling, general and administrative expense | 52,800,000 | 49,700,000 | 160,700,000 | 147,700,000 | |
Impairment of long-lived assets | 0 | 0 | 1,400,000 | 300,000 | |
Restructuring and other income, net | 0 | 0 | 0 | (4,200,000) | |
Separation Costs | 1,000,000 | 4,000,000 | 19,500,000 | 12,000,000 | |
Operating income | 66,300,000 | 9,500,000 | 127,200,000 | 30,500,000 | |
Other income (expense): | |||||
Miscellaneous income (expense), net | 100,000 | 1,300,000 | 1,600,000 | 2,400,000 | |
Interest expense, net | (2,900,000) | (500,000) | (3,600,000) | (2,700,000) | |
Equity in net income of unconsolidated affiliates | 2,900,000 | (200,000) | 15,700,000 | 3,500,000 | |
Earnings before income taxes | 66,400,000 | 10,100,000 | 140,900,000 | 33,700,000 | |
Income tax expense | 14,000,000 | 800,000 | 28,500,000 | 5,600,000 | |
Net earnings | 52,400,000 | 9,300,000 | 112,400,000 | 28,100,000 | |
Net earnings attributable to noncontrolling interests | 3,400,000 | 3,900,000 | 10,900,000 | 8,300,000 | |
Net earnings attributable to controlling interest | $ 49,000,000 | $ 5,400,000 | $ 101,500,000 | $ 19,800,000 | |
Basic | |||||
Weighted average common shares outstanding | [1] | 49,300,000 | 49,300,000 | 49,300,000 | 49,300,000 |
Earnings per common share attributable to controlling interest | $ 0.99 | $ 0.11 | $ 2.06 | $ 0.4 | |
Diluted | |||||
Weighted average common shares outstanding | [2] | 50,300,000 | 49,300,000 | 49,600,000 | 49,300,000 |
Earnings per common share attributable to controlling interest | $ 0.98 | $ 0.11 | $ 2.05 | $ 0.4 | |
Common shares outstanding at end of period | [1] | 49,294,494 | 49,300,000 | 49,294,494 | 49,300,000 |
Cash dividends declared per common share | $ 0.16 | $ 0.16 | |||
[1] Prior to the third quarter of fiscal 2024, reported Weighted average common shares outstanding (Basic) and Common shares outstanding at end of period reflects the basic shares at the Separation. This share amount is being utilized for the calculation of basic earnings per share for periods presented prior to the Separation. Prior to the third quarter of fiscal 2024, reported Weighted average common shares outstanding (Diluted) reflects the basic shares at the Separation. This share amount is being utilized for the calculation of diluted earnings per share for periods presented prior to the Separation. |
Consolidated and Combined Sta_2
Consolidated and Combined Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 52.4 | $ 9.3 | $ 112.4 | $ 28.1 |
Other comprehensive income (loss), net of tax | ||||
Foreign currency translation | (0.4) | 0.1 | (0.7) | (5.9) |
Cash flow hedges | (6.7) | 24.6 | (3.5) | 13.8 |
Other comprehensive income (loss) | (7.1) | 24.7 | (4.2) | 7.9 |
Comprehensive income | 45.3 | 34 | 108.2 | 36 |
Comprehensive income attributable to noncontrolling interests | 3.4 | 3.9 | 10.9 | 8.3 |
Comprehensive income attributable to controlling interest | $ 41.9 | $ 30.1 | $ 97.3 | $ 27.7 |
Consolidated and Combined Sta_3
Consolidated and Combined Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Operating activities: | ||||
Net earnings | $ 52.4 | $ 9.3 | $ 112.4 | $ 28.1 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||||
Depreciation and amortization | 15.9 | 17 | 49.2 | 52.4 |
Impairment of long-lived assets | 0 | 0 | 1.4 | 0.3 |
Benefit from deferred income taxes | (0.9) | (0.1) | (1.1) | (0.3) |
Bad debt expense (income) | (0.2) | 2.3 | (0.6) | 3.6 |
Equity in net income of unconsolidated affiliate, net of distributions | (2.9) | 10.2 | (15.7) | 6.5 |
Net gain on sale of assets | 0 | 0 | (0.4) | (3.8) |
Stock-based compensation | 2.2 | 2.7 | 8.3 | 7.5 |
Changes in assets and liabilities, net of impact of acquisitions: | ||||
Receivables | (52.1) | 9.6 | 4.4 | 123.6 |
Inventories | (34.9) | 34.3 | 13.4 | 179.4 |
Accounts payable | 45.5 | 14.6 | (4.4) | (161.5) |
Accrued compensation and employee benefits | 4.4 | (1) | 1.7 | (6.5) |
Other operating items, net | 15.3 | 19.3 | (4.7) | 6.4 |
Net cash provided by operating activities | 44.7 | 118.2 | 163.9 | 235.7 |
Investing activities: | ||||
Investment in property, plant and equipment | (22.4) | (10.8) | (58.6) | (36.4) |
Proceeds from sale of assets, net of selling costs | 0 | 0 | 0.8 | 23.2 |
Acquisitions, net of cash acquired | 0 | 0 | (21) | 0 |
Net cash used in investing activities | (22.4) | (10.8) | (78.8) | (13.2) |
Financing activities: | ||||
Distribution to the Former Parent in connection with the Separation | (150) | 0 | (150) | 0 |
Transfers from (to) Former Parent | 3.8 | (99.5) | (47.6) | (138.7) |
Proceeds from (repayment of) short-term borrowings | (45) | (1.3) | 127.2 | (44.4) |
Proceeds from revolving credit facility borrowings - swing loans | 142.6 | 0 | 142.6 | 0 |
Repayment of revolving credit facility borrowings - swing loans | (125.4) | 0 | (125.4) | 0 |
Principal payments on long-term obligations | 0 | (5) | 0 | (15) |
Payments to noncontrolling interests | (1.9) | 0 | (3.8) | (11.8) |
Net cash used in financing activities | (175.9) | (105.8) | (57) | (209.9) |
Increase (decrease) in cash and cash equivalents | (153.6) | 1.6 | 28.1 | 12.6 |
Cash and cash equivalents at beginning of period | 214.4 | 31.1 | 32.7 | 20.1 |
Cash and cash equivalents at end of period | $ 60.8 | $ 32.7 | $ 60.8 | $ 32.7 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 49 | $ 5.4 | $ 101.5 | $ 19.8 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Feb. 29, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Description of the Business, Th
Description of the Business, The Separation, Agreements with Former Parent and Separation Costs, and Basis of Presentation | 9 Months Ended |
Feb. 29, 2024 | |
Accounting Policies [Abstract] | |
Description of the Business, The Separation, Agreements with Former Parent and Separation Costs, and Basis of Presentation | Note A – Description of the Business, The Separation, Agreements with the Former Parent and Separation Costs, and Basis of Presentation Description of the Business The Company is one of North America’s premier value-added steel processors with the ability to provide a diversified range of products and services that span a variety of end markets. The Company mai ntains market leading positions in the North American carbon flat-rolled steel and tailor welded blank industries and are one of the largest global producers of electrical steel laminations. For nearly 70 years, the Company has been delivering high quality steel processing capabilities across a variety of end-markets including automotive, heavy truck, agriculture, construction, and energy. The Company serves its customers primarily by processing flat-rolled steel coils, which is sourced primarily from various North American steel mills, into the precise type, thickness, length, width, shape, and surface quality required by customer specifications. The Company sells steel on a direct basis, whereby it is exposed to the risk and rewards of ownership of the material while in its possession. Additionally, the Company toll processes steel under a fee for service arrangement whereby it processes customer-owned material. The Company’s manufacturing facilities further benefit from the flexibility to scale between direct and tolling services based on demand dynamics throughout the year. Fiscal Periods The Company’s fiscal year and fourth quarter ends on May 31, with “fiscal 2023” ended on May 31, 2023, and “fiscal 2024” ending on May 31, 2024. The Company’s other quarterly periods end on the final day of August (first quarter), November (second quarter) and February (third quarter). The Separation On September 29, 2022, Worthington Enterprises, Inc., then known as Worthington Industries, Inc. (the “Former Parent”) announced its intention to spin off its existing steel processing business, Worthington Steel, into a stand-alone publicly traded company. This was completed through a tax-free pro rata distribution of 100 % of the common shares of Worthington Steel (the “Separation”) to holders of record of Worthington Enterprises, Inc. common shares as of the close of business on November 21, 2023, (the “Record Date”). Each holder of record of Worthington Enterprises, Inc. common shares received one common share of Worthington Steel for every one Worthington Enterprises, Inc. common share held at the close of business on the Record Date (the “Distribution”). The Separation was completed on December 1, 2023, (the “Distribution Date”), at 12:01 a.m., Eastern Time. In connection with the Separation, Worthington Steel made a cash distribution to the Former Parent of $ 150.0 million from the issuances of certain debt (see Note H – Debt). Additionally, as part of the Separation, the Former Parent made a contribution of certain assets and liabilities, including $ 3.8 million of cash and cash equivalents, to Worthington Steel. The Former Parent retained no ownership interest in Worthington Steel following the Separation. Also on December 1, 2023, Worthington Steel’s common shares began trading on the New York Stock Exchange (“NYSE”) under the ticker symbol “WS.” Agreements with the Former Parent and Separation Costs On November 30, 2023, in connection with the Separation, the Company entered into several agreements with the Former Parent that govern the relationship between the Former Parent and the Company following the Distribution, including a Separation and Distribution Agreement, Tax Matters Agreement, Employee Matters Agreement, Steel Supply Agreement, and Transition Services Agreement. Direct and incremental costs incurred in connection with the Separation, including (a) fees paid to third parties for audit, advisory, and legal services to effect the Separation, (b) non-recurring employee-related costs, such as retention bonuses, and (c) non-recurring functional costs associated with shared corporate functions (collectively, the “Separation Costs”) are presented separately in the Company’s consolidated and combined statements of earnings. Separation Costs totaled $ 1.0 million and $ 4.0 million during the third quarter of fiscal 2024 and third quarter of fiscal 2023, respectively, and $ 19.5 million and $ 12.0 million during the nine months ended February 29, 2024 and nine months ended February 28, 2023, respectively. Basis of Presentation – Unaudited Consolidated and Combined Financial Statements The Company’s financial statements for the periods until the Separation on December 1, 2023, are combined financial statements prepared on a carve-out basis as discussed below. The Company’s financial statements for the periods beginning on and after December 1, 2023, are consolidated financial statements based on the reported results of Worthington Steel as a stand-alone company. Accordingly, the third quarter of fiscal 2024 included consolidated and combined financial statements, whereas all prior periods included combined financial statements. The accompanying consolidated and combined financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”). The consolidated and combined financial statements may not be indicative of the Company’s future performance and do not necessarily reflect what the financial position, results of operations, and cash flows would have been had it operated as an independent company during all of the periods presented. Basis of Presentation – Prior to Separation Prior to the Separation on December 1, 2023, the Company operated as a business of the Former Parent. Accordingly, the combined historical financial statements for the periods presented prior to and as of November 30, 2023, are prepared on a “carve-out” basis. The Company’s combined financial statements are prepared on a carve-out basis using the consolidated financial statements and accounting records of the Former Parent in accordance with GAAP. The Company’s combined financial statements include the historical operations that comprise its business and reflect significant assumptions and allocations as well as certain assets and liabilities that have historically been held at the Former Parent’s corporate level but are specifically identifiable or otherwise attributable to the Company. The carve-out combined financial statements may not include all expenses that would have been incurred had it existed as a separate, stand-alone entity during the periods presented. The income tax provision in the carve-out combined statements of earnings has been calculated as if the Company was operating on a stand-alone basis and filed separate tax returns in the jurisdictions in which it operates. Therefore, cash tax payments and items of current and deferred taxes may not be reflective of the Company’s actual tax balances prior to or subsequent to the carve-out. Transactions and accounts which have occurred within the Company have been eliminated, based on historical intracompany activity. The Former Parent’s net investment in these operations, including intercompany transactions between the Former Parent and the Company, are reflected as Net Investment by the Former Parent on the accompanying consolidated and combined financial statements. The Company’s consolidated and combined financial statements include certain costs of doing business incurred by the Former Parent at the corporate level. These costs are for (1) certain corporate support functions provided on a centralized basis, including information technology, human resources, finance, and corporate operations, amongst others, (2) profit sharing and bonuses, and (3) respective surpluses and shortfalls of various planned insurance expenses. These costs are included in the consolidated and combined statements of earnings, primarily within selling, general and administrative expense (“SG&A”). These expenses were allocated to the Company on the basis of direct usage when identifiable, with the remaining allocated using related drivers associated with the nature of the business, such as, headcount or profitability, considering the characteristics of each respective cost. Management believes the assumptions regarding the allocation of the Former Parent’s general corporate expenses are reasonable. All other third party-debt and related interest expense not directly attributable to the Company have been excluded from the consolidated and combined financial statements because it is not the legal obligor of the debt and the borrowings are not specifically identifiable to the Company. Additionally, as described in “Note P – Related Party Transactions,” debt and related interest expense between the Former Parent and TWB has been attributed to the Company, as the Company is both the legal obligor and directly benefited from the borrowings. Additionally, the Former Parent incurred Separation Costs that have been directly attributed to the Company to the extent incurred to its direct benefit and are presented separately in the Company’s consolidated and combined statements of earnings. The Company’s consolidated and combined financial statements may not include all of the actual expenses that would have been incurred and may not reflect its consolidated and combined results of earnings, balance sheet, and cash flows had it operated as a stand-alone company during the periods presented. Management considers these cost allocations to be reasonably reflective of the Company’s utilization of the Former Parent’s corporate support services. Actual costs that would have been incurred if the Company had been a stand-alone company may have been different than these estimates during the periods presented. The Former Parent utilized a centralized cash management program to manage cash for the majority of its entities. For entities that were enrolled in the program, all cash was swept into a cash pool. Accordingly, the cash and cash equivalents held by the Former Parent at the corporate level were not attributed to the Company for any of the periods presented. The Company’s foreign operations did not participate in the centralized cash management program. These cash amounts are specifically attributable to Worthington Steel and therefore are reflected in the accompanying consolidated and combined balance sheets. Transfers of cash, both to and from the Former Parent’s centralized cash management program, are reflected as a component of Net Investment by the Former Parent on the accompanying consolidated and combined balance sheets and as a financing activity on the accompanying consolidated and combined statements of cash flows. Net Investment by the Former Parent Net Investment by the Former Parent in the consolidated and combined balance sheets and in “Note J – Changes in Equity” represents the Former Parent’s historical investment in the Company, the net effect of transactions with and allocations from the Former Parent, and the Company’s retained earnings. All transactions reflected in Net Investment by the Former Parent in the accompanying consolidated and combined balance sheets have been considered as financing activities for purposes of the consolidated and combined statements of cash flows. For additional information, see “Basis of Presentation – Prior to Separation” above and “Note P – Related Party Transactions.” Consolidated Subsidiaries and Investment in Unconsolidated Affiliate The consolidated and combined financial statements include the accounts of Worthington Steel and its consolidated subsidiaries. Investments in unconsolidated affiliates are accounted for using the equity method. Material intercompany accounts and transactions are eliminated. The Company owns controlling interests in the following three operating joint ventures: Spartan Steel Coating, L.L.C. (“Spartan”) ( 52 %); TWB Company, L.L.C. (“TWB”) ( 55 %); and Worthington Samuel Coil Processing, L.L.C. (“WSCP”) ( 63 %). The Company also owned a controlling interest ( 51 %) in Worthington Specialty Processing (“WSP”), which became a non-operating joint venture on October 31, 2022, when its remaining net assets were sold. These joint ventures are consolidated with the equity owned by the other joint venture members shown as noncontrolling interests in the Company’s consolidated and combined balance sheets, and their portions of net earnings and other comprehensive income (loss) (“OCI”) shown as net earnings or comprehensive income attributable to noncontrolling interests in the Company’s consolidated and combined statements of earnings and comprehensive income, respectively. The Company owns a noncontrolling interest ( 50 %) in one unconsolidated joint venture: Serviacero Planos, S. de R.L. de C.V. (“Serviacero Worthington”). The investment in the Company’s unconsolidated affiliate is accounted for using the equity method. See further discussion of the Company’s unconsolidated affiliate in “ Note C – Investment in Unconsolidated Affiliate.” Organizational Structure and Operating Segment The Company’s operations are managed principally on a products and services basis under a single group organizational structure. Following the Separation, the financial information reviewed by the Company’s Chief Operating Decision Maker (“CODM”) for the purpose of assessing performance and allocating resources has been presented as a single component, or operating segment, and comprises all of the Company’s operations. The Company’s CODM is Worthington Steel’s Chief Executive Officer (“CEO”). Concentration of Net Sales The Company sells its products and services to a diverse customer base and a broad range of end markets. The automotive industry is the largest end market for the Company, including Serviacero Worthington, with sales representing 50 % of its consolidated net sales for the third quarter of fiscal 2024 and 52 % of its combined net sales for the third quarter of fiscal 2023, and 52 % and 49 % of its consolidated and combined net sales for the nine months ended February 29, 2024 and February 28, 2023, respectively. Sales to one automotive customer represented 13.2 % and 17.6 % of its consolidated net sales for the third quarter of fiscal 2024 and the third quarter of fiscal 2023, respectively, and 15.0 % and 16.1 % of its consolidated and combined net sales for the nine months ended February 29, 2024 and February 28, 2023, respectively. Preparation of Financial Statements Including the Use of Estimates These unaudited consolidated and combined financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments, which are of a normal and recurring nature except those which have been disclosed elsewhere in this Form 10-Q, necessary for a fair presentation of the consolidated and combined financial statements for these interim periods, have been included. Operating results for the third quarter of fiscal 2024 are not necessarily indicative of the results that may be expected for the entirety of fiscal 2024 or any other quarter. For further information, refer to the consolidated and combined financial statements and notes thereto included in the Form 10. The preparation of consolidated and combined financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated and combined financial statements and accompanying notes. Actual results could differ materially from those estimates. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Feb. 29, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Note B – Revenue Recognition The following table summarizes net sales by product class for the periods presented: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Product class Direct $ 763.3 $ 745.5 $ 2,402.6 $ 2,616.0 Toll 42.5 35.2 117.0 107.7 Total $ 805.8 $ 780.7 $ 2,519.6 $ 2,723.7 The following table summarizes revenue that has been recognized over time for the periods presented: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Steel processing – toll $ 42.5 $ 35.2 $ 117.0 $ 107.7 The following table summarizes the unbilled receivables at the dates indicated: February 29, May 31, (In millions) Balance Sheet Classification 2023 (1) 2023 (1) Unbilled receivables Receivables $ 4.6 $ 3.7 (1) There were no contract assets at either of the dates indicated above. |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliate | 9 Months Ended |
Feb. 29, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Unconsolidated Affiliate | Note C – Investment in Unconsolidated Affiliate The Company owns a noncontrolling interest ( 50 %) in one unconsolidated joint venture, Serviacero Worthington. The Company accounts for its investment in Serviacero Worthington using the equity method of accounting. Serviacero Worthington provides steel processing services, such as pickling, blanking, slitting, multi-blanking and cutting-to-length, to customers in a variety of industries including automotive, appliance and heavy equipment. The Company did no t receive any distributions from Serviacero Worthington during the nine months ended February 29, 2024 . The Company received distributions from Serviacero Worthington totaling $ 10.0 million during the nine months ended February 28, 2023. The following tables summarize the financial information of Serviacero Worthington as of the dates, and for the periods, presented: February 29, May 31, (In millions) 2024 2023 Cash and cash equivalents $ 10.9 $ 12.2 Other current assets 259.3 238.2 Noncurrent assets 58.1 58.9 Total assets $ 328.3 $ 309.3 Current liabilities 63.5 70.8 Other noncurrent liabilities 5.3 5.4 Equity 259.5 233.1 Total liabilities and equity $ 328.3 $ 309.3 Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Net sales $ 137.3 $ 114.9 $ 452.6 $ 434.9 Gross margin 10.8 ( 4.3 ) 50.7 11.7 Operating income (loss) 7.4 ( 7.2 ) 40.5 3.3 Depreciation and amortization 1.1 1.1 3.2 3.3 Interest expense — 0.2 — 0.3 Income tax expense (benefit) 0.3 ( 4.6 ) 7.3 ( 2.0 ) Net earnings (loss) 5.8 ( 0.4 ) 31.3 7.0 |
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets | 9 Months Ended |
Feb. 29, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Impairment of Long-Lived Assets | Note D – Impairment of Long-Lived Assets During the first quarter of fiscal 2023 , the Company committed to plans to liquidate certain fixed assets at WSCP’s toll processing facility in Cleveland, Ohio. In accordance with the applicable accounting guidance, the net assets were recorded at the lower of net book value or fair market value less costs to sell, resulting in a pre-tax impairment charge of $ 0.3 million. No impairment charges were recorded during the second quarter or third quarter of fiscal 2023. During the first quarter of fiscal 2024 , we lowered the estimate of fair value less costs to sell to reflect the expected scrap value of the WSCP toll processing equipment to $ 0.2 million, resulting in a pre-tax impairment charge of $ 1.4 million. No impairment charges were recorded during the second quarter or third quarter of fiscal 2024 . |
Restructuring and Other Income,
Restructuring and Other Income, Net | 9 Months Ended |
Feb. 29, 2024 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Income, Net | Note E – Restructuring and Other Income, Net The Company considers restructuring activities to be programs whereby it fundamentally change its operations, such as divestitures, closing or consolidating facilities, employee severance (including rationalizing headcount or other significant changes in personnel), and realignment of existing operations (including changes to management structure in response to underlying performance and/or changing market conditions). During the second quarter of fiscal 2023 , restructuring and other income, net of $ 4.3 million resulted primarily from the sale of the remaining net assets of WSP on October 31, 2022. The sale resulted in net cash proceeds of $ 20.8 million and a pre-tax gain of $ 3.9 million. No material restructuring and other income, net charges were recorded outside of the item mentioned above. There were no liabilities associated with restructuring activities at February 29, 2024 . |
Contingent Liabilities and Comm
Contingent Liabilities and Commitments | 9 Months Ended |
Feb. 29, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent Liabilities and Commitments | Note F – Contingent Liabilities and Commitments Legal Proceedings The Company is a defendant in certain legal actions. In the opinion of management, the outcome of these actions, which is not clearly determinable at the present time, would not, individually or in the aggregate, significantly affect its consolidated and combined financial position, future results of operations or cash flows. |
Guarantees
Guarantees | 9 Months Ended |
Feb. 29, 2024 | |
Guarantees and Product Warranties [Abstract] | |
Guarantees | Note G – Guarantees The Company does not have guarantees that it believes are reasonably likely to have a material current or future effect on its consolidated and combined financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. At February 29, 2024, the Company had in place an outstand ing stand-by letter of credit in the amount of $ 1.2 million issued to third-party service providers. The fair value of this guarantee instrument, based on premiums paid, was not material and no amounts were drawn against it at February 29, 2024 . |
Debt
Debt | 9 Months Ended |
Feb. 29, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Note H – Debt The following table summarizes the Company’s debt outstanding at February 29, 2024, and May 31, 2023: February 29, May 31, (In millions) 2024 2023 Short-term borrowings and current maturities Revolving credit facility $ 147.2 $ - Current maturities of Term Loan Facility with the Former Parent - 20.0 Other - 2.8 Total short-term borrowings 147.2 22.8 Total long-term borrowings - - Total $ 147.2 $ 22.8 The following table provides the maturities of long-term debt and short-term borrowings in the next five fiscal years and the remaining years thereafter: (In millions) Fiscal 2024 $ 147.2 Fiscal 2025 - Fiscal 2026 - Fiscal 2027 - Fiscal 2028 - Thereafter - Total $ 147.2 Revolving Credit Facility On November 30, 2023, the Company entered into a multi-year senior secured revolving credit facility (the “Credit Facility”) scheduled to mature on November 30, 2028 , with a group of lenders. The Credit Facility allows for borrowings of up to $ 550.0 million, to the extent secured by eligible accounts receivable and inventory balances at period end, which consist primarily of U.S. Dollar denominated account balances. Individual amounts drawn under the Credit Facility accrue interest at rates equal to an applicable margin over the one-, three-, or six-month term SOFR Rate, plus a SOFR adjustment. The Company incurred approximately $ 2.7 million of issuance costs, of which $ 2.5 million will be amortized to interest expense over the expected five-year Credit Facility term and are reflected in other assets. As of November 30, 2023, $ 175.0 million was outstanding under the Credit Facility, of which $ 150.0 million was paid to the Former Parent on December 1, 2023, in connection with the Separation. The Credit Facility permits borrowings under two types of borrowing mechanisms: (i) Term SOFR Rate Loans and (ii) a swing loan. The Term SOFR Rate Loans permit the Company to draw a specific principal amount for a defined maturity of up to six months with the interest rate determined at the time of the draw, which equals an applicable margin over the applicable term SOFR Rate, plus a SOFR adjustment. Each Term SOFR Rate Loan has an individual, unique identifier and is distinguishable from the other Term SOFR Rate Loan drawn by the Company. At the end of each relevant interest period, the Company has the option to continue the same interest period for such Term SOFR Rate Loan or the Company can request a conversion to a new interest period for such Term SOFR Rate Loan. If no notice is given by the Company, the Term SOFR Rate Loan is deemed to be continued with the same interest period. The swing loan permits the Company to draw on the Credit Facility at any time up to a maximum of the greater of (i) $ 55 million and (ii) 10 % of the then-maximum amount of the Credit Facility. The swing loan interest rate is variable based upon the interest rate market. As of February 29, 2024 , the swing loan rate was equal to 9.0 %. Any amounts drawn on the swing loan mature on the same date as the maturity of the Credit Facility; however, it has been the practice of the Company to repay the outstanding draws on the swing loan within a short-term period. The Credit Facility is secured by a first priority lien (subject to permitted liens and certain other exceptions) on certain working capital assets of the Company and the guarantors, including accounts and inventory, but excluding intellectual property, real property and equity interests, and subject to customary exceptions. As of February 29, 2024, the weighted average interest rate on the outstanding interest-bearing debt under the Credit Facility was 6.92 %. Term Loan Facility with the Former Parent On June 8, 2021, TWB entered into a $ 50.0 million term loan agreement (the “TWB Term Loan”) with a subsidiary of the Former Parent that matures in annual installments through May 31, 2024 . The proceeds were used by TWB to finance the Shiloh U.S BlankLight® purchase price. This note accrues interest at a rate of 5.0 % per annum. The borrowings are the legal obligation of TWB and require settlement, in cash, in accordance with the TWB Term Loan. As such, the debt and related interest have been attributed to the Company in the consolidated and combined financial statements. The term loan had balance of $ 20.0 million at May 31, 2023, which is classified separately within current liabilities in the consolidated and combined balance sheet. The Former Parent’s note receivable associated with the TWB Term Loan was contributed to the Company in connection with the Separation on December 1, 2023. As a result, the TWB Term Loan balance was eliminated in consolidation following the Separation, which resulted in a zero balance as of February 29, 2024 in the consolidated and combined balance sheet. Other – Tempel China The Company’s subsidiary, Tempel Steel Company, controls a subsidiary in China (“Tempel China”) and Tempel China has three short-term loan facilities, which were used to finance steel purchases, and were collateralized by Tempel China property and equipment. Borrowings outstanding under the facility totaled $ 2.8 million at May 31, 2023 . These loans were paid off in June 2023, which resulted in a zero balance at February 29, 2024. These three short-term facilities have an aggregate capacity of Chinese Yuan (CN¥) 100.0 million (approximately USD $ 13.9 million). One facility with capacity of CN¥ 10.0 million (approximately USD $ 1.4 million) matures on March 13, 2024 . This facility was not subsequently renewed. The remaining two facilities, one with capacity of CN¥ 40.0 million (approximately USD $ 5.5 million) and one with capacity of CN¥ 50.0 million (approximately USD $ 7.0 million), mature on December 31, 2024 . Accounts Receivable Securitization On June 29, 2023, the Company terminated the revolving trade accounts receivable securitization facility (the “AR Facility”) because it was no longer needed. No early termination or other similar fees or penalties were paid in connection with the termination of the AR Facility. |
Other Comprehensive Income (Los
Other Comprehensive Income (Loss) | 9 Months Ended |
Feb. 29, 2024 | |
Equity [Abstract] | |
Other Comprehensive Income (Loss) | Note I – Other Comprehensive Income (Loss) The following table summarizes the tax effects on each component of OCI for the periods presented: Three Months Ended February 29, 2024 February 28, 2023 (In millions) Before-Tax Tax Net-of-Tax Before-Tax Tax Net-of-Tax Foreign currency translation $ ( 0.4 ) $ - $ ( 0.4 ) $ 0.1 $ - $ 0.1 Cash flow hedges ( 8.7 ) 2.0 ( 6.7 ) 32.1 ( 7.5 ) 24.6 Other comprehensive income (loss) $ ( 9.1 ) $ 2.0 $ ( 7.1 ) $ 32.2 $ ( 7.5 ) $ 24.7 Nine Months Ended February 29, 2024 February 28, 2023 (In millions) Before-Tax Tax Net-of-Tax Before-Tax Tax Net-of-Tax Foreign currency translation $ ( 0.7 ) $ - $ ( 0.7 ) $ ( 5.9 ) $ - $ ( 5.9 ) Cash flow hedges ( 4.6 ) 1.1 ( 3.5 ) 18.0 ( 4.2 ) 13.8 Other comprehensive income (loss) $ ( 5.3 ) $ 1.1 $ ( 4.2 ) $ 12.1 $ ( 4.2 ) $ 7.9 |
Changes in Equity
Changes in Equity | 9 Months Ended |
Feb. 29, 2024 | |
Equity [Abstract] | |
Changes in Equity | Note J – Changes in Equity The following tables summarize the changes in equity by component and in total for the periods presented: Controlling Interest Net Accumulated Total Investment Other Shareholders’ Additional by the Comprehensive Equity - Non- Common Paid-in Retained Former Income (Loss), Controlling controlling Total (In millions) Shares Capital Earnings Parent Net of Tax Interest Interests Equity Balance at May 31, 2023 $ - $ - $ - $ 1,031.1 $ ( 2.1 ) $ 1,029.0 $ 125.6 $ 1,154.6 Net earnings - - - 58.5 - 58.5 3.6 62.1 Other comprehensive loss - - - - ( 8.2 ) ( 8.2 ) - ( 8.2 ) Transfers from the Former Parent, net - - - 40.8 - 40.8 - 40.8 Dividends to noncontrolling interests - - - - - - ( 1.9 ) ( 1.9 ) Balance at August 31, 2023 $ - $ - $ - $ 1,130.4 $ ( 10.3 ) $ 1,120.1 $ 127.3 $ 1,247.4 Net earnings (loss) - - - ( 6.0 ) - ( 6.0 ) 3.9 ( 2.1 ) Other comprehensive income - - - - 11.1 11.1 - 11.1 Transfers to the Former Parent, net - - - ( 84.9 ) - ( 84.9 ) - ( 84.9 ) Dividends to noncontrolling interests - - - - - - - - Balance at November 30, 2023 $ - $ - $ - $ 1,039.5 $ 0.8 $ 1,040.3 $ 131.2 $ 1,171.5 Net earnings - - 49.0 - - 49.0 3.4 52.4 Other comprehensive loss - - - - ( 7.1 ) ( 7.1 ) - ( 7.1 ) Distribution to the Former Parent in connection with the Separation - ( 150.0 ) - - - ( 150.0 ) - ( 150.0 ) Transfers from the Former Parent, net - 11.4 - - - 11.4 - 11.4 Transfer of Net Investment by Former Parent to Additional Paid-in Capital - 1,039.5 - ( 1,039.5 ) - - - - Common shares issued, net of withholding tax - ( 0.1 ) - - - ( 0.1 ) - ( 0.1 ) Stock-based compensation - 2.2 - - - 2.2 - 2.2 Cash dividends declared - - ( 8.1 ) - - ( 8.1 ) - ( 8.1 ) Dividends to noncontrolling interest - - - - - - ( 1.9 ) ( 1.9 ) Balance at February 29, 2024 $ - $ 903.0 $ 40.9 $ - $ ( 6.3 ) $ 937.6 $ 132.7 $ 1,070.3 Controlling Interest Net Accumulated Total Investment Other Shareholders’ Additional by the Comprehensive Equity - Non- Common Paid-in Retained Former Income (Loss), Controlling controlling Total (In millions) Shares Capital Earnings Parent Net of Tax Interest Interests Equity Balance at May 31, 2022 $ - $ - $ - $ 1,131.3 $ 1.8 $ 1,133.1 $ 133.2 $ 1,266.3 Net earnings - - - 30.1 - 30.1 1.2 31.3 Other comprehensive loss - - - - ( 13.3 ) ( 13.3 ) - ( 13.3 ) Transfers from the Former Parent, net - - - 38.9 - 38.9 - 38.9 Dividends to noncontrolling interests - - - - - - - - Balance at August 31, 2022 $ - $ - $ - $ 1,200.3 $ ( 11.5 ) $ 1,188.8 $ 134.4 $ 1,323.2 Net earnings (loss) - - - ( 15.8 ) - ( 15.8 ) 3.3 ( 12.5 ) Other comprehensive loss - - - - ( 3.5 ) ( 3.5 ) - ( 3.5 ) Transfers to the Former Parent, net - - - ( 72.2 ) - ( 72.2 ) - ( 72.2 ) Dividends to noncontrolling interests - - - - - - ( 11.8 ) ( 11.8 ) Balance at November 30, 2022 $ - $ - $ - $ 1,112.3 $ ( 15.0 ) $ 1,097.3 $ 125.9 $ 1,223.2 Net earnings - - - 5.4 - 5.4 3.9 9.3 Other comprehensive income - - - - 24.7 24.7 - 24.7 Transfers to the Former Parent, net - - - ( 96.3 ) - ( 96.3 ) - ( 96.3 ) Dividends to noncontrolling interests - - - - - - - - Balance at February 28, 2023 $ - $ - $ - $ 1,021.4 $ 9.7 $ 1,031.1 $ 129.8 $ 1,160.9 As a result of the Separation, during the second quarter of fiscal 2024, the Company performed a stock split that resulted in the issuance of 49.3 million common shares, all of which were held by the Former Parent at November 30, 2023. During the third quarter of fiscal 2024, immaterial incremental activity occurred. As of February 29, 2024, the Company had 49.3 million common shares issued and outstanding. Fo r additional information, see “Note A – Description of Business, The Separation, Agreements with the Former Parent and Separation Costs, and Basis of Presentation.” The following table summarizes the changes in accumulated other comprehensive income (“AOCI”) for the periods presented: Accumulated Foreign Pension Other Currency Liability Cash Flow Comprehensive (In millions) Translation Adjustment Hedges Loss Balance at May 31, 2023 $ ( 10.6 ) $ 6.0 $ 2.5 $ ( 2.1 ) Other comprehensive income (loss) before reclassifications ( 0.7 ) - 2.7 2.0 Reclassification adjustments to net earnings (1) - - ( 7.3 ) ( 7.3 ) Income tax effect - - 1.1 1.1 Balance at February 29, 2024 $ ( 11.3 ) $ 6.0 $ ( 1.0 ) $ ( 6.3 ) Accumulated Foreign Pension Other Currency Liability Cash Flow Comprehensive (In millions) Translation Adjustment Hedges Income Balance at May 31, 2022 $ ( 3.8 ) $ 6.6 $ ( 1.0 ) $ 1.8 Other comprehensive income (loss) before reclassifications ( 5.9 ) - 4.7 ( 1.2 ) Reclassification adjustments to net earnings (1) - - 13.3 13.3 Income tax effect - - ( 4.2 ) ( 4.2 ) Balance at February 28, 2023 $ ( 9.7 ) $ 6.6 $ 12.8 $ 9.7 The consolidated and combined statement of earnings classification of amounts reclassified to net income include: (1) Cash flow hedges – See the disclosure in “Note N – Derivative Financial Instruments and Hedging Activities.” |
Income Taxes
Income Taxes | 9 Months Ended |
Feb. 29, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note K – Income Taxes The Company’s effective income tax rate was 22.2 % and 13.1 % for the third quarter of fiscal 2024 and the third quarter of fiscal 2023, respectively, and 21.9 % and 22.0 % for the nine months ended February 29, 2024 and February 28, 2023, respectively. The effective tax rates differed from the statutory rate primarily due to income from unconsolidated joint ventures outside the U.S. recognized net of tax, non-deductible executive compensation, and discrete items related to equity compensation and return to provision adjustments. The provision for income taxes is based on a current estimate of the annual effective income tax rate adjusted to reflect the impact of discrete items and excludes any impact from the inclusion of net earnings attributable to noncontrolling interests in the consolidated and combined statements of earnings. Net earnings attributable to noncontrolling interests are a result of the Company’s consolidated joint ventures. The net earnings attributable to the noncontrolling interests in the U.S. operations of the Company’s consolidated joint ventures and do not generate tax expense to the Company since the investors are taxed directly based on the earnings attributable to the investors. The tax expense of TWB’s wholly owned foreign subsidiaries is reported in the consolidated and combined income tax expense. Management is required to estimate the annual effective income tax rate based upon its forecast of annual pre-tax income for domestic and foreign operations. The Company’s actual effective income tax rate for fiscal 2024 could be materially different from the forecasted rate as of February 29, 2024. |
Earnings per Common Share
Earnings per Common Share | 9 Months Ended |
Feb. 29, 2024 | |
Earnings Per Share [Abstract] | |
Earnings per Common Share | Note L – Earnings per Common Share The following table sets forth the computation of basic and diluted earnings per common share attributable to controlling interest for the periods presented: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions, except per common share amounts) 2024 2023 2024 2023 Numerator (basic & diluted): Net earnings attributable to controlling interest - income available to common shareholders $ 49.0 $ 5.4 $ 101.5 $ 19.8 Denominator: Denominator for basic earnings per common share attributable to controlling interest – weighted average common shares 49.3 49.3 49.3 49.3 Effect of dilutive securities 1.0 - 0.3 - Denominator for diluted earnings per common share attributable to controlling interest – adjusted weighted average common shares 50.3 49.3 49.6 49.3 Basic earnings per common share attributable to controlling interest $ 0.99 $ 0.11 $ 2.06 $ 0.40 Diluted earnings per common share attributable to controlling interest $ 0.98 $ 0.11 $ 2.05 $ 0.40 Anti-dilutive non-qualified stock options and restricted common share awards (1) 0.1 - - - (1) These non-qualified stock options and restricted common share awards were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. Earnings per common share was calculated based on the weighted-average number of common shares outstanding. Earnings per diluted common share included the weighted-average effect of dilutive restricted common shares and non-qualified stock options on the weighed-average shares outstanding. Prior to the third quarter of fiscal 2024, earnings per common share was based on the 49.3 million Worthington Steel common shares distributed to the Former Parent's shareholders on December 1, 2023. The same number of common shares is being utilized for the calculation of basic and diluted earnings per common share for all periods presented prior to the Separation. After the Separation, actual outstanding common shares are used to calculate both basic and diluted weighted-average number of common shares outstanding. |
Acquisitions
Acquisitions | 9 Months Ended |
Feb. 29, 2024 | |
Business Combinations [Abstract] | |
Acquisitions | Note M – Acquisitions Voestalpine Automotive Components Nagold GmbH & Co. KG On November 16, 2023 , the Company acquired Voestalpine Automotive Components Nagold GmbH & Co. KG (“Voestalpine”) , including its lamination stamping facility in Nagold, Germany and related assets, for net cash consideration of $ 21.0 million and the assumption of a $ 0.9 million pension liability. Voestalpine produces automotive and electrical steel lamination stampings in Europe. The total purchase consideration was preliminarily allocated primarily to tangible assets, consisting of $ 12.3 million of property, plant and equipment and $ 9.0 million of net working capital, with $ 0.6 million recognized as goodwill. The information included in the preliminary allocation of the purchase price was derived using estimates of the fair value and useful lives of the assets acquired. As a result of final purchase accounting adjustments, the total purchase consideration was updated. The purchase consideration consisted of $ 12.6 million of property, plant and equipment and $ 8.2 million of net working capital, with $ 1.1 million recognized as goodwill. Thus, the final purchase accounting adjustments consisted of $ 0.3 million of property, plant and equipment and $ ( 0.8 ) million of net working capital, with $ 0.5 million to goodwill. There was no change in the valuation of the pension liability. The purchase price includes the fair values of other assets that were not identifiable, not separately recognizable under accounting rules (e.g., assembled workforce) or of immaterial value. The purchase price also includes strategic benefits specific to the Company, which resulted in a purchase price in excess of the fair value of the identifiable net assets. The goodwill resulting from the acquisition will be deductible for income tax purposes. The results of operations of Voestalpine have been included in the consolidated and combined statements of earnings since the date of acquisition. Proforma results, including the acquired business since the beginning of fiscal 2023, would not be materially different from the reported results. |
Derivative Financial Instrument
Derivative Financial Instruments and Hedging Activities | 9 Months Ended |
Feb. 29, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments and Hedging Activities | Note N – Derivative Financial Instruments and Hedging Activities The Company utilizes derivative financial instruments to primarily manage exposure to certain risks related to its ongoing operations. The primary risk managed through the use of derivative financial instruments is commodity price risk. While certain of the Company’s derivative financial instruments are designated as hedging instruments, the Company also enters into derivative financial instruments that are designed to hedge a risk, but are not designated as hedging instruments and, therefore, do not qualify for hedge accounting. These derivative financial instruments are adjusted to current fair value through earnings at the end of each period. Commodity Price Risk Management – The Company is exposed to changes in the price of certain commodities, including steel, zinc and other raw materials, and the Company’s utility requirements. The objective is to reduce earnings and cash flow volatility associated with forecasted purchases and sales of these commodities to allow management to focus its attention on business operations. Accordingly, the Company enters into derivative financial instruments to manage the associated price risk. The Company is exposed to counterparty credit risk on all of its derivative financial instruments. Accordingly, the Company has established and maintains strict counterparty credit guidelines. The Company has credit support agreements in place with certain counterparties to limit the Company’s credit exposure. These agreements require either party to post cash collateral if its cumulative market position exceeds a predefined liability threshold. Amounts posted to the margin accounts accrue interest at market rates and are required to be refunded in the period in which the cumulative market position falls below the required threshold. The Company does not have significant exposure to any one counterparty, and management believes the overall risk of loss is remote and, in any event, would not be material. Refer to “Note O – Fair Value” for additional information regarding the accounting treatment for the Company’s derivative financial instruments, as well as how fair value is determined. The following table summarizes the fair value of the derivative financial instruments and the respective lines in which they were recorded in the consolidated and combined balance sheet at February 29, 2024: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In millions) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 0.2 Accounts payable $ 3.7 Other assets - Other liabilities - Total $ 0.2 $ 3.7 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 3.7 Accounts payable $ 5.4 Other assets - Other liabilities - Total $ 3.7 $ 5.4 Total derivative financial instruments $ 3.9 $ 9.1 The amounts in the table above reflect the fair value of the derivative financial instruments on a net basis where allowable under master netting arrangements. Had these amounts been recognized on a gross basis, the impact would have been a $ 3.1 million increase in receivables with a corresponding increase in accounts payable. The following table summarizes the fair value of the derivative financial instruments and the respective lines in which they were recorded in the consolidated and combined balance sheet at May 31, 2023: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In millions) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ - Accounts payable $ 2.7 Other assets 0.1 Other liabilities 0.1 Total $ 0.1 $ 2.8 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 2.2 Accounts payable $ 7.0 Other assets - Other liabilities - Total $ 2.2 $ 7.0 Total derivative financial instruments $ 2.3 $ 9.8 The amounts in the table above reflect the fair value of the derivative financial instruments on a net basis where allowable under master netting arrangements. Had these amounts been recognized on a gross basis, the impact would have been a $ 7.3 million increase in receivables with a corresponding increase in accounts payable. Cash Flow Hedges The Company enters into derivative financial instruments to hedge its exposure to changes in cash flows attributable to commodity price fluctuations associated with certain forecasted transactions. These derivative financial instruments are designated and qualify as cash flow hedges. Accordingly, the effective portion of the gain or loss on each of these derivative financial instruments is reported as a component of OCI and reclassified into earnings in the same line associated with the forecasted transaction and in the same period during which the hedged transaction affects earnings. The ineffective portion of the gain or loss on the derivative financial instrument is recognized in earnings immediately. The following table summarizes the Company’s cash flow hedges outstanding at February 29, 2024: Notional (In millions) Amount Maturity Date Commodity contracts $ 40.7 March 2024 – December 2024 The following table summarizes the Company’s cash flow hedges outstanding at May 31, 2023: Notional (In millions) Amount Maturity Date Commodity contracts $ 53.0 June 2023 – September 2024 The following table summarizes the gain (loss) recognized in OCI and the gain (loss) reclassified from AOCI into net earnings for derivative financial instruments designated as cash flow hedges for the periods presented: (In millions) Gain (Loss) Location of Gain (Loss) Gain (Loss) Reclassified For the three months ended February 29, 2024: Commodity contracts $ ( 8.6 ) Cost of goods sold $ 0.1 Total $ ( 8.6 ) $ 0.1 For the three months ended February 28, 2023: Commodity contracts $ 26.0 Cost of goods sold $ ( 6.1 ) Total $ 26.0 $ ( 6.1 ) For the nine months ended February 29, 2024: Commodity contracts $ 2.7 Cost of goods sold $ 7.3 Total $ 2.7 $ 7.3 For the nine months ended February 28, 2023: Commodity contracts $ 4.7 Cost of goods sold $ ( 13.3 ) Total $ 4.7 $ ( 13.3 ) The estimated net amount of the losses recognized in AOCI at February 29, 2024, expected to be reclassified into net earnings within the succeeding 12 months is $ 1.3 million (net of tax of $ 0.3 million). This amount was computed using the fair value of the cash flow hedges at February 29, 2024, and will change before actual reclassification from OCI to net earnings during the fiscal years ending May 31, 2024 and May 31, 2025. Economic (Non-designated) Hedges The Company enters into certain commodity contracts that do not qualify for hedge accounting treatment. Accordingly, these derivative financial instruments are adjusted to current market value at the end of each period through gain (loss) recognized in earnings. The following table summarizes the Company’s economic (non-designated) derivative financial instruments outstanding at February 29, 2024: Notional (In millions) Amount Maturity Date(s) Commodity contracts $ 37.3 March 2024 – February 2025 The following table summarizes the Company’s economic (non-designated) derivative financial instruments outstanding at May 31, 2023: Notional (In millions) Amount Maturity Date(s) Commodity contracts $ 2.4 June 2023 – December 2024 The following table summarizes the loss recognized in earnings for economic (non-designated) derivative financial instruments for the periods presented: Loss Recognized In Earnings for the Three Months Ended Location of Loss February 29, February 28, (In millions) Recognized in Earnings 2024 2023 Commodity contracts Cost of goods sold $ ( 2.1 ) $ ( 10.8 ) Total $ ( 2.1 ) $ ( 10.8 ) Loss Recognized in Earnings for the Nine Months Ended Location of Loss February 29, February 28, (In millions) Recognized in Earnings 2024 2023 Commodity contracts Cost of goods sold $ ( 1.3 ) $ ( 14.6 ) Total $ ( 1.3 ) $ ( 14.6 ) |
Fair Value
Fair Value | 9 Months Ended |
Feb. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Note O – Fair Value Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is an exit price concept that assumes an orderly transaction between willing market participants and is required to be based on assumptions that market participants would use in pricing an asset or a liability. Current accounting guidance establishes a three-tier fair value hierarchy as a basis for considering such assumptions and for classifying the inputs used in the valuation methodologies. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair values are as follows: Level 1 – Quoted prices (unadjusted) in active markets for identical assets and liabilities that the reporting entity can assess at the measurement date. Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset liability, either directly or indirectly. Level 3 – Unobservable inputs for the asset or liability that are significant to the fair value of the assets and liabilities (i.e., allowing for situations in which there is little or no market activity for the asset or liability at the measurement date). Recurring Fair Value Measurements At February 29, 2024, the Company’s assets and liabilities measured at fair value on a recurring basis were as follows: Significant Quoted Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In millions) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 3.9 $ - $ 3.9 Total assets $ - $ 3.9 $ - $ 3.9 Liabilities Derivative financial instruments (1) $ - $ 9.1 $ - $ 9.1 Total liabilities $ - $ 9.1 $ - $ 9.1 (1) The fair value of the Company’s derivative financial instruments is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note N – Derivative Financial Instruments and Hedging Activities” for additional information regarding the use of derivative financial instruments. At May 31, 2023, the Company’s assets and liabilities measured at fair value on a recurring basis were as follows: Significant Quoted Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In millions) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 2.3 $ - $ 2.3 Total assets $ - $ 2.3 $ - $ 2.3 Liabilities Derivative financial instruments (1) $ - $ 9.8 $ - $ 9.8 Total liabilities $ - $ 9.8 $ - $ 9.8 (1) The fair value of the Company’s derivative financial instruments is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note N – Derivative Financial Instruments and Hedging Activities” for additional information regarding the use of derivative financial instruments. Non-Recurring Fair Value Measurements At February 29, 2024 , there were no assets measured at fair value on a non-recurring basis on the consolidated and combined balance sheet. At May 31, 2023, the Company’s assets measured at fair value on a non-recurring basis were as follows: Significant Quoted Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In millions) (Level 1) (Level 2) (Level 3) Totals Assets Long-lived assets held for sale (1) $ - $ 2.6 $ - $ 2.6 Total assets $ - $ 2.6 $ - $ 2.6 (1) Comprised of the following: (a) idled equipment at the manufacturing facility in Taylor, Michigan; and (b) the net assets of the Company’s former WSCP toll processing facility in Cleveland, Ohio. The fair value of non-derivative financial instruments included in the carrying amounts of cash and cash equivalents, receivables, income taxes receivable, other assets, accounts payable, accrued compensation, contributions to employee benefit plans and related taxes, other accrued items, income taxes payable and other liabilities approximate carrying value due to their short-term nature. The Former Parent’s note receivable associated with the TWB Term Loan was contributed to us in connection with the Separation on December 1, 2023. As a result, the TWB Term Loan balance was eliminated in consolidation following the Separation; therefore, no related amounts were reflected on the Company's consolidated and combined financial statements as of February 29, 2024. Market pricing for the long-term debt with the Former Parent is not available; however, based on the stated interest rate and tenor as well as the market movements since issuance, the Company does not believe fair value would be materially different from the carrying value of the TWB Term Loan (including current maturities), which was $ 20.0 million at May 31, 2023. The remaining carrying value of debt was $ 147.2 million at February 29, 2024 , and relates to the Credit Facility, which due to its short-term nature, approximates fair value. The Credit Facility was entered into as of November 30, 2023, therefore, there were no borrowings under the Credit Facility at May 31, 2023 . |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Feb. 29, 2024 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note P – Related Party Transactions Prior to the Separation, the Company was managed and operated in the normal course of business by the Former Parent. Transactions through November 30, 2023 between the Former Parent and the Company have been accounted for as related party transactions in the accompanying consolidated and combined financial statements, as described below. Subsequent to the Separation, transactions between the Former Parent and the Company were accounted for under the applicable GAAP, including those subject to agreements entered into with the Former Parent. See “Note A – Description of Business, The Separation, Agreements with the Former Parent and Separation Costs, and Basis of Presentation” for additional information. The material related party transactions have been disclosed below. Allocation of General Corporate Costs The Company had historically operated as part of the Former Parent and not as a stand-alone company. Prior to the Separation, certain support functions were provided to the Company on a centralized basis from the Former Parent, including information technology, human resources, finance, and corporate operations, amongst others, profit sharing and bonuses, and respective surpluses and shortfalls of various planned insurance expenses. For purposes of these consolidated and combined financial statements, these corporate and other shared costs have been attributed to the Company on the basis of direct usage when identifiable, with the remainder allocated on the basis of headcount or profitability, considering the characteristics of each respective cost. Management believes the assumptions regarding the allocation of the Former Parent’s general corporate expenses are reasonable. Nevertheless, the consolidated and combined financial statements may not include all of the actual expenses that would have been incurred and may not reflect consolidated and combined results of operations, financial position and cash flows had it been a stand-alone public company during the periods presented. Substantially all of the allocated corporate costs are included in SG&A in the consolidated and combined statements of earnings. The Company’s allocated expenses from the Former Parent, which are substantially recorded in SG&A in the consolidated and combined statements of earnings, were $ 38.5 million for the nine months ended February 29, 2024, all of which were incurred prior to the Separation. The allocated expenses from the Former Parent were $ 18.7 million and $ 50.8 million for the three months and nine months ended February 28, 2023, respectively. Following the Separation, the Company independently incurs expenses as a stand-alone company and corporate expenses from the Former Parent are no longer allocated to the Company; therefore, no related amounts were reflected on the Company's consolidated and combined financial statements for the three months ended February 29, 2024. Attribution of Separation Costs The Former Parent incurred Separation Costs that were directly attributed to the Company to the extent incurred to its direct benefit and are presented separately in the consolidated and combined statements of earnings. Following the Separation, the Company incurred incremental costs related to the Separation, which are reflected on the Company's consolidated and combined statements of earnings. See “Note A – Description of Business, The Separation, Agreements with the Former Parent and Separation Costs, and Basis of Presentation” for additional information. Net Sales to the Former Parent Prior to the Separation, the Company’ s net sales to the Former Parent were considered sales on a carve-out basis, and were included within the Net sales within the combined statements of earnings. Net sales to the Former Parent totaled $ 19.3 million for the three months ended November 30, 2023, and $ 43.8 million for the six months ended November 30, 2023. The net sales to the Former Parent were $ 26.4 million and $ 62.1 million for the three months and nine months ended February 28, 2023, respectively. Following the Separation, the Company’ s net sales to the Former Parent are subject to the long-term Steel Supply Agreement and are included within the Net sales within the consolidated statement of earnings. Net sales to the Former Parent totaled $ 20.3 million for the three months ended February 29, 2024. Due to/from the Former Parent Given that cash was managed centrally, long-term intercompany financing arrangements were used to fund expansion or certain working capital needs. Excluding the TWB Term Loan discussed in “Note H – Debt”, debt resulting from these long-term intercompany financing arrangements has been reflected in Net Investment by the Former Parent within equity. Amounts due to the Former Parent under the TWB Term Loan totaled $ 20.0 million at May 31, 2023, all of which is presented in current maturities of long-term debt due to the Former Parent in the corresponding consolidated and combined balance sheet. The Former Parent’s note receivable associated with the TWB Term Loan was contributed to the Company in connection with the Separation on December 1, 2023. As a result, the term loan balance was eliminated in consolidation following the Separation; t herefore, no related amounts were reflected on the Company's consolidated and combined financial statements as of February 29, 2024, and for the three months ended February 29, 2024. The corresponding interest expense, which accrued at a rate of 5.0 % per annum, was $ 0.5 million for the six months ended November 30, 2023. Interest expense for the three months ended February 29, 2024, was eliminated in consolidation. The corresponding interest expense was $ 0.4 million and $ 0.9 million in the three months and nine months ended February 28, 2023, respectively. Refer to “Note H – Debt” for additional information. As of February 29, 2024 , the outstanding accounts receivable balance with the Former Parent equaled $ 10.8 million as a result of the net sales to the Former Parent described above. Net Investment by the Former Parent Prior to the Separation, related party transactions between the Former Parent and the Company have been included within Net Investment by the Former Parent in the consolidated and combined balance sheets in the periods presented as these related party transactions were part of the centralized cash management program and were not settled in cash. Net Investment by the Former Parent in the consolidated and combined balance sheet and consolidated and combined changes in Equity within “Note J – Changes in Equity” represents the Former Parent’s historical investment in the Company, the net effect of transactions with and allocations from the Former Parent, and its retained earnings. Net transfers from/(to) the Former Parent, excluding the $ 150.0 million distribution, are included within Net Investment by the Former Parent. The reconciliation of total net transfers to and from the Former Parent to the corresponding amount presented in the Consolidated and Combined Statement of Cash Flows are as follows: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Total net transfers from/(to) the Former Parent per consolidated and combined changes in equity $ 11.4 $ ( 96.3 ) $ ( 32.7 ) $ ( 129.6 ) Less: non-cash net asset contribution from the Former Parent 7.6 - 7.6 - Less: depreciation expense allocated from the Former Parent - 0.5 1.2 1.8 Less: stock-based compensation - 2.7 6.1 7.3 Total net transfers from/(to) the Former Parent per consolidated and combined statement of cash flows $ 3.8 $ ( 99.5 ) $ ( 47.6 ) $ ( 138.7 ) |
Subsequent Events
Subsequent Events | 9 Months Ended |
Feb. 29, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note Q – Subsequent Events On March 21, 2024, Worthington Steel's Board of Directors (the “Board”) declared a quarterly cash dividend of $ 0.16 per common share payable on June 28, 2024, to shareholders of record at the close of business on June 14, 2024. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Disaggregation Of Revenue [Line Items] | |
Revenue by Product Class and Over Time | The following table summarizes net sales by product class for the periods presented: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Product class Direct $ 763.3 $ 745.5 $ 2,402.6 $ 2,616.0 Toll 42.5 35.2 117.0 107.7 Total $ 805.8 $ 780.7 $ 2,519.6 $ 2,723.7 |
Summary of Unbilled Receivable | The following table summarizes the unbilled receivables at the dates indicated: February 29, May 31, (In millions) Balance Sheet Classification 2023 (1) 2023 (1) Unbilled receivables Receivables $ 4.6 $ 3.7 (1) There were no contract assets at either of the dates indicated above. |
Over time revenue | |
Disaggregation Of Revenue [Line Items] | |
Revenue by Product Class and Over Time | The following table summarizes revenue that has been recognized over time for the periods presented: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Steel processing – toll $ 42.5 $ 35.2 $ 117.0 $ 107.7 |
Investment in Unconsolidated _2
Investment in Unconsolidated Affiliate (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Financial Information | The following tables summarize the financial information of Serviacero Worthington as of the dates, and for the periods, presented: February 29, May 31, (In millions) 2024 2023 Cash and cash equivalents $ 10.9 $ 12.2 Other current assets 259.3 238.2 Noncurrent assets 58.1 58.9 Total assets $ 328.3 $ 309.3 Current liabilities 63.5 70.8 Other noncurrent liabilities 5.3 5.4 Equity 259.5 233.1 Total liabilities and equity $ 328.3 $ 309.3 Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Net sales $ 137.3 $ 114.9 $ 452.6 $ 434.9 Gross margin 10.8 ( 4.3 ) 50.7 11.7 Operating income (loss) 7.4 ( 7.2 ) 40.5 3.3 Depreciation and amortization 1.1 1.1 3.2 3.3 Interest expense — 0.2 — 0.3 Income tax expense (benefit) 0.3 ( 4.6 ) 7.3 ( 2.0 ) Net earnings (loss) 5.8 ( 0.4 ) 31.3 7.0 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Debt Disclosure [Abstract] | |
Summary of Debt Outstanding | The following table summarizes the Company’s debt outstanding at February 29, 2024, and May 31, 2023: February 29, May 31, (In millions) 2024 2023 Short-term borrowings and current maturities Revolving credit facility $ 147.2 $ - Current maturities of Term Loan Facility with the Former Parent - 20.0 Other - 2.8 Total short-term borrowings 147.2 22.8 Total long-term borrowings - - Total $ 147.2 $ 22.8 |
Maturities of Long-term Debt and Short-term Borrowings | The following table provides the maturities of long-term debt and short-term borrowings in the next five fiscal years and the remaining years thereafter: (In millions) Fiscal 2024 $ 147.2 Fiscal 2025 - Fiscal 2026 - Fiscal 2027 - Fiscal 2028 - Thereafter - Total $ 147.2 |
Other Comprehensive Income (L_2
Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Equity [Abstract] | |
Summary of Tax Effects on Each Component of OCI | The following table summarizes the tax effects on each component of OCI for the periods presented: Three Months Ended February 29, 2024 February 28, 2023 (In millions) Before-Tax Tax Net-of-Tax Before-Tax Tax Net-of-Tax Foreign currency translation $ ( 0.4 ) $ - $ ( 0.4 ) $ 0.1 $ - $ 0.1 Cash flow hedges ( 8.7 ) 2.0 ( 6.7 ) 32.1 ( 7.5 ) 24.6 Other comprehensive income (loss) $ ( 9.1 ) $ 2.0 $ ( 7.1 ) $ 32.2 $ ( 7.5 ) $ 24.7 Nine Months Ended February 29, 2024 February 28, 2023 (In millions) Before-Tax Tax Net-of-Tax Before-Tax Tax Net-of-Tax Foreign currency translation $ ( 0.7 ) $ - $ ( 0.7 ) $ ( 5.9 ) $ - $ ( 5.9 ) Cash flow hedges ( 4.6 ) 1.1 ( 3.5 ) 18.0 ( 4.2 ) 13.8 Other comprehensive income (loss) $ ( 5.3 ) $ 1.1 $ ( 4.2 ) $ 12.1 $ ( 4.2 ) $ 7.9 |
Changes in Equity (Tables)
Changes in Equity (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Equity [Abstract] | |
Summary of Changes in Equity by Component and in Total | The following tables summarize the changes in equity by component and in total for the periods presented: Controlling Interest Net Accumulated Total Investment Other Shareholders’ Additional by the Comprehensive Equity - Non- Common Paid-in Retained Former Income (Loss), Controlling controlling Total (In millions) Shares Capital Earnings Parent Net of Tax Interest Interests Equity Balance at May 31, 2023 $ - $ - $ - $ 1,031.1 $ ( 2.1 ) $ 1,029.0 $ 125.6 $ 1,154.6 Net earnings - - - 58.5 - 58.5 3.6 62.1 Other comprehensive loss - - - - ( 8.2 ) ( 8.2 ) - ( 8.2 ) Transfers from the Former Parent, net - - - 40.8 - 40.8 - 40.8 Dividends to noncontrolling interests - - - - - - ( 1.9 ) ( 1.9 ) Balance at August 31, 2023 $ - $ - $ - $ 1,130.4 $ ( 10.3 ) $ 1,120.1 $ 127.3 $ 1,247.4 Net earnings (loss) - - - ( 6.0 ) - ( 6.0 ) 3.9 ( 2.1 ) Other comprehensive income - - - - 11.1 11.1 - 11.1 Transfers to the Former Parent, net - - - ( 84.9 ) - ( 84.9 ) - ( 84.9 ) Dividends to noncontrolling interests - - - - - - - - Balance at November 30, 2023 $ - $ - $ - $ 1,039.5 $ 0.8 $ 1,040.3 $ 131.2 $ 1,171.5 Net earnings - - 49.0 - - 49.0 3.4 52.4 Other comprehensive loss - - - - ( 7.1 ) ( 7.1 ) - ( 7.1 ) Distribution to the Former Parent in connection with the Separation - ( 150.0 ) - - - ( 150.0 ) - ( 150.0 ) Transfers from the Former Parent, net - 11.4 - - - 11.4 - 11.4 Transfer of Net Investment by Former Parent to Additional Paid-in Capital - 1,039.5 - ( 1,039.5 ) - - - - Common shares issued, net of withholding tax - ( 0.1 ) - - - ( 0.1 ) - ( 0.1 ) Stock-based compensation - 2.2 - - - 2.2 - 2.2 Cash dividends declared - - ( 8.1 ) - - ( 8.1 ) - ( 8.1 ) Dividends to noncontrolling interest - - - - - - ( 1.9 ) ( 1.9 ) Balance at February 29, 2024 $ - $ 903.0 $ 40.9 $ - $ ( 6.3 ) $ 937.6 $ 132.7 $ 1,070.3 Controlling Interest Net Accumulated Total Investment Other Shareholders’ Additional by the Comprehensive Equity - Non- Common Paid-in Retained Former Income (Loss), Controlling controlling Total (In millions) Shares Capital Earnings Parent Net of Tax Interest Interests Equity Balance at May 31, 2022 $ - $ - $ - $ 1,131.3 $ 1.8 $ 1,133.1 $ 133.2 $ 1,266.3 Net earnings - - - 30.1 - 30.1 1.2 31.3 Other comprehensive loss - - - - ( 13.3 ) ( 13.3 ) - ( 13.3 ) Transfers from the Former Parent, net - - - 38.9 - 38.9 - 38.9 Dividends to noncontrolling interests - - - - - - - - Balance at August 31, 2022 $ - $ - $ - $ 1,200.3 $ ( 11.5 ) $ 1,188.8 $ 134.4 $ 1,323.2 Net earnings (loss) - - - ( 15.8 ) - ( 15.8 ) 3.3 ( 12.5 ) Other comprehensive loss - - - - ( 3.5 ) ( 3.5 ) - ( 3.5 ) Transfers to the Former Parent, net - - - ( 72.2 ) - ( 72.2 ) - ( 72.2 ) Dividends to noncontrolling interests - - - - - - ( 11.8 ) ( 11.8 ) Balance at November 30, 2022 $ - $ - $ - $ 1,112.3 $ ( 15.0 ) $ 1,097.3 $ 125.9 $ 1,223.2 Net earnings - - - 5.4 - 5.4 3.9 9.3 Other comprehensive income - - - - 24.7 24.7 - 24.7 Transfers to the Former Parent, net - - - ( 96.3 ) - ( 96.3 ) - ( 96.3 ) Dividends to noncontrolling interests - - - - - - - - Balance at February 28, 2023 $ - $ - $ - $ 1,021.4 $ 9.7 $ 1,031.1 $ 129.8 $ 1,160.9 |
Summary of Changes in Accumulated Other Comprehensive Income | The following table summarizes the changes in accumulated other comprehensive income (“AOCI”) for the periods presented: Accumulated Foreign Pension Other Currency Liability Cash Flow Comprehensive (In millions) Translation Adjustment Hedges Loss Balance at May 31, 2023 $ ( 10.6 ) $ 6.0 $ 2.5 $ ( 2.1 ) Other comprehensive income (loss) before reclassifications ( 0.7 ) - 2.7 2.0 Reclassification adjustments to net earnings (1) - - ( 7.3 ) ( 7.3 ) Income tax effect - - 1.1 1.1 Balance at February 29, 2024 $ ( 11.3 ) $ 6.0 $ ( 1.0 ) $ ( 6.3 ) Accumulated Foreign Pension Other Currency Liability Cash Flow Comprehensive (In millions) Translation Adjustment Hedges Income Balance at May 31, 2022 $ ( 3.8 ) $ 6.6 $ ( 1.0 ) $ 1.8 Other comprehensive income (loss) before reclassifications ( 5.9 ) - 4.7 ( 1.2 ) Reclassification adjustments to net earnings (1) - - 13.3 13.3 Income tax effect - - ( 4.2 ) ( 4.2 ) Balance at February 28, 2023 $ ( 9.7 ) $ 6.6 $ 12.8 $ 9.7 The consolidated and combined statement of earnings classification of amounts reclassified to net income include: (1) Cash flow hedges – See the disclosure in “Note N – Derivative Financial Instruments and Hedging Activities.” |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Common Share Attributable to Controlling Interest | The following table sets forth the computation of basic and diluted earnings per common share attributable to controlling interest for the periods presented: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions, except per common share amounts) 2024 2023 2024 2023 Numerator (basic & diluted): Net earnings attributable to controlling interest - income available to common shareholders $ 49.0 $ 5.4 $ 101.5 $ 19.8 Denominator: Denominator for basic earnings per common share attributable to controlling interest – weighted average common shares 49.3 49.3 49.3 49.3 Effect of dilutive securities 1.0 - 0.3 - Denominator for diluted earnings per common share attributable to controlling interest – adjusted weighted average common shares 50.3 49.3 49.6 49.3 Basic earnings per common share attributable to controlling interest $ 0.99 $ 0.11 $ 2.06 $ 0.40 Diluted earnings per common share attributable to controlling interest $ 0.98 $ 0.11 $ 2.05 $ 0.40 Anti-dilutive non-qualified stock options and restricted common share awards (1) 0.1 - - - (1) These non-qualified stock options and restricted common share awards were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. |
Derivative Financial Instrume_2
Derivative Financial Instruments and Hedging Activities (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Schedule of Fair Value of Derivative Instruments | The following table summarizes the fair value of the derivative financial instruments and the respective lines in which they were recorded in the consolidated and combined balance sheet at February 29, 2024: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In millions) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ 0.2 Accounts payable $ 3.7 Other assets - Other liabilities - Total $ 0.2 $ 3.7 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 3.7 Accounts payable $ 5.4 Other assets - Other liabilities - Total $ 3.7 $ 5.4 Total derivative financial instruments $ 3.9 $ 9.1 The following table summarizes the fair value of the derivative financial instruments and the respective lines in which they were recorded in the consolidated and combined balance sheet at May 31, 2023: Asset Derivatives Liability Derivatives Balance Balance Sheet Fair Sheet Fair (In millions) Location Value Location Value Derivatives designated as hedging instruments: Commodity contracts Receivables $ - Accounts payable $ 2.7 Other assets 0.1 Other liabilities 0.1 Total $ 0.1 $ 2.8 Derivatives not designated as hedging instruments: Commodity contracts Receivables $ 2.2 Accounts payable $ 7.0 Other assets - Other liabilities - Total $ 2.2 $ 7.0 Total derivative financial instruments $ 2.3 $ 9.8 |
Schedule of Summary of Derivative Hedges | The following table summarizes the Company’s economic (non-designated) derivative financial instruments outstanding at February 29, 2024: Notional (In millions) Amount Maturity Date(s) Commodity contracts $ 37.3 March 2024 – February 2025 The following table summarizes the Company’s economic (non-designated) derivative financial instruments outstanding at May 31, 2023: Notional (In millions) Amount Maturity Date(s) Commodity contracts $ 2.4 June 2023 – December 2024 The following table summarizes the loss recognized in earnings for economic (non-designated) derivative financial instruments for the periods presented: Loss Recognized In Earnings for the Three Months Ended Location of Loss February 29, February 28, (In millions) Recognized in Earnings 2024 2023 Commodity contracts Cost of goods sold $ ( 2.1 ) $ ( 10.8 ) Total $ ( 2.1 ) $ ( 10.8 ) Loss Recognized in Earnings for the Nine Months Ended Location of Loss February 29, February 28, (In millions) Recognized in Earnings 2024 2023 Commodity contracts Cost of goods sold $ ( 1.3 ) $ ( 14.6 ) Total $ ( 1.3 ) $ ( 14.6 ) |
Cash Flow Hedges | |
Schedule of Summary of Derivative Hedges | The following table summarizes the Company’s cash flow hedges outstanding at February 29, 2024: Notional (In millions) Amount Maturity Date Commodity contracts $ 40.7 March 2024 – December 2024 The following table summarizes the Company’s cash flow hedges outstanding at May 31, 2023: Notional (In millions) Amount Maturity Date Commodity contracts $ 53.0 June 2023 – September 2024 The following table summarizes the gain (loss) recognized in OCI and the gain (loss) reclassified from AOCI into net earnings for derivative financial instruments designated as cash flow hedges for the periods presented: (In millions) Gain (Loss) Location of Gain (Loss) Gain (Loss) Reclassified For the three months ended February 29, 2024: Commodity contracts $ ( 8.6 ) Cost of goods sold $ 0.1 Total $ ( 8.6 ) $ 0.1 For the three months ended February 28, 2023: Commodity contracts $ 26.0 Cost of goods sold $ ( 6.1 ) Total $ 26.0 $ ( 6.1 ) For the nine months ended February 29, 2024: Commodity contracts $ 2.7 Cost of goods sold $ 7.3 Total $ 2.7 $ 7.3 For the nine months ended February 28, 2023: Commodity contracts $ 4.7 Cost of goods sold $ ( 13.3 ) Total $ 4.7 $ ( 13.3 ) |
Fair Value (Tables)
Fair Value (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | At February 29, 2024, the Company’s assets and liabilities measured at fair value on a recurring basis were as follows: Significant Quoted Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In millions) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 3.9 $ - $ 3.9 Total assets $ - $ 3.9 $ - $ 3.9 Liabilities Derivative financial instruments (1) $ - $ 9.1 $ - $ 9.1 Total liabilities $ - $ 9.1 $ - $ 9.1 (1) The fair value of the Company’s derivative financial instruments is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note N – Derivative Financial Instruments and Hedging Activities” for additional information regarding the use of derivative financial instruments. At May 31, 2023, the Company’s assets and liabilities measured at fair value on a recurring basis were as follows: Significant Quoted Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In millions) (Level 1) (Level 2) (Level 3) Totals Assets Derivative financial instruments (1) $ - $ 2.3 $ - $ 2.3 Total assets $ - $ 2.3 $ - $ 2.3 Liabilities Derivative financial instruments (1) $ - $ 9.8 $ - $ 9.8 Total liabilities $ - $ 9.8 $ - $ 9.8 (1) The fair value of the Company’s derivative financial instruments is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note N – Derivative Financial Instruments and Hedging Activities” for additional information regarding the use of derivative financial instruments. |
Assets Measured at Fair Value on Non-Recurring Basis | At May 31, 2023, the Company’s assets measured at fair value on a non-recurring basis were as follows: Significant Quoted Prices Other Significant in Active Observable Unobservable Markets Inputs Inputs (In millions) (Level 1) (Level 2) (Level 3) Totals Assets Long-lived assets held for sale (1) $ - $ 2.6 $ - $ 2.6 Total assets $ - $ 2.6 $ - $ 2.6 (1) Comprised of the following: (a) idled equipment at the manufacturing facility in Taylor, Michigan; and (b) the net assets of the Company’s former WSCP toll processing facility in Cleveland, Ohio. |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Feb. 29, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of reconciliation of total net transfers to and from the parent to the corresponding amount presented in the combined statement of cash flows | Net transfers from/(to) the Former Parent, excluding the $ 150.0 million distribution, are included within Net Investment by the Former Parent. The reconciliation of total net transfers to and from the Former Parent to the corresponding amount presented in the Consolidated and Combined Statement of Cash Flows are as follows: Three Months Ended Nine Months Ended February 29, February 28, February 29, February 28, (In millions) 2024 2023 2024 2023 Total net transfers from/(to) the Former Parent per consolidated and combined changes in equity $ 11.4 $ ( 96.3 ) $ ( 32.7 ) $ ( 129.6 ) Less: non-cash net asset contribution from the Former Parent 7.6 - 7.6 - Less: depreciation expense allocated from the Former Parent - 0.5 1.2 1.8 Less: stock-based compensation - 2.7 6.1 7.3 Total net transfers from/(to) the Former Parent per consolidated and combined statement of cash flows $ 3.8 $ ( 99.5 ) $ ( 47.6 ) $ ( 138.7 ) |
Description of the Business, _2
Description of the Business, The Separation, Agreements with Former Parent and Separation Costs, and Basis of Presentation - Additional Information (Detail) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Feb. 29, 2024 USD ($) Jointventure | Feb. 28, 2023 USD ($) | Feb. 29, 2024 USD ($) Jointventure | Feb. 28, 2023 USD ($) | Sep. 29, 2022 USD ($) | |
Significant Accounting Policies [Line Items] | |||||
Percentage of pro rata distribution common shares | 100% | ||||
Cash distribution made as part of spinoff | $ 150 | ||||
Cash and cash equivalents received as contribution of assets and liabilities | $ 3.8 | ||||
Separation costs | $ 1 | $ 4 | $ 19.5 | $ 12 | |
Number of years of service | 70 years | ||||
Automotive Industries | Sales Revenue, Net | Product Concentration Risk | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 50% | 52% | 52% | 49% | |
One Automotive Customer | Sales Revenue, Net | Product Concentration Risk | |||||
Significant Accounting Policies [Line Items] | |||||
Concentration risk percentage | 13.20% | 17.60% | 15% | 16.10% | |
Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Number of operating joint ventures | Jointventure | 3 | 3 | |||
Serviacero Worthington | |||||
Significant Accounting Policies [Line Items] | |||||
Number of unconsolidated joint ventures | Jointventure | 1 | 1 | |||
Percent of ownership own a noncontrolling interest held in unconsolidated joint venture | 50% | 50% | |||
Spartan | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 52% | 52% | |||
TWB | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 55% | 55% | |||
WSCP | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 63% | 63% | |||
WSP | Joint Venture Transactions | |||||
Significant Accounting Policies [Line Items] | |||||
Percent of controlling interest by the Company | 51% | 51% |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Product Class and Timing (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Disaggregation Of Revenue [Line Items] | ||||
Net sales | $ 805.8 | $ 780.7 | $ 2,519.6 | $ 2,723.7 |
Direct | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 763.3 | 745.5 | 2,402.6 | 2,616 |
Toll | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | 42.5 | 35.2 | 117 | 107.7 |
Toll | Over time revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Net sales | $ 42.5 | $ 35.2 | $ 117 | $ 107.7 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Unbilled Receivables (Detail) - USD ($) $ in Millions | May 31, 2023 | Feb. 28, 2023 | |
Receivables | |||
Unbilled Receivables And Contract Assets [Line Items] | |||
Unbilled receivables | [1] | $ 3.7 | $ 4.6 |
[1] There were no contract assets at either of the dates indicated above. |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of Unbilled Receivables (Parenthetical) (Detail) - USD ($) | May 31, 2023 | Feb. 28, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 0 | $ 0 |
Investment in Unconsolidated _3
Investment in Unconsolidated Affiliate - Additional Information (Detail) - Serviacero Worthington | 9 Months Ended | |
Feb. 29, 2024 USD ($) Jointventure | Feb. 28, 2023 USD ($) | |
Investments in and Advances to Affiliates [Line Items] | ||
Percent of ownership own a noncontrolling interest held in unconsolidated joint venture | 50% | |
Number of unconsolidated joint ventures | Jointventure | 1 | |
Distributions received | $ | $ 0 | $ 10,000,000 |
Investment in Unconsolidated _4
Investment in Unconsolidated Affiliate - Schedule of Financial Information of Unconsolidated Affiliates (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||||||
Feb. 29, 2024 | Nov. 30, 2023 | Aug. 31, 2023 | Feb. 28, 2023 | Nov. 30, 2022 | Aug. 31, 2022 | Feb. 29, 2024 | Feb. 28, 2023 | May 31, 2023 | |
Investments in and Advances to Affiliates [Line Items] | |||||||||
Cash and cash equivalents | $ 60.8 | $ 60.8 | $ 32.7 | ||||||
Total assets | 1,849 | 1,849 | 1,764.4 | ||||||
Current liabilities | 645.4 | 645.4 | 478.4 | ||||||
Short-term borrowings | 147.2 | 147.2 | 2.8 | ||||||
Current maturities of long-term debt | 0 | 0 | 20 | ||||||
Other noncurrent liabilities | 38.2 | 38.2 | 33.6 | ||||||
Equity | 937.6 | 937.6 | 1,029 | ||||||
Total liabilities and equity | 1,849 | 1,849 | 1,764.4 | ||||||
Net sales | 805.8 | $ 780.7 | 2,519.6 | $ 2,723.7 | |||||
Gross margin | 120.1 | 63.2 | 308.8 | 186.3 | |||||
Operating income (loss) | 66.3 | 9.5 | 127.2 | 30.5 | |||||
Depreciation and amortization | 15.9 | 17 | 49.2 | 52.4 | |||||
Income tax expense (benefit) | 14 | 0.8 | 28.5 | 5.6 | |||||
Net earnings (loss) | 52.4 | $ (2.1) | $ 62.1 | 9.3 | $ (12.5) | $ 31.3 | 112.4 | 28.1 | |
Serviacero Worthington | |||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||
Cash and cash equivalents | 10.9 | 10.9 | 12.2 | ||||||
Other current assets | 259.3 | 259.3 | 238.2 | ||||||
Noncurrent assets | 58.1 | 58.1 | 58.9 | ||||||
Total assets | 328.3 | 328.3 | 309.3 | ||||||
Current liabilities | 63.5 | 63.5 | 70.8 | ||||||
Other noncurrent liabilities | 5.3 | 5.3 | 5.4 | ||||||
Equity | 259.5 | 259.5 | 233.1 | ||||||
Total liabilities and equity | 328.3 | 328.3 | $ 309.3 | ||||||
Net sales | 137.3 | 114.9 | 452.6 | 434.9 | |||||
Gross margin | 10.8 | (4.3) | 50.7 | 11.7 | |||||
Operating income (loss) | 7.4 | (7.2) | 40.5 | 3.3 | |||||
Depreciation and amortization | 1.1 | 1.1 | 3.2 | 3.3 | |||||
Interest expense | 0 | 0.2 | 0 | 0.3 | |||||
Income tax expense (benefit) | 0.3 | (4.6) | 7.3 | (2) | |||||
Net earnings (loss) | $ 5.8 | $ (0.4) | $ 31.3 | $ 7 |
Impairment of Long-Lived Asse_2
Impairment of Long-Lived Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | |||||
Feb. 29, 2024 | Nov. 30, 2023 | Aug. 31, 2023 | Feb. 28, 2023 | Nov. 30, 2022 | Aug. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||
Impairment charge of long-lived assets | $ 0 | $ 0 | $ 1,400,000 | $ 0 | $ 0 | $ 300,000 |
Estimate of fair value less costs to sell | $ 200,000 |
Restructuring and Other Incom_2
Restructuring and Other Income, Net - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2022 | Feb. 29, 2024 | Feb. 28, 2023 | Nov. 30, 2022 | Feb. 29, 2024 | Feb. 28, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and other expense, net | $ 0 | $ 0 | $ (4,300,000) | $ 0 | $ (4,200,000) | |
Restructuring liabilities | $ 0 | $ 0 | ||||
WSP Joint Venture | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Net cash proceeds | $ 20,800,000 | |||||
Pre-tax gain on sale of joint venture facility | $ 3,900,000 |
Guarantees - Additional Informa
Guarantees - Additional Information (Detail) - Stand-by Letter of Credit | 9 Months Ended |
Feb. 29, 2024 USD ($) | |
Guarantor Obligations [Line Items] | |
Letter of credit amount outstanding | $ 1,200,000 |
Drawn amount of letter of credit outstanding | $ 0 |
Debt - Summary of Debt Outstand
Debt - Summary of Debt Outstanding (Detail) - USD ($) $ in Millions | Feb. 29, 2024 | May 31, 2023 |
Debt Instrument [Line Items] | ||
Total short-term borrowings | $ 147.2 | $ 2.8 |
Total short-term borrowings | 147.2 | 22.8 |
Total long-term borrowings | 0 | 0 |
Total | 147.2 | 22.8 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total short-term borrowings | 147.2 | 0 |
Total short-term borrowings | 147.2 | 0 |
Current maturities of Term Loan Facility with the Former Parent | ||
Debt Instrument [Line Items] | ||
Total short-term borrowings | 0 | 20 |
Other | ||
Debt Instrument [Line Items] | ||
Total short-term borrowings | $ 0 | $ 2.8 |
Debt - Maturities on Long-term
Debt - Maturities on Long-term Debt and Short-term Borrowings (Detail) $ in Millions | Feb. 29, 2024 USD ($) |
Debt Disclosure [Abstract] | |
Fiscal 2024 | $ 147.2 |
Fiscal 2025 | 0 |
Fiscal 2026 | 0 |
Fiscal 2027 | 0 |
Fiscal 2028 | 0 |
Thereafter | 0 |
Total long-term borrowings | $ 147.2 |
Debt - Additional Information (
Debt - Additional Information (Detail) | 9 Months Ended | ||||||
Dec. 01, 2023 USD ($) | Nov. 30, 2023 USD ($) | Jun. 08, 2021 USD ($) | Feb. 29, 2024 USD ($) Loan | Feb. 29, 2024 CNY (¥) Loan | Jun. 29, 2023 USD ($) | May 31, 2023 USD ($) | |
Debt And Receivables Securitization [Line Items] | |||||||
Term loan facility, balance | $ 147,200,000 | $ 22,800,000 | |||||
Long-term debt | 147,200,000 | ||||||
Current maturities of long-term debt | $ 0 | 20,000,000 | |||||
Number of short-term loan facilities | Loan | 3 | 3 | |||||
Short-term loan facilities | $ 147,200,000 | 2,800,000 | |||||
Amount paid to Worthington Enterprises, Inc. for separation | $ 150,000,000 | ||||||
TWB Term Loan | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Principal amount | $ 50,000,000 | ||||||
Debt, interest rate | 5% | ||||||
Debt, maturity date | May 31, 2024 | ||||||
Term loan facility, balance | $ 0 | 20,000,000 | |||||
AR Facility | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Early termination, other similar fees and penalties paid | $ 0 | ||||||
Tempel China | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Number of short-term loan facilities | Loan | 3 | 3 | |||||
Aggregate capacity | $ 13,900,000 | ¥ 100,000,000 | |||||
Short-term loan facilities | $ 0 | $ 2,800,000 | |||||
Tempel China | Facility One | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Maturity date | Mar. 13, 2024 | ||||||
Aggregate capacity | $ 1,400,000 | 10,000,000 | |||||
Tempel China | Facility Two | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Maturity date | Dec. 31, 2024 | ||||||
Aggregate capacity | $ 5,500,000 | 40,000,000 | |||||
Tempel China | Facility Three | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Maturity date | Dec. 31, 2024 | ||||||
Aggregate capacity | $ 7,000,000 | ¥ 50,000,000 | |||||
Senior Secured Revolving Credit Facility | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Maximum borrowing capacity | $ 550,000,000 | ||||||
Maturity date | Nov. 30, 2028 | ||||||
Short-term loan facilities | $ 175,000,000 | ||||||
Total Debt issuance costs | 2,700,000 | ||||||
Capitalized debt issuance costs | $ 2,500,000 | ||||||
Weighted average interest rate on Credit Facility | 6.92% | 6.92% | |||||
Senior Secured Revolving Credit Facility | SOFR Rate Loans | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Debt maturity period | 6 months | ||||||
Senior Secured Revolving Credit Facility | Swing Loan | |||||||
Debt And Receivables Securitization [Line Items] | |||||||
Maximum borrowing capacity | $ 55,000,000 | ||||||
Swing loan rate | 9% | 9% | |||||
Percentage of maximum amount of credit facility | 10% | 10% | |||||
Effective interest rate | 9% | 9% |
Other Comprehensive Income (L_3
Other Comprehensive Income (Loss) - Summary of Tax Effects on Each Component of OCI (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Feb. 29, 2024 | Nov. 30, 2023 | Aug. 31, 2023 | Feb. 28, 2023 | Nov. 30, 2022 | Aug. 31, 2022 | Feb. 29, 2024 | Feb. 28, 2023 | |
Components Of Other Comprehensive Income Loss [Abstract] | ||||||||
Foreign currency translation, before tax | $ (0.4) | $ 0.1 | $ (0.7) | $ (5.9) | ||||
Foreign currency translation, tax | 0 | 0 | 0 | 0 | ||||
Foreign currency translation, net of tax | (0.4) | 0.1 | (0.7) | (5.9) | ||||
Cash flow hedges, before tax | (8.7) | 32.1 | (4.6) | 18 | ||||
Cash flow hedges, tax | 2 | (7.5) | 1.1 | (4.2) | ||||
Cash flow hedges, net of tax | (6.7) | 24.6 | (3.5) | 13.8 | ||||
Other comprehensive income (loss), before tax | (9.1) | 32.2 | (5.3) | 12.1 | ||||
Other comprehensive income (loss), tax | 2 | (7.5) | 1.1 | (4.2) | ||||
Other comprehensive income (loss) | $ (7.1) | $ 11.1 | $ (8.2) | $ 24.7 | $ (3.5) | $ (13.3) | $ (4.2) | $ 7.9 |
Changes in Equity - Summary of
Changes in Equity - Summary of Changes in Equity by Component and in Total (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Feb. 29, 2024 | Nov. 30, 2023 | Aug. 31, 2023 | Feb. 28, 2023 | Nov. 30, 2022 | Aug. 31, 2022 | Feb. 29, 2024 | Feb. 28, 2023 | |
Balance | $ 1,171.5 | $ 1,247.4 | $ 1,154.6 | $ 1,223.2 | $ 1,323.2 | $ 1,266.3 | $ 1,154.6 | $ 1,266.3 |
Net earnings (loss) | 52.4 | (2.1) | 62.1 | 9.3 | (12.5) | 31.3 | 112.4 | 28.1 |
Other comprehensive (loss) income | (7.1) | 11.1 | (8.2) | 24.7 | (3.5) | (13.3) | (4.2) | 7.9 |
Transfers to the Former Parent, net | (84.9) | (96.3) | (72.2) | |||||
Distribution to the Former Parent in connection with the Separation | (150) | |||||||
Transfers from the Former Parent, net | 11.4 | 40.8 | 38.9 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | 0 | |||||||
Common shares issued, net of withholding tax | (0.1) | |||||||
Stock-based compensation | 2.2 | |||||||
Cash dividends declared | (8.1) | |||||||
Dividends to noncontrolling interests | (1.9) | 0 | (1.9) | 0 | (11.8) | 0 | ||
Balance | 1,070.3 | 1,171.5 | 1,247.4 | 1,160.9 | 1,223.2 | 1,323.2 | 1,070.3 | 1,160.9 |
Common Shares | ||||||||
Balance | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Net earnings (loss) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Other comprehensive (loss) income | 0 | 0 | 0 | 0 | 0 | 0 | ||
Transfers to the Former Parent, net | 0 | 0 | 0 | |||||
Distribution to the Former Parent in connection with the Separation | 0 | |||||||
Transfers from the Former Parent, net | 0 | 0 | 0 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | 0 | |||||||
Common shares issued, net of withholding tax | 0 | |||||||
Stock-based compensation | 0 | |||||||
Cash dividends declared | 0 | |||||||
Dividends to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | 0 | ||
Balance | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Additional Paid-in Capital | ||||||||
Balance | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Net earnings (loss) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Other comprehensive (loss) income | 0 | 0 | 0 | 0 | 0 | 0 | ||
Transfers to the Former Parent, net | 0 | 0 | 0 | |||||
Distribution to the Former Parent in connection with the Separation | (150) | |||||||
Transfers from the Former Parent, net | 11.4 | 0 | 0 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | 1,039.5 | |||||||
Common shares issued, net of withholding tax | (0.1) | |||||||
Stock-based compensation | 2.2 | |||||||
Cash dividends declared | 0 | |||||||
Dividends to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | 0 | ||
Balance | 903 | 0 | 0 | 0 | 0 | 0 | 903 | 0 |
Retained Earnings | ||||||||
Balance | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
Net earnings (loss) | 49 | 0 | 0 | 0 | 0 | 0 | ||
Other comprehensive (loss) income | 0 | 0 | 0 | 0 | 0 | 0 | ||
Transfers to the Former Parent, net | 0 | 0 | 0 | |||||
Distribution to the Former Parent in connection with the Separation | 0 | |||||||
Transfers from the Former Parent, net | 0 | 0 | 0 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | 0 | |||||||
Common shares issued, net of withholding tax | 0 | |||||||
Stock-based compensation | 0 | |||||||
Cash dividends declared | (8.1) | |||||||
Dividends to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | 0 | ||
Balance | 40.9 | 0 | 0 | 0 | 0 | 0 | 40.9 | 0 |
Net Investment by the Former Parent | ||||||||
Balance | 1,039.5 | 1,130.4 | 1,031.1 | 1,112.3 | 1,200.3 | 1,131.3 | 1,031.1 | 1,131.3 |
Net earnings (loss) | 0 | (6) | 58.5 | 5.4 | (15.8) | 30.1 | ||
Other comprehensive (loss) income | 0 | 0 | 0 | 0 | 0 | 0 | ||
Transfers to the Former Parent, net | (84.9) | (96.3) | (72.2) | |||||
Distribution to the Former Parent in connection with the Separation | 0 | |||||||
Transfers from the Former Parent, net | 0 | 40.8 | 38.9 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | (1,039.5) | |||||||
Common shares issued, net of withholding tax | 0 | |||||||
Stock-based compensation | 0 | |||||||
Cash dividends declared | 0 | |||||||
Dividends to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | 0 | ||
Balance | 0 | 1,039.5 | 1,130.4 | 1,021.4 | 1,112.3 | 1,200.3 | 0 | 1,021.4 |
Accumulated Other Comprehensive Income (Loss), Net of Tax | ||||||||
Balance | 0.8 | (10.3) | (2.1) | (15) | (11.5) | 1.8 | (2.1) | 1.8 |
Net earnings (loss) | 0 | 0 | 0 | 0 | 0 | 0 | ||
Other comprehensive (loss) income | (7.1) | 11.1 | (8.2) | 24.7 | (3.5) | (13.3) | ||
Transfers to the Former Parent, net | 0 | 0 | 0 | |||||
Distribution to the Former Parent in connection with the Separation | 0 | |||||||
Transfers from the Former Parent, net | 0 | 0 | 0 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | 0 | |||||||
Common shares issued, net of withholding tax | 0 | |||||||
Stock-based compensation | 0 | |||||||
Cash dividends declared | 0 | |||||||
Dividends to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | 0 | ||
Balance | (6.3) | 0.8 | (10.3) | 9.7 | (15) | (11.5) | (6.3) | 9.7 |
Parent | ||||||||
Balance | 1,040.3 | 1,120.1 | 1,029 | 1,097.3 | 1,188.8 | 1,133.1 | 1,029 | 1,133.1 |
Net earnings (loss) | 49 | (6) | 58.5 | 5.4 | (15.8) | 30.1 | ||
Other comprehensive (loss) income | (7.1) | 11.1 | (8.2) | 24.7 | (3.5) | (13.3) | ||
Transfers to the Former Parent, net | (84.9) | (96.3) | (72.2) | |||||
Distribution to the Former Parent in connection with the Separation | (150) | |||||||
Transfers from the Former Parent, net | 11.4 | 40.8 | 38.9 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | 0 | |||||||
Common shares issued, net of withholding tax | (0.1) | |||||||
Stock-based compensation | 2.2 | |||||||
Cash dividends declared | (8.1) | |||||||
Dividends to noncontrolling interests | 0 | 0 | 0 | 0 | 0 | 0 | ||
Balance | 937.6 | 1,040.3 | 1,120.1 | 1,031.1 | 1,097.3 | 1,188.8 | 937.6 | 1,031.1 |
Noncontrolling Interest | ||||||||
Balance | 131.2 | 127.3 | 125.6 | 125.9 | 134.4 | 133.2 | 125.6 | 133.2 |
Net earnings (loss) | 3.4 | 3.9 | 3.6 | 3.9 | 3.3 | 1.2 | ||
Other comprehensive (loss) income | 0 | 0 | 0 | 0 | 0 | 0 | ||
Transfers to the Former Parent, net | 0 | 0 | 0 | |||||
Distribution to the Former Parent in connection with the Separation | 0 | |||||||
Transfers from the Former Parent, net | 0 | 0 | 0 | |||||
Transfer of Net Investment by Former Parent to Additional Paid-in Capital | 0 | |||||||
Common shares issued, net of withholding tax | 0 | |||||||
Stock-based compensation | 0 | |||||||
Cash dividends declared | 0 | |||||||
Dividends to noncontrolling interests | (1.9) | 0 | (1.9) | 0 | (11.8) | 0 | ||
Balance | $ 132.7 | $ 131.2 | $ 127.3 | $ 129.8 | $ 125.9 | $ 134.4 | $ 132.7 | $ 129.8 |
Changes in Equity - Additional
Changes in Equity - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | |
Nov. 30, 2023 | Feb. 29, 2024 | |
Equity [Abstract] | ||
Issuance of shares due to stock split | 49.3 | |
Shares issued | 49.3 | |
Shares outstanding | 49.3 |
Changes in Equity - Summary o_2
Changes in Equity - Summary of Changes in Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | $ 1,171.5 | $ 1,223.2 | $ 1,154.6 | $ 1,266.3 | |
Income tax effect | 2 | (7.5) | 1.1 | (4.2) | |
Balance | 1,070.3 | 1,160.9 | 1,070.3 | 1,160.9 | |
Foreign Currency Translation | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (10.6) | (3.8) | |||
Other comprehensive income (loss) before reclassifications | (0.7) | (5.9) | |||
Reclassification adjustments to net earnings | [1] | 0 | 0 | ||
Income tax effect | 0 | 0 | |||
Balance | (11.3) | (9.7) | (11.3) | (9.7) | |
Pension Liability Adjustment | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | 6 | 6.6 | |||
Other comprehensive income (loss) before reclassifications | 0 | 0 | |||
Reclassification adjustments to net earnings | [1] | 0 | 0 | ||
Income tax effect | 0 | 0 | |||
Balance | 6 | 6.6 | 6 | 6.6 | |
Cash Flow Hedges | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | 2.5 | (1) | |||
Other comprehensive income (loss) before reclassifications | 2.7 | 4.7 | |||
Reclassification adjustments to net earnings | [1] | (7.3) | 13.3 | ||
Income tax effect | 1.1 | (4.2) | |||
Balance | (1) | 12.8 | (1) | 12.8 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | 0.8 | (15) | (2.1) | 1.8 | |
Other comprehensive income (loss) before reclassifications | 2 | (1.2) | |||
Reclassification adjustments to net earnings | [1] | (7.3) | 13.3 | ||
Income tax effect | 1.1 | (4.2) | |||
Balance | $ (6.3) | $ 9.7 | $ (6.3) | $ 9.7 | |
[1] Cash flow hedges – See the disclosure in “Note N – Derivative Financial Instruments and Hedging Activities.” |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Pre-tax stock-based compensation expense | $ 2.2 | $ 2.7 | $ 8.3 | $ 7.5 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 22.20% | 13.10% | 21.90% | 22% |
Earnings per Common Share - Add
Earnings per Common Share - Additional Information (Detail) shares in Millions | 6 Months Ended |
Nov. 30, 2023 shares | |
Earnings Per Share [Abstract] | |
Number of shares used to calculate earnings (loss) per common share | 49.3 |
Earnings per Common Share - Com
Earnings per Common Share - Computation of Basic and Diluted Earnings Per Common Share Attributable to Controlling Interest (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | ||
Numerator (basic & diluted): | |||||
Net earnings (loss) attributable to controlling interest income (loss) available to common shareholders | $ 49 | $ 5.4 | $ 101.5 | $ 19.8 | |
Denominator: | |||||
Denominator for basic earnings (loss) per common share attributable to controlling interest - weighted average common shares | [1] | 49.3 | 49.3 | 49.3 | 49.3 |
Effect of dilutive securities | 1 | 0 | 0.3 | 0 | |
Denominator for diluted earnings (loss) per common share attributable to controlling interest - adjusted weighted average common shares | [2] | 50.3 | 49.3 | 49.6 | 49.3 |
Basic earnings (loss) per common share attributable to controlling interest | $ 0.99 | $ 0.11 | $ 2.06 | $ 0.4 | |
Diluted earnings (loss) per common share attributable to controlling interest | $ 0.98 | $ 0.11 | $ 2.05 | $ 0.4 | |
Anti-dilutive Non-qualified Stock Options And Restricted Common Share Awards | [3] | 0.1 | 0 | 0 | 0 |
[1] Prior to the third quarter of fiscal 2024, reported Weighted average common shares outstanding (Basic) and Common shares outstanding at end of period reflects the basic shares at the Separation. This share amount is being utilized for the calculation of basic earnings per share for periods presented prior to the Separation. Prior to the third quarter of fiscal 2024, reported Weighted average common shares outstanding (Diluted) reflects the basic shares at the Separation. This share amount is being utilized for the calculation of diluted earnings per share for periods presented prior to the Separation. These non-qualified stock options and restricted common share awards were excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive. |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Millions | Nov. 16, 2023 | Feb. 29, 2024 | May 31, 2023 |
Business Acquisition [Line Items] | |||
Goodwill | $ 79.7 | $ 78.6 | |
Voestalpine Automotive Components Nagold GmbH & Co. KG | |||
Business Acquisition [Line Items] | |||
Date of acquisition | Nov. 16, 2023 | ||
Business acquisition, name of acquired entity | Voestalpine Automotive Components Nagold GmbH & Co. KG (“Voestalpine”) | ||
Net cash consideration | $ 21 | ||
Pension liability | 0.9 | ||
Property, plant and equipment | 12.3 | ||
Net working capital | 9 | ||
Goodwill | 0.6 | ||
Purchase accounting adjustments, property, plant and equipment | 0.3 | ||
Purchase accounting adjustments, net working capital | (0.8) | ||
Purchase accounting adjustments, goodwill | 0.5 | ||
Pension liability adjustment | 0 | ||
Voestalpine Automotive Components Nagold GmbH & Co. KG | Property, Plant and Equipment | |||
Business Acquisition [Line Items] | |||
Purchase consideration, net | 12.6 | ||
Voestalpine Automotive Components Nagold GmbH & Co. KG | Net Working Capital | |||
Business Acquisition [Line Items] | |||
Purchase consideration, net | 8.2 | ||
Voestalpine Automotive Components Nagold GmbH & Co. KG | Goodwill | |||
Business Acquisition [Line Items] | |||
Purchase consideration, net | $ 1.1 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Hedging Activities - Schedule of Fair Value of Derivative Instruments (Detail) - USD ($) $ in Millions | Feb. 29, 2024 | May 31, 2023 |
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | $ 3.9 | $ 2.3 |
Liability Derivatives at Fair Value | 9.1 | 9.8 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 0.2 | 0.1 |
Liability Derivatives at Fair Value | 3.7 | 2.8 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Accounts Payable | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 3.7 | 2.7 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Receivables | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 0.2 | 0 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Other Assets | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 0 | 0.1 |
Derivatives Designated As Hedging Instruments | Commodity Contracts | Other Liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 0 | 0.1 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 3.7 | 2.2 |
Liability Derivatives at Fair Value | 5.4 | 7 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Accounts Payable | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | 5.4 | 7 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Receivables | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 3.7 | 2.2 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Other Assets | ||
Derivative [Line Items] | ||
Asset Derivatives at Fair Value | 0 | 0 |
Derivatives Not Designated As Hedging Instruments | Commodity Contracts | Other Liabilities | ||
Derivative [Line Items] | ||
Liability Derivatives at Fair Value | $ 0 | $ 0 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Hedging Activities - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Feb. 29, 2024 | May 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Impact to fair value of derivative assets and liabilities as a result of recognition on a gross basis | $ 3.1 | $ 7.3 |
Losses in accumulated other comprehensive income expected to be reclassified into net earnings | 1.3 | |
Loss in accumulated other comprehensive income expected to be reclassified into net earnings, tax | $ 0.3 |
Derivative Financial Instrume_5
Derivative Financial Instruments and Hedging Activities - Schedule of Summary of Derivative Hedges (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | May 31, 2023 | |
Derivative [Line Items] | |||||
Notional Amount | $ (2.1) | $ (10.8) | $ (1.3) | $ (14.6) | |
Commodity Contracts | Derivatives Not Designated As Hedging Instruments | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 37.3 | $ 2.4 | |||
Commodity Contracts | Minimum | Derivatives Not Designated As Hedging Instruments | |||||
Derivative [Line Items] | |||||
Maturity Date | Mar. 31, 2024 | Jun. 30, 2023 | |||
Commodity Contracts | Maximum | Derivatives Not Designated As Hedging Instruments | |||||
Derivative [Line Items] | |||||
Maturity Date | Feb. 28, 2025 | Dec. 31, 2024 | |||
Cash Flow Hedges | Commodity Contracts | |||||
Derivative [Line Items] | |||||
Notional Amount | $ 40.7 | $ 40.7 | $ 53 | ||
Cash Flow Hedges | Commodity Contracts | Minimum | |||||
Derivative [Line Items] | |||||
Maturity Date | Mar. 31, 2024 | Jun. 30, 2023 | |||
Cash Flow Hedges | Commodity Contracts | Maximum | |||||
Derivative [Line Items] | |||||
Maturity Date | Dec. 31, 2024 | Sep. 30, 2024 |
Derivative Financial Instrume_6
Derivative Financial Instruments and Hedging Activities - Schedule of Derivative Financials Designated as Cash Flow Hedging Instruments (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Derivative [Line Items] | ||||
Gain (Loss) Recognized in OCI | $ (8.6) | $ 26 | $ 2.7 | $ 4.7 |
Gain (Loss) Reclassified from AOCI into Net Earnings | 0.1 | (6.1) | 7.3 | (13.3) |
Commodity Contracts | ||||
Derivative [Line Items] | ||||
Gain (Loss) Recognized in OCI | (8.6) | 26 | 2.7 | 4.7 |
Gain (Loss) Reclassified from AOCI into Net Earnings | $ 0.1 | $ (6.1) | $ 7.3 | $ (13.3) |
Derivative Financial Instrume_7
Derivative Financial Instruments and Hedging Activities - Schedule of Loss Recognized in Earnings for Economic (Non-Designated) Derivative Financial Instruments (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Derivative [Line Items] | ||||
Loss Recognized in Earnings | $ (2.1) | $ (10.8) | $ (1.3) | $ (14.6) |
Commodity Contracts | Cost of Sales | ||||
Derivative [Line Items] | ||||
Loss Recognized in Earnings | $ (2.1) | $ (10.8) | $ (1.3) | $ (14.6) |
Fair Value - Schedule of Assets
Fair Value - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Millions | Feb. 29, 2024 | May 31, 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | $ 3.9 | $ 2.3 | ||
Liabilities | 9.1 | 9.8 | ||
Derivative Financial Instruments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 3.9 | [1] | 2.3 | [2] |
Liabilities | 9.1 | [1] | 9.8 | [2] |
Quoted Prices In Active Markets (Level 1) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 0 | 0 | ||
Liabilities | 0 | 0 | ||
Quoted Prices In Active Markets (Level 1) | Derivative Financial Instruments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 0 | [1] | 0 | [2] |
Liabilities | 0 | [1] | 0 | [2] |
Fair Value, Inputs, Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 3.9 | 2.3 | ||
Liabilities | 9.1 | 9.8 | ||
Fair Value, Inputs, Level 2 | Derivative Financial Instruments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 3.9 | [1] | 2.3 | [2] |
Liabilities | 9.1 | [1] | 9.8 | [2] |
Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 0 | 0 | ||
Liabilities | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Derivative Financial Instruments | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets | 0 | [1] | 0 | [2] |
Liabilities | $ 0 | [1] | $ 0 | [2] |
[1] The fair value of the Company’s derivative financial instruments is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note N – Derivative Financial Instruments and Hedging Activities” for additional information regarding the use of derivative financial instruments. The fair value of the Company’s derivative financial instruments is based on the present value of the expected future cash flows considering the risks involved, including non-performance risk, and using discount rates appropriate for the respective maturities. Market observable, Level 2 inputs are used to determine the present value of the expected future cash flows. Refer to “ Note N – Derivative Financial Instruments and Hedging Activities” for additional information regarding the use of derivative financial instruments. |
Fair Value - Assets Measured at
Fair Value - Assets Measured at Fair Value on Non-Recurring Basis (Detail) - Fair Value, Nonrecurring - USD ($) | Feb. 29, 2024 | May 31, 2023 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | $ 0 | $ 2,600,000 | |
Quoted Prices In Active Markets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 0 | ||
Fair Value, Inputs, Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 2,600,000 | ||
Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | 0 | ||
Long Lived Assets Held for Sale | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | [1] | 2,600,000 | |
Long Lived Assets Held for Sale | Quoted Prices In Active Markets (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | [1] | 0 | |
Long Lived Assets Held for Sale | Fair Value, Inputs, Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | [1] | 2,600,000 | |
Long Lived Assets Held for Sale | Significant Unobservable Inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Assets, Fair Value Disclosure | [1] | $ 0 | |
[1] Comprised of the following: (a) idled equipment at the manufacturing facility in Taylor, Michigan; and (b) the net assets of the Company’s former WSCP toll processing facility in Cleveland, Ohio. |
Fair Value - Additional Informa
Fair Value - Additional Information (Detail) - USD ($) | Feb. 29, 2024 | May 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current maturities of long-term debt due to Worthington Enterprises, Inc. | $ 0 | $ 20,000,000 |
Short-term loan facilities | 147,200,000 | 2,800,000 |
Revolving Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term loan facilities | 147,200,000 | 0 |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value of assets | 3,900,000 | 2,300,000 |
Fair Value, Nonrecurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair market value of assets | $ 0 | $ 2,600,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||||
Feb. 29, 2024 | Nov. 30, 2023 | Feb. 28, 2023 | Nov. 30, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | May 31, 2023 | Jun. 08, 2021 | |
Related Party Transaction [Line Items] | ||||||||
Selling, general and administrative expense | $ 52,800,000 | $ 49,700,000 | $ 160,700,000 | $ 147,700,000 | ||||
Net sales | 805,800,000 | 780,700,000 | 2,519,600,000 | 2,723,700,000 | ||||
Net transfers from (to) the former parent excluding distribution | 150,000,000 | |||||||
Current maturities of long-term debt due to Worthington Enterprises, Inc. | 0 | 0 | $ 20,000,000 | |||||
Interest expense | 2,900,000 | 500,000 | 3,600,000 | 2,700,000 | ||||
Former Parent | ||||||||
Related Party Transaction [Line Items] | ||||||||
Selling, general and administrative expense | 18,700,000 | 38,500,000 | 50,800,000 | |||||
Net sales | 20,300,000 | $ 19,300,000 | 26,400,000 | $ 43,800,000 | 62,100,000 | |||
Outstanding accounts receivable | 10,800,000 | 10,800,000 | ||||||
TWB Term Loan | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt, interest rate | 5% | |||||||
TWB Term Loan | Former Parent | ||||||||
Related Party Transaction [Line Items] | ||||||||
Current maturities of long-term debt due to Worthington Enterprises, Inc. | $ 0 | $ 0 | $ 20,000,000 | |||||
Debt, interest rate | 5% | 5% | ||||||
Interest expense | $ 400,000 | $ 500,000 | $ 900,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of reconciliation of total net transfers to and from the parent to the corresponding amount presented in the combined statement of cash flows (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Feb. 29, 2024 | Feb. 28, 2023 | Feb. 29, 2024 | Feb. 28, 2023 | |
Related Party Transaction [Line Items] | ||||
Less: depreciation expense allocated from the Former Parent | $ 15.9 | $ 17 | $ 49.2 | $ 52.4 |
Stock-based compensation | 2.2 | 2.7 | 8.3 | 7.5 |
Total net transfers from/(to) the Former Parent per consolidated and combined statement of cash flows | 3.8 | (99.5) | (47.6) | (138.7) |
Former Parent | ||||
Related Party Transaction [Line Items] | ||||
Total net transfers from/(to) the Former Parent per consolidated and combined changes in equity | 11.4 | (96.3) | (32.7) | (129.6) |
Less: non-cash net asset contribution from the Former Parent | 7.6 | 0 | 7.6 | 0 |
Less: depreciation expense allocated from the Former Parent | 0 | 0.5 | 1.2 | 1.8 |
Stock-based compensation | 0 | 2.7 | 6.1 | 7.3 |
Total net transfers from/(to) the Former Parent per consolidated and combined statement of cash flows | $ 3.8 | $ (99.5) | $ (47.6) | $ (138.7) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | Mar. 21, 2024 $ / shares |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Dividend payable per common share | $ 0.16 |