Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 20, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | ESND | |
Entity Registrant Name | ESSENDANT INC | |
Entity Central Index Key | 355,999 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 38,007,081 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 29,935 | $ 20,812 |
Accounts receivable, less allowance for doubtful accounts of $18,157 in 2015 and $19,725 in 2014 | 667,062 | 702,527 |
Inventories | 875,465 | 926,809 |
Assets related to held for sale disposal group | 7,880 | |
Other current assets | 29,595 | 30,042 |
Total current assets | 1,609,937 | 1,680,190 |
Property, plant and equipment, net | 130,216 | 138,217 |
Goodwill | 402,545 | 398,042 |
Intangible assets, net | 88,622 | 111,958 |
Other long-term assets | 48,439 | 41,810 |
Total assets | 2,279,759 | 2,370,217 |
Current liabilities: | ||
Accounts payable | 465,953 | 485,241 |
Accrued liabilities | 190,257 | 192,792 |
Liabilities related to held for sale disposal group | 7,169 | |
Current maturities of long-term debt | 28 | 851 |
Total current liabilities | 663,407 | 678,884 |
Deferred income taxes | 12,362 | 17,763 |
Long-term debt | 661,143 | 713,058 |
Other long-term liabilities | 102,577 | 104,394 |
Total liabilities | 1,439,489 | 1,514,099 |
Stockholders’ equity: | ||
Common stock, $0.10 par value; authorized - 100,000,000 shares, issued - 74,435,628 shares in 2015 and 2014 | 7,444 | 7,444 |
Additional paid-in capital | 411,504 | 412,291 |
Treasury stock, at cost – 36,349,375 shares in 2015 and 35,719,041 shares in 2014 | (1,070,183) | (1,042,501) |
Retained earnings | 1,557,281 | 1,541,675 |
Accumulated other comprehensive loss | (65,776) | (62,791) |
Total stockholders’ equity | 840,270 | 856,118 |
Total liabilities and stockholders’ equity | $ 2,279,759 | $ 2,370,217 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 18,157 | $ 19,725 |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 74,435,628 | 74,435,628 |
Treasury stock, shares | 36,349,375 | 35,719,041 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,341,799 | $ 1,320,037 | $ 2,674,174 | $ 2,574,176 |
Cost of goods sold | 1,129,737 | 1,120,577 | 2,257,662 | 2,187,633 |
Gross profit | 212,062 | 199,460 | 416,512 | 386,543 |
Operating expenses: | ||||
Warehousing, marketing and administrative expenses | 158,159 | 142,186 | 356,531 | 291,035 |
Operating income | 53,903 | 57,274 | 59,981 | 95,508 |
Interest expense, net | 4,778 | 3,833 | 9,617 | 7,207 |
Income before income taxes | 49,125 | 53,441 | 50,364 | 88,301 |
Income tax expense | 18,864 | 20,110 | 24,095 | 33,113 |
Net income | $ 30,261 | $ 33,331 | $ 26,269 | $ 55,188 |
Net income per share - basic: | $ 0.80 | $ 0.86 | $ 0.69 | $ 1.41 |
Average number of common shares outstanding - basic | 37,765 | 38,816 | 37,939 | 39,004 |
Net income per share - diluted: | $ 0.79 | $ 0.85 | $ 0.69 | $ 1.40 |
Average number of common shares outstanding - diluted | 38,106 | 39,226 | 38,317 | 39,435 |
Dividends declared per share | $ 0.14 | $ 0.14 | $ 0.28 | $ 0.28 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 30,261 | $ 33,331 | $ 26,269 | $ 55,188 |
Other comprehensive income, net of tax | ||||
Unrealized translation adjustment | 209 | 562 | (4,421) | 17 |
Minimum pension liability adjustments | 932 | 580 | 1,864 | 1,161 |
Unrealized interest rate swap adjustments | 48 | (626) | (428) | (785) |
Total other comprehensive gain (loss), net of tax | 1,189 | 516 | (2,985) | 393 |
Comprehensive income | $ 31,450 | $ 33,847 | $ 23,284 | $ 55,581 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash Flows From Operating Activities: | ||
Net income | $ 26,269 | $ 55,188 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 24,198 | 19,430 |
Share-based compensation | 3,268 | 4,294 |
Loss on the disposition of property, plant and equipment | 57 | 96 |
Amortization of capitalized financing costs | 451 | 460 |
Excess tax benefits related to share-based compensation | (433) | (638) |
Asset impairment charges | 24,034 | |
Deferred income taxes | (8,365) | (5,317) |
Changes in operating assets and liabilities (net of acquisitions): | ||
Decrease (increase) in accounts receivable, net | 28,330 | (17,650) |
Decrease in inventory | 44,984 | 39,290 |
Increase in other assets | (10,173) | (2,765) |
Increase in accounts payable | 3,152 | 21,961 |
Decrease in checks in-transit | (19,240) | (28,545) |
Decrease (increase) in accrued liabilities | 4,794 | (1,106) |
Decrease in other liabilities | (478) | (5,809) |
Net cash provided by operating activities | 120,848 | 78,889 |
Cash Flows From Investing Activities: | ||
Capital expenditures | (11,931) | (10,335) |
Proceeds from the disposition of property, plant and equipment | 18 | 869 |
Acquisition, net of cash acquired | (532) | (26,161) |
Net cash used in investing activities | (12,445) | (35,627) |
Cash Flows From Financing Activities: | ||
Net repayments under revolving credit facility | (52,738) | (14,489) |
Borrowings under Receivables Securitization Program | 9,300 | |
Repayment of debt | (135,000) | |
Proceeds from the issuance of debt | 150,000 | |
Net disbursements from share-based compensation arrangements | (759) | (1,788) |
Acquisition of treasury stock, at cost | (31,227) | (31,152) |
Payment of cash dividends | (10,699) | (10,991) |
Excess tax benefits related to share-based compensation | 433 | 638 |
Payment of debt issuance costs | (36) | (615) |
Net cash used in financing activities | (95,026) | (34,097) |
Effect of exchange rate changes on cash and cash equivalents | (135) | 4 |
Transfer of cash to held for sale | (4,119) | |
Net change in cash and cash equivalents | 9,123 | 9,169 |
Cash and cash equivalents, beginning of period | 20,812 | 22,326 |
Cash and cash equivalents, end of period | 29,935 | 31,495 |
Other Cash Flow Information: | ||
Income tax payments, net | 31,618 | 25,236 |
Interest paid | $ 9,451 | $ 4,621 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The accompanying Condensed Consolidated Financial Statements represent Essendant Inc. (“ ESND ”) (formerly known as United Stationers Inc.) with its wholly owned subsidiary Essendant Co. (formerly known as United Stationers Supply Co.) , and Essendant Co ’s sub sidiaries (collectively, “Essendant ” or the “Company”). The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United State s and include the accounts of ESND and its subsidiaries. All intercompany transactions and balances have been eliminated. The Company operates in a single reportable segment as a leading distributor of workplace essentials. The accompanying Condensed Consolidated Financial Statements are unaudited, except for the Condensed Consolidated Balance Sheet as of December 31, 201 4 , which was derived from the December 31, 201 4 audited financial statements. The Condensed Consolidated Financial Statements have been prepared in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements, prepared in accordance with accounting principles generally accepted in the United States, have been condensed or omitted pursuant to such rules and regulations. Accordingly, the reader of this Quarterly Report on Form 10-Q should refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 201 4 for further information. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of Essendant at June 30 , 2015 and the results of operations and cash flows for the six months ended June 30 , 2015 and 201 4 . The results of operations for the three and six months ended June 30 , 2015 should not necessarily be taken as indicative of the results of operations that may be expected for the entire year. Inventory The Company used the last-in, first-out (“LIFO”) method for valuing a pproximately 77 % and 74 % of its total inventory as of June 30 , 2015 and December 31, 2014, respectively . The remaining inventory wa s valued under the first-in, first-out (“FIFO”) accounting method. An actual valuation of inventory under the LIFO method can be made only at the end of each fiscal year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and costs, and are subject to the final year-end LIFO inventory valuation. I nventory valued under the FI FO and LIFO accounting methods wa s recorded at the lower of cost or market. If the Company had valued its entire inventory under the lower of FIFO cost or market, inventory would have been $ 124.2 million and $ 11 8.6 million higher than reported as of June 30 , 201 5 and December 31, 201 4 , respectively. The six-month change in the LIFO reserve as of June 30 , 2015 resulted in a $ 5.6 million increase in cost of goods sold related to 2015 inflation. The six-month change in the LIFO reserves as of June 30 , 2014 resulted in a $ 1.6 million in crease in costs of goods sold which included LIFO liquidations relating to decrements in the Company’s office products and furniture pools which resulted in a $ 3.4 million liquidation of LIFO inventory quantities carried at lower costs in prior years as compared with t he cost of purchases in 2014 . This liquidation was more than offset by LIFO expense of $ 5.0 million related to 2014 inflation. New Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03, Interest- Imputation of Interest (Subtopic 835-30) : Simplifying the Presentation of Debt Issuance Costs , that simplif ies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The ASU does not affect the recognition and measurement guidance for debt issuance costs. The ASU will be effective for Essendant financial statements issued for fiscal years beginning after December 15, 2015, and e arly application is permitted. The Company is currently evaluating the timing of implementation of the new guidance but expect it will have an immaterial impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, “ Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement” , that provides guidance to customers about whether a cloud computing arrangement includes a software license. If such an arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If the arrangement does not include a software license, the customer should account for it as a service contract. This ASU will be effective for Essendant for annual periods beg inning after December 15, 2015, and e arly application is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. In May 2014, the F ASB issue d ASU No. 2014-09, Revenue From Contracts With Customers , that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The ASU is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to fulfill a contract. Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. This standard is effective for fiscal years b eginning after December 15, 2017 , including interim periods within that reporting period. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions and Dispositions | 2. Acquisitions and Dispositions Acquisition of CPO Commerce, Inc. On May 30, 2014, Essendant Co. completed the acquisition of CPO, a leading online retailer of brand name power tools and equipment. The acquisition of CPO significantly expanded the Company’s digital resources and capabilities to support resellers as they transition to an increasingly online environment. CPO’s expertise will strength en Essendant ’s ability to offer features like improved product content, real-time access to inventory and pricing, digital marketing and merchandising, and an enhanced digital platform to our resellers and manufacturing partners. The purchase price was $ 37.8 million, including $ 5. 5 million related to the estimated fair val ue of contingent consideration. The contingent consideration ultimately paid will be determined based on CPO’s sales during a three-year period immediately following the acquisition date. The final payments related to the contingent consideration will be determined by actual achievement in the earn-out periods and will be between zero and $ 10 million. Any changes to the estimated fair value after the original purchase accounting was completed were recorded in “warehousing, marketing and administrative ex penses” in the period in which the change occurred . The Company financed the 100 % stock acquisition with borrowings under the Company’s available committed bank facilities. The fair value of the assets and liabilities acquired were determined using various valuation methods including selling price, a market approach, and discounted cash flows using both an inco me and cost approach. T he final al location of the purchase price wa s as follows (amounts in thousands): Purchase price, net of cash acquired $ 32,225 Accounts receivable $ (2,956 ) Inventories (13,051 ) Other current assets (269 ) Property, plant and equipment, net (488 ) Intangible assets (12,800 ) Total assets acquired (29,564 ) Accounts payable 16,911 Accrued liabilities 2,580 Deferred income taxes 3,453 Other long-term liabilities 90 Total liabilities assumed 23,034 Goodwill $ 25,695 The purchased id entifiable intangible assets were as follows (amounts in thousands): Total Estimated Life Customer relationships $ 5,200 3 years Trademark 7,600 15 years Total $ 12,800 Acquisition of MEDCO On October 31, 2014 , Essendant Co. completed the acquisition of all of the capital stock of Liberty Bell Equipment Corp., a United States wholesaler of automotive aftermarket tools and equipment, and its affiliates (collectively, MEDCO) including G2S Equip e ment de Fabrication et d’Entretien ULC, a Canadian wholesaler. MEDCO advances a key pillar of the Company’s strategy, which is to diversif y into higher growth and margin channels and categories. It also brings expanded categories and services to customers. The purchase price was $ 1 50. 4 million, including $ 4. 7 million related to the estimated fair value of contingent consideration . The contingent consideration ultimately paid will be determined based on MEDCO’s sales and EBITDA during a three- year period immediately following the acquisition date. Additionally, $ 6.0 million was reserved as a payable upon completion of an eighteen month indemnification period. The final payments related to the contingent consideration will be determined by actual achievement in the earn-out periods and will be between zero and $ 10 million. Any changes to the estimated fair value after the original purchase accounting is completed will be recorded in “warehousing, marketing and administrative expenses” in the period in which a change occurs. This acquisition was funded through a combination of cash on hand and cash available under the Company’s committed bank facilit ies . The Company has developed a preliminary estimate of the fair value of assets acquired and liabilities assumed for purposes of allocating the purchase price. The estimate is subject to change as the valuation activities are completed. The fair value of the assets and liabilities acquired were estimated using various valuation methods including estimated selling price, a market approach, and discounted cash flows using both an income and cost approach. At June 30 , 2015, the preliminary al location of the purchase price wa s as follows (amounts in thousands): Purchase price, net of cash acquired $ 145,873 Accounts receivable $ (44,815 ) Inventories (55,491 ) Other current assets (1,299 ) Property, plant and equipment, net (4,408 ) Other assets (442 ) Intangible assets (39,330 ) Total assets acquired (145,785 ) Accounts payable 32,383 Accrued liabilities 5,254 Deferred income taxes 1,333 Other long-term liabilities 52 Total liabilities assumed 39,022 Goodwill $ 39,110 The purchased id entifiable intangible assets were as follows (amounts in thousands): Total Estimated Life Customer relationships $ 36,920 4-15 years Trademarks 2,410 1.5-15 years Total $ 39,330 Any changes to the preliminary allocation of the purchase price, some of which may be material, will be allocated to residual goodwill. Assets Held for Sale On February 10, 2015, the Company approved a plan to sell its subsidiary in Mexico , which is not strategic to the Company . The Company plans to dispose of the entity in 2015. As of the approval date, in accordance with Accounting Standards Codification (ASC) 360-10-45-9 Property, Plant, and Equipment , the Mexican subsidiary met all of the criteria to be classified as a held-for-sale asset disposal group . In accordance with ASC 350-20-40 , Intangibles – Goodwill and Other , the Company allocated a proportionate share of the goodwill balance from the office product and janitorial and breakroom supply reporting unit based on the subsidiary’s relative fair value to the reporting unit and performed an impairment test for the allocated goodwill utilizing the cost approach to value the entity. Based upon the impairment test, the $ 3.3 million of goodwill allocated to the subsidiary was determined to be fully impaired. Additionally, in conjunction with classifying the subsidiary as a held-for-sale asset disposal group, the Company revalued the subsidiary to fair value using the cost-approach method less the estimated cost to sell. The carrying value, including a $ 10.1 million cumulative foreign currency translation adjustment, of the disposal group was then compared to the fair value less the estimated cost to sell , resulting in a pre-tax impairment loss of $ 10.1 million. The goodwill impairment of $3.3 million, the held-for-sale impairment of $ 10.1 million and the $ 0.1 million estimated cost to sell we re recorded in the first quarter of 2015 within “warehousing, marketing and administrative expenses.” During the second quarter, the Company recorded an additional $ 1.4 million within “warehousing, marketing and administrative expenses.” A dditional financial statement impacts may occur during the remainder of 2015 as this transaction is completed . As of June 30 , 2015, the carrying amounts, excluding intercompany accounts, of the Mexican subsidiary by major classes of assets and liabilities included in th e Consolidated Balance Sheet were as follows (in thousands): Amount Assets held for sale: Cash and cash equivalents $ 4,119 Accounts receivable, less allowance for doubtful accounts 6,720 Inventories 6,527 Other current assets 418 Net property, plant equipment 110 Other assets 657 Held-for-sale valuation allowance (10,671 ) Total assets held for sale $ 7,880 Liabilities held for sale: Accounts payable 3,447 Accrued liabilities 3,184 Other long-term liabilities 538 Total liabilities held for sale $ 7,169 Agreement to Purchase Nestor Sales LLC On July 14 , 2015, Essendant Co signed an agreement to acquire Nestor Sales LLC, a leading wholesaler and distributor of tools, equipment and supplies to the transportation industry. The all cash purchase price is $ 38.5 million, subject to closing adjustments. This acquisition accelerates the Company’s growth in the automotive aftermarket, complements the Company’s existing industrial offerings while providing access to new customer segments, and advances a key str ategic pillar to diversify into higher growth and ma rgin channels and categories. The acquisition is expected to be completed in t he third quarter of 2015, subject to customary closing conditions. This acquisition will be funded through a combination of c ash on hand and cash available under our revolving credit facility. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | 3 . Share-Based Compensation As of June 30 , 2015 , the Company has two active equity compensation plans. On May 20, 2015 the Company’s stockholders approved certain amendments to the Amended and Restated 2004 Long-Term Incentive Plan (“LTIP) which included the renaming of the LTIP to the “2015 Long-Term Incentive Plan” (as amended and restated, the “2015 Plan”). Under the 2015 Plan, award vehicles include, but are not limited to, stock options, restricted stock awards, restricted stock units (“RSUs”), and performance-based awards. Associates and non-employee directors of the Company are eligible to become participants in the plan. The Nonemployee Directors’ Deferred Stock Compensation Plan allows non-employee directors to elect to defer receipt of all or a portion of their retainer and meeting fees. The Company granted 206,479 shares of restricted stock and 145,552 RSUs during the first six months of 2015. No stock options were granted during the first six months of 2015. During the first six months of 201 4 , the Company granted 62,594 shares of restricted stock, 147,725 RSUs, and 5 ,538 stock options. |
Severance and Restructuring Cha
Severance and Restructuring Charges | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring And Related Activities [Abstract] | |
Severance and Restructuring Charges | 4 . Severance and Restructuring Charges During the second quarter of 2015, the Company recorded a $ 0.1 million pre-tax reversal of expense relating to facility consolidations . D uring the first quarter of 2015, the Company recorded a $ 6.0 million pre-tax charge relating to a workforce reduction and a $ 0. 4 million pre-tax charge relating to facility consolidations . These charges were included in “warehousing, marketing and administrative expenses.” Cash outflows for these actions will occur primarily in 2015 and were approximately $ 2.4 million in the six months ended June 30 , 2015. As of June 30 , 2015, the Company has accrued liabilities for these actions of $ 3.9 mi llion. The Company estimated an additional $ 2. 7 million will be incurred in the remainder of 2015 due to facility closures related to this action , for a total 2015 expense of approximately $ 9.0 million. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 5 . Goodwill and Intangible Assets The changes in the carrying amount of goodwill are noted in the following table (in thousands): Goodwill, balance as of December 31, 2014 $ 398,042 Impairment (3,319 ) Purchase accounting adjustments 9,184 Currency translation adjustment (1,362 ) Goodwill, balance as of June 30, 2015 $ 402,545 The following table summarizes the intangible assets of the Company by major class of intangible assets and the cost, accumulated amortization, net carrying amount, and weighted average life, if applicable (in thousands): June 30, 2015 December 31, 2014 Weighted Weighted Average Average Gross Net Useful Gross Net Useful Carrying Accumulated Carrying Life Carrying Accumulated Carrying Life Amount Amortization Amount (years) Amount Amortization Amount (years) Intangible assets subject to amortization Customer relationships and other intangibles $ 121,766 $ (46,228 ) $ 75,538 16 $ 125,761 $ (41,123 ) $ 84,638 16 Non-compete agreements 4,660 (2,981 ) 1,679 4 4,672 (2,364 ) 2,308 4 Trademarks 12,112 (2,307 ) 9,805 14 14,428 (1,716 ) 12,712 13 Total $ 138,538 $ (51,516 ) $ 87,022 $ 144,861 $ (45,203 ) $ 99,658 Intangible assets not subject to amortization Trademarks 1,600 - 1,600 n/a 12,300 - 12,300 n/a Total $ 140,138 $ (51,516 ) $ 88,622 $ 157,161 $ (45,203 ) $ 111,958 I n the first quarter of 2015, the Company recorded a pre-tax non-cash impairment charge of $ 10.2 million to write-down the trademarks of ORS Nasco and certain OKI brands to their fair value related to the corporate name change that was effective June 1, 2015 . This impairment charge was recorded in “warehousing, marketing and administrative expenses.” The Company utilized the discounted cash flow method to determine the fair value of the se trademarks based upon management’s current forecasted future revenues from the trademarks. The trademarks had a total value of $ 1.0 million at June 30 , 2015 . The following table summarizes the amortization expense to be incurred in 2015 and over the next four years on intangible assets (in thousands): Year Amount 2015 $ 14,863 2016 11,910 2017 9,801 2018 7,248 2019 5,477 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 6 . Accumulated Other Comprehensive Income (Loss) The change in Accumulated Other Comprehensive Income (Loss) (“AOCI”) by component, n et of tax, for the period ended June 3 0 , 2015 was as follows (amounts in thousands) : Foreign Currency Translation Cash Flow Hedges Defined Benefit Pension Plans Total AOCI, balance as of December 31, 2014 $ (11,923 ) $ 274 $ (51,142 ) $ (62,791 ) Other comprehensive (loss) income before reclassifications (4,421 ) (864 ) - (5,285 ) Amounts reclassified from AOCI - 436 1,864 2,300 Net other comprehensive (loss) income (4,421 ) (428 ) 1,864 (2,985 ) AOCI, balance as of June 30, 2015 $ (16,344 ) $ (154 ) $ (49,278 ) $ (65,776 ) The following table details the amounts reclassified out of AOCI into the income s tatement during the three-month and six-month p eriod ending June 30 , 201 5 respectively (in thousands) : Amount Reclassified From AOCI For the Three For the Six Months Ended Months Ended June 30, June 30, Affected Line Item In The Statement Details About AOCI Components 2015 2015 Where Net Income is Presented Gain on interest rate swap cash flow hedges, before tax $ 339 $ 703 Interest expense, net (129 ) (267 ) Tax provision $ 210 $ 436 Net of tax Amortization of defined benefit pension plan items: Prior service cost and unrecognized loss $ 1,525 $ 3,050 Warehousing, marketing and administrative expenses (593 ) (1,186 ) Tax provision 932 1,864 Net of tax Total reclassifications for the period $ 1,142 $ 2,300 Net of tax |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 7 . Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if dilutive securities were exercised into common stock. Stock options, restricted stock, restricted stock units and deferred stock units are considered dilutive securities. For the three-month and six-month periods ending June 30 , 201 5 and 201 4 , 0.3 million and 0.5 million shares of such securities, respectively, were outstanding but were not included in the computation of diluted earnings per share because the effect would be antidilutive. The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): For the Three Months Ended For the Six Months Ended June 30, June 30, 2015 2014 2015 2014 Numerator: Net income $ 30,261 $ 33,331 $ 26,269 $ 55,188 Denominator: Denom inator for basic earnings per share - weigh ted average shares 37,765 38,816 37,939 39,004 Eff ect of dilutive securities: Emplo yee stock options and restricted units 341 410 378 431 Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities 38,106 39,226 38,317 39,435 Net income per share: Net income per share - basic $ 0.80 $ 0.86 $ 0.69 $ 1.41 Net i ncome per share - diluted $ 0.79 $ 0.85 $ 0.69 $ 1.40 Common Stock Repurchases As of December 31, 201 4 , the Company had Board authorization to repurchase $ 42.4 million of common stock. In February 2015, the Board of Directors authorized the Company to purchase an additional $ 100.0 million of common stock. During the three-month periods ended June 30, 2015 and 2014, the Company repurchased 378,462 and 459,922 shares of the Company’s common stock at an aggregate cost of $ 15.2 million and $ 17.9 million , respectively . During the six -month periods ended June 30 , 201 5 and 2014 , the Company repurchased 781,141 and 791,291 shares of the Company’s common stock at an aggregate cost of $ 31.5 million and $ 31.7 million, respectively. Depending on market and business conditions and other factors, the Company may continue or suspend purchasing its common stock at any time without notice. Acquired shares are included in the issued shares of the Company and treasury stock, but are not included in average shares outstanding when calculating earnings per share data. During the first six months of 201 5 and 201 4 , the Company reissued 150,807 and 91,904 shares, respectively, of treasury stock to fulfill its obligations under its equity incentive plans. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 8 . Debt ESND is a holding company and, as a result, its primary sources of funds are cash generated from operating activities of its direct operating subsidiary, Essendant Co. , and from borrowings by Essendant Co . The 2013 Credit Agreement, the 2013 Note Purchase Agreement, and the Receivables Securitization Program (each as defined in Note 9 of the Company’s Form 10-K for the year ended December 31, 201 4 ) restrict Essendant Co.’s ability to transfer cash to ESND . Debt consisted of the following amounts (in millions): As of As of June 30, 2015 December 31, 2014 2013 Credit Agreement $ 311.1 $ 363.0 2013 Note Purchase Agreement 150.0 150.0 Receivables Securitization Program 200.0 200.0 Mortgage & Capital Lease 0.1 0.9 Total $ 661.2 $ 713.9 As of June 30 , 2015, 77.3% of the Company’s outstanding de bt, excluding capital leases, was priced at variable interest rates based primarily on the applicable bank prime rate or London InterBank Offered Rate (“LIBOR”). The Company had outstanding letters of credit of $ 11.1 million under the 2013 Credit Agreement as of June 30 , 2015 and December 31, 201 4 . Borrowings under the 2013 Credit Agreement bear interest at LIBOR for specified interest periods or at the Alternate Base Rate (as defined in the 2013 Credit Agreement), plus, in each case, a margin determined based on the Company’s permitted debt to EBITDA ratio calculated as provided in Section 6.20 of the 2013 Credit Agreement (the “Leverage Ratio”). Depending on the Company’s Leverage Ratio, the margin on LIBOR-based loans ranges from 1.00 % to 2.00 % and on Alternate Base Rate loans ranges from 0 % to 1.00 %. As of June 30 , 2015 , the applicable margin for LIBOR-based loans was 1.375 % and for Alternate Base Rate loans was 0.375 %. Essendant Co. is required to pay the lenders a fee on the unutilized portion of the commitments under the 2013 Credit Agreement at a rate per annum between 0.15 % and 0.35 %, depending on the Company’s Leverage Ratio. On June 26, 2015, the Company and its subsidiaries Essendant Co. , Essendant Financial Services LLC (“EFS") and Essendant Receivables LLC ("ESR") entered into a Third Omnibus Amendment to Transaction Documents (the “Omnibus Amendment”) with The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch ("BTMU") and PNC Bank, National Association (“PNC Bank”). The Omnibus Agreement amended the transaction documents of the Receivable S ecu ritization Program to reflect rebranded legal entity names. On June 29, 2015, Lagasse, LLC, a subsidiary of Essendant Co. merged into Essendant Co. All accounts receivable originated by Lagasse prior to the merger are excluded from the Program. The Omnibus Agreement amended the Transaction Documents to also exclude “Excluded Receivables” from the Receivables Securitization Program, which are defined as “any receivable which, at the time of such Receivable’s origination, was processed on the [enterprise resource planning system previously used by Lagasse, LLC].” As of June 30 , 2015 and December 31, 2014 , $ 380.3 million and $ 3 60.3 million, respectively, of receivables had been sold to the Investors (as defined in Note 9 of the Company’s Form 10-K for the year ended December 31, 201 4 ). ESR had $ 200.0 million outstanding under the Receivables Securitization Program as of June 30 , 2015 and December 31, 2014 . For additional information about the 2013 Credit Agreement, the 2013 Note Purchase Agreement, and the Receivables Securitization Program, see Note 9 of the Company’s Form 10-K for the year ended December 31, 201 4 . |
Pension and Post-Retirement Ben
Pension and Post-Retirement Benefit Plans | 6 Months Ended |
Jun. 30, 2015 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension and Post-Retirement Benefit Plans | 9 . Pension and Post-Retirement Benefit Plans The Company maintains pension plans covering union and certain non-union employees. For more information on the Company’s retirement plans, see Note 11 to the Company’s Consolidated Financial Statements in the Form 10-K for the year ended December 31, 201 4 . A summary of net periodic pension cost related to the Company’s pension plans for the three and six months ended June 30 , 2015 and 201 4 wa s as follows (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Service cost - benefit earned during the period $ 400 $ 327 $ 800 $ 655 Interest cost on projected benefit obligation 2,270 2,242 4,540 4,485 Expected return on plan assets (2,805 ) (2,557 ) (5,610 ) (5,115 ) Amortization of prior service cost 75 45 150 90 Amortization of actuarial loss 1,450 905 2,900 1,810 Net periodic pension cost $ 1,390 $ 962 $ 2,780 $ 1,925 The Company made cash contributions of $ 2.0 million to its pension plans during each of the six month periods ended June 30 , 201 5 and 201 4 . Additional contributions , if any, for 201 5 have not yet been determined. As of June 30 , 201 5 and December 31, 201 4 , respectively, the Company had accrued $ 48.0 million and $ 50.3 million of pension liability within “Other Long-Term Liabilities” on the Condensed Consolidated Balance Sheets. Defined Contribution Plan The Company has defined contribution plans covering certain salaried associates and non-union hourly paid associates (the “Plan”). The Plan permits associates to defer a portion of their pre-tax and after-tax salary as contributions to the Plan. The Plan also provides for Company-funded discretionary contributions as well as matching associates’ salary deferral contributions, at the discretion of the Board of Directors. The Company recorded expense of $ 1.5 million and $ 2.9 million for the Company match of employee contributions to the Plan for the three and six months ended June 30 , 201 5 . During the same periods last year, the Company recorded expense of $ 1.3 million and $ 2.7 million to match employee contributions. |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | 10 . Derivative Financial Instruments The Company uses derivative instruments to manage a portion of exposures to fluctuations in interest rates. The Company does not enter into derivative financial instruments for trading or speculative purposes. The fair values of these instruments are determined by using quoted market forward rates (level 2 inputs) and reflect the present value of the amount that the Company would pay for contracts involving the same notional amounts and maturity dates. These instruments qualify for hedge accounting and the changes in fair value are reported as a component of other comprehensive earnings (losses) net of tax effects. As of June 30, 2015 and December 31, 2014, the fair value of the Company's interest rate swap included in the Company’s Condensed Consolidated Balance Sheet as a component of “Other long-term liabilities” was $ 0.9 million and $ 0.3 million respectively. The purpose of the interest rate swap is to convert a portion of the Company’s floating-rate debt to a fixed-rate basis. The swap matures in July 2017 . The Company had no other derivative instruments as of June 30, 2015 or December 31, 2014. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 1 1 . Fair Value Measurements The Company measures certain financial assets and liabilities , including interest rate swap derivatives, at fair value on a recurring basis, based on market rates of the Company’s positions and other observable interest rates (see Note 10 “Derivative Financial Instruments”, for more information on these interest rate swaps). Accounting guidance on fair value establishes a hierarchy for those instruments measured at fair value which distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). The hierarchy consists of three levels: Level 1—Quoted market prices in active markets for identical assets or liabilities; Level 2—Inputs other than Level 1 inputs that are either directly or indirectly observable; and Level 3—Unobservable inputs developed using estimates and assumptions developed by the Company which reflect those that a market participant would use. Determining which level to apply to an asset or liability requires significant judgment. The Company evaluates its hierarchy disclosures each quarter. The following table summarizes the financial instruments measured at fair value in the accompanying Condensed Consolidated Balance Sheets as of June 30 , 2015 and December 31, 201 4 (in thousands): Fair Value Measurements as of June 30, 2015 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Liabilities Interest rate swap liability 872 - 872 - Total $ 872 $ - $ 872 $ - Fair Value Measurements as of December 31, 2014 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Liabilities Interest rate swap liability 253 - 253 - Total $ 253 $ - $ 253 $ - The carrying amount of accounts receivable at June 30 , 2015 , including $ 380.3 million of receivables sold under the Receivables Securitization Program, approximates fair value because of the short-term nature of this item. As of June 30 , 2015 , the held for sale assets and liabilities detailed in Note 2 “Acquisitions and Dispositions” were measured at fair value on a nonrecurring basis. N o other assets or liabilities we re measured at fair value on a nonrecurring basis. |
Other Assets and Liabilities
Other Assets and Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Other Assets And Liabilities [Abstract] | |
Other Assets and Liabilities | 1 2 . Other Assets and Liabilities R eceivables related to supplier allowances totaling $ 86.4 million and $ 1 24.4 million were included in “Accounts receivable” in the Condensed Consolidated Balance Sheets as of June 30 , 2015 and December 31, 2014 , respectively. Accrued customer rebates of $ 51.7 million and $ 63.2 million as of June 30 , 2015 and December 31, 2014 , respectively, were included in “Accrued liabilities” in the Condensed Consolidated Balance Sheets. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes The Company's tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items. For the three and six months ended June 30 , 2015, the Company recorded income tax expense of $ 1 8.9 million and $ 24. 1 million on pre-tax income of $ 49.1 million and $ 50.4 million , for an effective tax rate of 38.4 % and 47.8 %, respectively . For the three months and six months ended June 30 , 2014, the Company recorded income tax expense of $ 20.1 million and $ 33.1 million on pre-tax income of $ 53.4 million and $ 88.3 million , respectively, for an effective tax rate of 37.6 % and 37.5 %, respectively . The Company's U.S. statutory rate is 35 .0 %. The most significant factor impacting the effective tax rate for the three and six months ende d June 30, 2015 was the discrete tax impacts of the impairment charges for financial reporting purposes related to placing a non-strategic business for sale in the first quarter. There were no significant discrete items for the three and six months ended June 30 , 2014. |
Legal Matters
Legal Matters | 6 Months Ended |
Jun. 30, 2015 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal Matters | 14. Legal Matters The Company has been named as a defendant in an action filed before the United States District Court for the Central District of California on May 1, 2015 . The complaint alleges that the Company sent unsolicited fax advertisements to two named plaintiffs, as well as thousands of other persons and entities, in violation of the Telephone Consumer Protection Act of 1991, as amended by the Junk Fax Prevention Act of 2005 ("TCPA"). After filing the complaint, the plaintiff filed a motion asking the Court to certify a class of plaintiffs comprised of persons and entities who allegedly received fax advertisements from the Company. Under the TCPA, recipients of unsolicited fax advertisements can seek damages of $ 500 per fax for inadvertent violations and up to $ 1,500 per fax for knowing and willful violations. Other reported TCPA lawsuits have resulted in a broad range of outcomes, with each case being dependent on its own unique set of facts and circumstances. The Company is vigorously c ontesting class certification and liability. Litigation of this kind, however, is likely to lead to settlement negotiations, including negotiations prompted by pre-trial civil court procedures. Regardless of whet her the litigation is resolved at trial or t hrough settlement, the Company believes that a loss associated with resolution of pending claims is probable. However, the amount of any such loss , which could be material, cannot be reasonably estimated because the Company is continuing to evaluate its defenses based on its internal review and investigation of prior events, new information and future circumstances. The Company is also involved in other legal proceedings arising in the ordinary course of or incidental to its business. The Company has established reserves, which are not material, for potential losses that are probable and reasonably estimable that may result from those proceedings. In many cases, however, it is difficult to determine whether a loss is probable or even possible or to estimate the amount or range of potential loss, particularly where proceedings may be in relatively early stages or where plaintiffs are seeking substantial or indeterminate damages. Matters frequently need to be more developed before a loss or range of loss can reasonably be estimated. The Company believes that such ordinary course legal proceedings will be resolved with no material adverse effect upon its financial condition or results of operations. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Consolidation, Policy | The accompanying Condensed Consolidated Financial Statements represent Essendant Inc. (“ ESND ”) (formerly known as United Stationers Inc.) with its wholly owned subsidiary Essendant Co. (formerly known as United Stationers Supply Co.) , and Essendant Co ’s sub sidiaries (collectively, “Essendant ” or the “Company”). The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United State s and include the accounts of ESND and its subsidiaries. All intercompany transactions and balances have been eliminated. The Company operates in a single reportable segment as a leading distributor of workplace essentials. The accompanying Condensed Consolidated Financial Statements are unaudited, except for the Condensed Consolidated Balance Sheet as of December 31, 201 4 , which was derived from the December 31, 201 4 audited financial statements. The Condensed Consolidated Financial Statements have been prepared in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements, prepared in accordance with accounting principles generally accepted in the United States, have been condensed or omitted pursuant to such rules and regulations. Accordingly, the reader of this Quarterly Report on Form 10-Q should refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 201 4 for further information. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of Essendant at June 30 , 2015 and the results of operations and cash flows for the six months ended June 30 , 2015 and 201 4 . The results of operations for the three and six months ended June 30 , 2015 should not necessarily be taken as indicative of the results of operations that may be expected for the entire year. |
Inventory | Inventory The Company used the last-in, first-out (“LIFO”) method for valuing a pproximately 77 % and 74 % of its total inventory as of June 30 , 2015 and December 31, 2014, respectively . The remaining inventory wa s valued under the first-in, first-out (“FIFO”) accounting method. An actual valuation of inventory under the LIFO method can be made only at the end of each fiscal year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and costs, and are subject to the final year-end LIFO inventory valuation. I nventory valued under the FI FO and LIFO accounting methods wa s recorded at the lower of cost or market. If the Company had valued its entire inventory under the lower of FIFO cost or market, inventory would have been $ 124.2 million and $ 11 8.6 million higher than reported as of June 30 , 201 5 and December 31, 201 4 , respectively. The six-month change in the LIFO reserve as of June 30 , 2015 resulted in a $ 5.6 million increase in cost of goods sold related to 2015 inflation. The six-month change in the LIFO reserves as of June 30 , 2014 resulted in a $ 1.6 million in crease in costs of goods sold which included LIFO liquidations relating to decrements in the Company’s office products and furniture pools which resulted in a $ 3.4 million liquidation of LIFO inventory quantities carried at lower costs in prior years as compared with t he cost of purchases in 2014 . This liquidation was more than offset by LIFO expense of $ 5.0 million related to 2014 inflation. |
New Accounting Pronouncements | New Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03, Interest- Imputation of Interest (Subtopic 835-30) : Simplifying the Presentation of Debt Issuance Costs , that simplif ies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The ASU does not affect the recognition and measurement guidance for debt issuance costs. The ASU will be effective for Essendant financial statements issued for fiscal years beginning after December 15, 2015, and e arly application is permitted. The Company is currently evaluating the timing of implementation of the new guidance but expect it will have an immaterial impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, “ Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement” , that provides guidance to customers about whether a cloud computing arrangement includes a software license. If such an arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If the arrangement does not include a software license, the customer should account for it as a service contract. This ASU will be effective for Essendant for annual periods beg inning after December 15, 2015, and e arly application is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. In May 2014, the F ASB issue d ASU No. 2014-09, Revenue From Contracts With Customers , that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The ASU is based on the principle that an entity should recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to fulfill a contract. Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. This standard is effective for fiscal years b eginning after December 15, 2017 , including interim periods within that reporting period. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Mexican subsidiary [Member] | |
Business Acquisition [Line Items] | |
Carrying Amounts by Major Classes of Assets and Liabilities | As of June 30 , 2015, the carrying amounts, excluding intercompany accounts, of the Mexican subsidiary by major classes of assets and liabilities included in th e Consolidated Balance Sheet were as follows (in thousands): Amount Assets held for sale: Cash and cash equivalents $ 4,119 Accounts receivable, less allowance for doubtful accounts 6,720 Inventories 6,527 Other current assets 418 Net property, plant equipment 110 Other assets 657 Held-for-sale valuation allowance (10,671 ) Total assets held for sale $ 7,880 Liabilities held for sale: Accounts payable 3,447 Accrued liabilities 3,184 Other long-term liabilities 538 Total liabilities held for sale $ 7,169 |
CPO Commerce, Inc [Member] | |
Business Acquisition [Line Items] | |
Purchase Price Allocation | T he final al location of the purchase price wa s as follows (amounts in thousands): Purchase price, net of cash acquired $ 32,225 Accounts receivable $ (2,956 ) Inventories (13,051 ) Other current assets (269 ) Property, plant and equipment, net (488 ) Intangible assets (12,800 ) Total assets acquired (29,564 ) Accounts payable 16,911 Accrued liabilities 2,580 Deferred income taxes 3,453 Other long-term liabilities 90 Total liabilities assumed 23,034 Goodwill $ 25,695 |
Summary of Purchased Identifiable Intangible Assets | The purchased id entifiable intangible assets were as follows (amounts in thousands): Total Estimated Life Customer relationships $ 5,200 3 years Trademark 7,600 15 years Total $ 12,800 |
MEDCO [Member] | |
Business Acquisition [Line Items] | |
Purchase Price Allocation | At June 30 , 2015, the preliminary al location of the purchase price wa s as follows (amounts in thousands): Purchase price, net of cash acquired $ 145,873 Accounts receivable $ (44,815 ) Inventories (55,491 ) Other current assets (1,299 ) Property, plant and equipment, net (4,408 ) Other assets (442 ) Intangible assets (39,330 ) Total assets acquired (145,785 ) Accounts payable 32,383 Accrued liabilities 5,254 Deferred income taxes 1,333 Other long-term liabilities 52 Total liabilities assumed 39,022 Goodwill $ 39,110 |
Summary of Purchased Identifiable Intangible Assets | The purchased id entifiable intangible assets were as follows (amounts in thousands): Total Estimated Life Customer relationships $ 36,920 4-15 years Trademarks 2,410 1.5-15 years Total $ 39,330 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill are noted in the following table (in thousands): Goodwill, balance as of December 31, 2014 $ 398,042 Impairment (3,319 ) Purchase accounting adjustments 9,184 Currency translation adjustment (1,362 ) Goodwill, balance as of June 30, 2015 $ 402,545 |
Summary of Intangible Assets of Company by Major Class | The following table summarizes the intangible assets of the Company by major class of intangible assets and the cost, accumulated amortization, net carrying amount, and weighted average life, if applicable (in thousands): June 30, 2015 December 31, 2014 Weighted Weighted Average Average Gross Net Useful Gross Net Useful Carrying Accumulated Carrying Life Carrying Accumulated Carrying Life Amount Amortization Amount (years) Amount Amortization Amount (years) Intangible assets subject to amortization Customer relationships and other intangibles $ 121,766 $ (46,228 ) $ 75,538 16 $ 125,761 $ (41,123 ) $ 84,638 16 Non-compete agreements 4,660 (2,981 ) 1,679 4 4,672 (2,364 ) 2,308 4 Trademarks 12,112 (2,307 ) 9,805 14 14,428 (1,716 ) 12,712 13 Total $ 138,538 $ (51,516 ) $ 87,022 $ 144,861 $ (45,203 ) $ 99,658 Intangible assets not subject to amortization Trademarks 1,600 - 1,600 n/a 12,300 - 12,300 n/a Total $ 140,138 $ (51,516 ) $ 88,622 $ 157,161 $ (45,203 ) $ 111,958 |
Summary of Amortization Expense to be Incurred Over Next Four Years on Intangible Assets | The following table summarizes the amortization expense to be incurred in 2015 and over the next four years on intangible assets (in thousands): Year Amount 2015 $ 14,863 2016 11,910 2017 9,801 2018 7,248 2019 5,477 |
Accumulated Other Comprehensi24
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Change in Accumulated Other Comprehensive Income (Loss) (AOCI) by Component, Net of Tax | The change in Accumulated Other Comprehensive Income (Loss) (“AOCI”) by component, n et of tax, for the period ended June 3 0 , 2015 was as follows (amounts in thousands) : Foreign Currency Translation Cash Flow Hedges Defined Benefit Pension Plans Total AOCI, balance as of December 31, 2014 $ (11,923 ) $ 274 $ (51,142 ) $ (62,791 ) Other comprehensive (loss) income before reclassifications (4,421 ) (864 ) - (5,285 ) Amounts reclassified from AOCI - 436 1,864 2,300 Net other comprehensive (loss) income (4,421 ) (428 ) 1,864 (2,985 ) AOCI, balance as of June 30, 2015 $ (16,344 ) $ (154 ) $ (49,278 ) $ (65,776 ) |
Amounts Reclassified Out of AOCI into Income Statement | The following table details the amounts reclassified out of AOCI into the income s tatement during the three-month and six-month p eriod ending June 30 , 201 5 respectively (in thousands) : Amount Reclassified From AOCI For the Three For the Six Months Ended Months Ended June 30, June 30, Affected Line Item In The Statement Details About AOCI Components 2015 2015 Where Net Income is Presented Gain on interest rate swap cash flow hedges, before tax $ 339 $ 703 Interest expense, net (129 ) (267 ) Tax provision $ 210 $ 436 Net of tax Amortization of defined benefit pension plan items: Prior service cost and unrecognized loss $ 1,525 $ 3,050 Warehousing, marketing and administrative expenses (593 ) (1,186 ) Tax provision 932 1,864 Net of tax Total reclassifications for the period $ 1,142 $ 2,300 Net of tax |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): For the Three Months Ended For the Six Months Ended June 30, June 30, 2015 2014 2015 2014 Numerator: Net income $ 30,261 $ 33,331 $ 26,269 $ 55,188 Denominator: Denom inator for basic earnings per share - weigh ted average shares 37,765 38,816 37,939 39,004 Eff ect of dilutive securities: Emplo yee stock options and restricted units 341 410 378 431 Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities 38,106 39,226 38,317 39,435 Net income per share: Net income per share - basic $ 0.80 $ 0.86 $ 0.69 $ 1.41 Net i ncome per share - diluted $ 0.79 $ 0.85 $ 0.69 $ 1.40 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Components | Debt consisted of the following amounts (in millions): As of As of June 30, 2015 December 31, 2014 2013 Credit Agreement $ 311.1 $ 363.0 2013 Note Purchase Agreement 150.0 150.0 Receivables Securitization Program 200.0 200.0 Mortgage & Capital Lease 0.1 0.9 Total $ 661.2 $ 713.9 |
Pension and Post-Retirement B27
Pension and Post-Retirement Benefit Plans (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Compensation And Retirement Disclosure [Abstract] | |
Schedule of Components of Net Periodic Pension Cost | A summary of net periodic pension cost related to the Company’s pension plans for the three and six months ended June 30 , 2015 and 201 4 wa s as follows (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2015 2014 2015 2014 Service cost - benefit earned during the period $ 400 $ 327 $ 800 $ 655 Interest cost on projected benefit obligation 2,270 2,242 4,540 4,485 Expected return on plan assets (2,805 ) (2,557 ) (5,610 ) (5,115 ) Amortization of prior service cost 75 45 150 90 Amortization of actuarial loss 1,450 905 2,900 1,810 Net periodic pension cost $ 1,390 $ 962 $ 2,780 $ 1,925 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value | The following table summarizes the financial instruments measured at fair value in the accompanying Condensed Consolidated Balance Sheets as of June 30 , 2015 and December 31, 201 4 (in thousands): Fair Value Measurements as of June 30, 2015 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Liabilities Interest rate swap liability 872 - 872 - Total $ 872 $ - $ 872 $ - Fair Value Measurements as of December 31, 2014 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Liabilities Interest rate swap liability 253 - 253 - Total $ 253 $ - $ 253 $ - |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Percentage inventory valued under LIFO | 77.00% | 74.00% | |
Higher inventory if FIFO applied entirely | $ 124.2 | $ 118.6 | |
Increase (decrease) in cost of goods sold due to LIFO accounting method | $ 5.6 | $ 1.6 | |
Effect of LIFO Inventory Liquidation on Income | $ 3.4 | ||
LIFO expense related to inflation in cost of sales | $ 5 |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Additional Information (Detail) - USD ($) | Jul. 14, 2015 | Oct. 31, 2014 | May. 30, 2014 | Mar. 31, 2015 | Jun. 30, 2015 |
Business Acquisition [Line Items] | |||||
Goodwill impairment | $ 3,319,000 | ||||
Cumulative foreign currency translation adjustment, of the disposal group | 10,100,000 | ||||
Pre-tax impairment loss of the disposal group | 10,100,000 | ||||
Impairment charge | 24,034,000 | ||||
Warehousing, Marketing and Administrative Expenses [Member] | |||||
Business Acquisition [Line Items] | |||||
Impairment charge | $ 10,100,000 | ||||
Estimated cost to sell | $ 100,000 | ||||
Additional cost incurred during transaction | $ 1,400,000 | ||||
CPO Commerce, Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Business acquisition cash paid | $ 37,800,000 | ||||
Business acquisition, fair value of contingent consideration | 5,500,000 | ||||
Business acquisition contingent consideration payments, range minimum | 0 | ||||
Business acquisition contingent consideration payments, range maximum | $ 10,000,000 | ||||
Stock acquisition, percentage acquired | 100.00% | ||||
MEDCO [Member] | |||||
Business Acquisition [Line Items] | |||||
Business acquisition cash paid | $ 150,400,000 | ||||
Business acquisition, fair value of contingent consideration | 4,700,000 | ||||
Business acquisition contingent consideration payments, range minimum | 0 | ||||
Business acquisition contingent consideration payments, range maximum | 10,000,000 | ||||
Amount reserved as a payable related to acquisition | $ 6,000,000 | ||||
Business acquisition acquired entity indemnification payment period | 18 months | ||||
Nestor Sales LLC [Member] | Subsequent Event [Member] | |||||
Business Acquisition [Line Items] | |||||
Business acquisition cash paid | $ 38,500,000 |
Acquisitions and Dispositions31
Acquisitions and Dispositions - Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||
Goodwill | $ 402,545 | $ 398,042 |
CPO Commerce, Inc [Member] | ||
Business Acquisition [Line Items] | ||
Purchase price, net of cash acquired | 32,225 | |
Accounts receivable | (2,956) | |
Inventories | (13,051) | |
Other current assets | (269) | |
Property, plant and equipment, net | (488) | |
Intangible assets | (12,800) | |
Total assets acquired | (29,564) | |
Accounts payable | 16,911 | |
Accrued liabilities | 2,580 | |
Deferred income taxes | 3,453 | |
Other long-term liabilities | 90 | |
Total liabilities assumed | 23,034 | |
Goodwill | 25,695 | |
MEDCO [Member] | ||
Business Acquisition [Line Items] | ||
Purchase price, net of cash acquired | 145,873 | |
Accounts receivable | (44,815) | |
Inventories | (55,491) | |
Other current assets | (1,299) | |
Property, plant and equipment, net | (4,408) | |
Other assets | (442) | |
Intangible assets | (39,330) | |
Total assets acquired | (145,785) | |
Accounts payable | 32,383 | |
Accrued liabilities | 5,254 | |
Deferred income taxes | 1,333 | |
Other long-term liabilities | 52 | |
Total liabilities assumed | 39,022 | |
Goodwill | $ 39,110 |
Acquisitions and Dispositions32
Acquisitions and Dispositions - Summary of Purchased Identifiable Intangible Assets (Detail) - Jun. 30, 2015 - USD ($) $ in Thousands | Total |
CPO Commerce, Inc [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 12,800 |
MEDCO [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | 39,330 |
Customer relationships [Member] | CPO Commerce, Inc [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 5,200 |
Finite lived intangible assets estimated life | 3 years |
Customer relationships [Member] | MEDCO [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 36,920 |
Customer relationships [Member] | MEDCO [Member] | Minimum [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets estimated life | 4 years |
Customer relationships [Member] | MEDCO [Member] | Maximum [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets estimated life | 15 years |
Trademarks [Member] | CPO Commerce, Inc [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 7,600 |
Finite lived intangible assets estimated life | 15 years |
Trademarks [Member] | MEDCO [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 2,410 |
Trademarks [Member] | MEDCO [Member] | Minimum [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets estimated life | 1 year 6 months |
Trademarks [Member] | MEDCO [Member] | Maximum [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets estimated life | 15 years |
Acquisitions and Dispositions33
Acquisitions and Dispositions - Carrying Amounts Excluding Intercompany Accounts by Major Classes of Assets and Liabilities (Detail) - Mexican Subsidiary [Member] $ in Thousands | Jun. 30, 2015USD ($) |
Assets held for sale: | |
Cash and cash equivalents | $ 4,119 |
Accounts receivable, less allowance for doubtful accounts | 6,720 |
Inventories | 6,527 |
Other current assets | 418 |
Net property, plant equipment | 110 |
Other assets | 657 |
Held-for-sale valuation allowance | (10,671) |
Total assets held for sale | 7,880 |
Liabilities held for sale: | |
Accounts payable | 3,447 |
Accrued liabilities | 3,184 |
Other long-term liabilities | 538 |
Total liabilities held for sale | $ 7,169 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) | 6 Months Ended | |
Jun. 30, 2015Plansshares | Jun. 30, 2014shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of share-based compensation plans | Plans | 2 | |
Restricted Stock [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted stock and restricted stock units granted | 206,479 | 62,594 |
Restricted Stock Units (RSUs) [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted stock and restricted stock units granted | 145,552 | 147,725 |
Stock Option [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock options granted | 0 | 5,538 |
Severance and Restructuring C35
Severance and Restructuring Charges - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2015 | |
Facility Consolidations [Member] | Warehousing, Marketing and Administrative Expenses [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Pre-tax charge | $ 0.1 | $ 0.4 | |
Workforce Reduction And Facility Closure Program | |||
Restructuring Cost And Reserve [Line Items] | |||
Cash outlays associated with severance | $ 2.4 | ||
Accrued liabilities | 3.9 | 3.9 | |
Workforce Reduction And Facility Closure Program | Warehousing, Marketing and Administrative Expenses [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Pre-tax charge | $ 6 | ||
Facility Closure Cost [Member] | Workforce Reduction And Facility Closure Program | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring and Related Cost, expected cost remaining | 2.7 | 2.7 | |
Restructuring and Related Cost, expected cost | $ 9 | $ 9 |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets - Summary of Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, balance as of December 31, 2014 | $ 398,042 |
Impairment | (3,319) |
Purchase accounting adjustments | 9,184 |
Currency translation adjustment | (1,362) |
Goodwill, balance as of June 30, 2015 | $ 402,545 |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Summary of Intangible Assets of Company by Major Class (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 138,538 | $ 144,861 |
Intangible assets subject to amortization, Accumulated Amortization | (51,516) | (45,203) |
Intangible assets subject to amortization, Net Carrying Amount | 87,022 | 99,658 |
Intangible assets, Gross Carrying Amount | 140,138 | 157,161 |
Intangible assets, Net Carrying Amount | 88,622 | 111,958 |
Trademarks not subject to amortization [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets not subject to amortization, Gross Carrying Amount | 1,600 | 12,300 |
Customer relationships and other intangibles [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | 121,766 | 125,761 |
Intangible assets subject to amortization, Accumulated Amortization | (46,228) | (41,123) |
Intangible assets subject to amortization, Net Carrying Amount | $ 75,538 | $ 84,638 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 16 years | 16 years |
Non-compete Agreements [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 4,660 | $ 4,672 |
Intangible assets subject to amortization, Accumulated Amortization | (2,981) | (2,364) |
Intangible assets subject to amortization, Net Carrying Amount | $ 1,679 | $ 2,308 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 4 years | 4 years |
Trademarks [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 12,112 | $ 14,428 |
Intangible assets subject to amortization, Accumulated Amortization | (2,307) | (1,716) |
Intangible assets subject to amortization, Net Carrying Amount | $ 9,805 | $ 12,712 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 14 years | 13 years |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Impairment of intangible assets | $ 10,200 | ||
Intangible assets net carrying amount | $ 87,022 | $ 99,658 | |
Impaired trademarks of ORS Nasco and certain OKI brands [Member] | |||
Indefinite Lived Intangible Assets By Major Class [Line Items] | |||
Intangible assets net carrying amount | $ 1,000 |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Summary of Amortization Expense to be Incurred Over Next Four Years on Intangible Assets (Detail) $ in Thousands | Jun. 30, 2015USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,015 | $ 14,863 |
2,016 | 11,910 |
2,017 | 9,801 |
2,018 | 7,248 |
2,019 | $ 5,477 |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Income (Loss) - Change in Accumulated Other Comprehensive Income (Loss) (AOCI) by Component, Net of Tax (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2014 | $ (62,791) | |||
Other comprehensive (loss) income before reclassifications | (5,285) | |||
Amounts reclassified from AOCI | 2,300 | |||
Total other comprehensive gain (loss), net of tax | $ 1,189 | $ 516 | (2,985) | $ 393 |
AOCI, balance as of June 30, 2015 | (65,776) | (65,776) | ||
Foreign Currency Translation [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2014 | (11,923) | |||
Other comprehensive (loss) income before reclassifications | (4,421) | |||
Total other comprehensive gain (loss), net of tax | (4,421) | |||
AOCI, balance as of June 30, 2015 | (16,344) | (16,344) | ||
Cash Flow Hedges [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2014 | 274 | |||
Other comprehensive (loss) income before reclassifications | (864) | |||
Amounts reclassified from AOCI | 436 | |||
Total other comprehensive gain (loss), net of tax | (428) | |||
AOCI, balance as of June 30, 2015 | (154) | (154) | ||
Defined Benefit Pension Plans [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2014 | (51,142) | |||
Amounts reclassified from AOCI | 1,864 | |||
Total other comprehensive gain (loss), net of tax | 1,864 | |||
AOCI, balance as of June 30, 2015 | $ (49,278) | $ (49,278) |
Accumulated Other Comprehensi41
Accumulated Other Comprehensive Income (Loss) - Amounts Reclassified Out of AOCI into Income Statement (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense, net | $ 4,778 | $ 3,833 | $ 9,617 | $ 7,207 |
Warehousing, marketing and administrative expenses | (158,159) | (142,186) | (356,531) | (291,035) |
Tax provision | (18,864) | (20,110) | (24,095) | (33,113) |
Net of tax | 30,261 | $ 33,331 | 26,269 | $ 55,188 |
Amount Reclassified From AOCI [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net of tax | 1,142 | 2,300 | ||
Amount Reclassified From AOCI [Member] | Cash Flow Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Tax provision | (129) | (267) | ||
Net of tax | 210 | 436 | ||
Amount Reclassified From AOCI [Member] | Defined Benefit Pension Plans [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Warehousing, marketing and administrative expenses | 1,525 | 3,050 | ||
Tax provision | (593) | (1,186) | ||
Net of tax | 932 | 1,864 | ||
Amount Reclassified From AOCI [Member] | Interest Rate Swap [Member] | Cash Flow Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense, net | $ 339 | $ 703 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Feb. 28, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | ||||||
Antidilutive securities excluded from computation of earnings per share amount | 300,000 | 500,000 | 300,000 | 500,000 | ||
Additional authorized repurchase amount | $ 100 | $ 42.4 | ||||
Number of shares repurchased | 378,462 | 459,922 | 781,141 | 791,291 | ||
Repurchase of common stock, value | $ 15.2 | $ 17.9 | $ 31.5 | $ 31.7 | ||
Treasury stock reissued, shares | 150,807 | 91,904 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 30,261 | $ 33,331 | $ 26,269 | $ 55,188 |
Denominator for basic earnings per share - weighted average shares | 37,765 | 38,816 | 37,939 | 39,004 |
Effect of dilutive securities: Employee stock options and restricted units | 341 | 410 | 378 | 431 |
Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities | 38,106 | 39,226 | 38,317 | 39,435 |
Net income per share - basic | $ 0.80 | $ 0.86 | $ 0.69 | $ 1.41 |
Net income per share - diluted | $ 0.79 | $ 0.85 | $ 0.69 | $ 1.40 |
Debt - Schedule of Long-Term De
Debt - Schedule of Long-Term Debt Components (Detail) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Mortgage & Capital Lease | $ 0.1 | $ 0.9 |
Total | 661.2 | 713.9 |
2013 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | 311.1 | 363 |
2013 Note Purchase Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Note Purchase Agreement | 150 | 150 |
Receivables Securitization Program [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | $ 200 | $ 200 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2013 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | |||
Percentage of outstanding debt priced at variable interest rates | 77.30% | ||
Receivables sold to Investors | $ 380.3 | $ 360.3 | |
2013 Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Outstanding letters of credit | $ 11.1 | 11.1 | |
LIBOR-based loans rates | 1.375% | ||
Alternate base rate loans rates | 0.375% | ||
2013 Credit Agreement [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
LIBOR-based loans rates | 1.00% | ||
Alternate base rate loans rates | 0.00% | ||
Percentage of lenders fee on unutilized portion borrowing facility | 0.15% | ||
2013 Credit Agreement [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
LIBOR-based loans rates | 2.00% | ||
Alternate base rate loans rates | 1.00% | ||
Percentage of lenders fee on unutilized portion borrowing facility | 0.35% | ||
Receivables Securitization Program [Member] | ESR [Member] | |||
Debt Instrument [Line Items] | |||
Credit facility | $ 200 | $ 200 |
Pension and Post-Retirement B46
Pension and Post-Retirement Benefit Plans - Summary of Net Periodic Pension Cost Related to Pension Plans (Detail) - Pension Benefits [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost - benefit earned during the period | $ 400 | $ 327 | $ 800 | $ 655 |
Interest cost on projected benefit obligation | 2,270 | 2,242 | 4,540 | 4,485 |
Expected return on plan assets | (2,805) | (2,557) | (5,610) | (5,115) |
Amortization of prior service cost | 75 | 45 | 150 | 90 |
Amortization of actuarial loss | 1,450 | 905 | 2,900 | 1,810 |
Net periodic pension cost | $ 1,390 | $ 962 | $ 2,780 | $ 1,925 |
Pension and Post-Retirement B47
Pension and Post-Retirement Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Compensation And Retirement Disclosure [Abstract] | |||||
Cash contribution to pension plan during the period | $ 2 | $ 2 | |||
Pension plan liabilities | $ 48 | 48 | $ 50.3 | ||
Company contributions | $ 1.5 | $ 1.3 | $ 2.9 | $ 2.7 |
Derivative Financial Instrume48
Derivative Financial Instruments - Additional Information (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015USD ($)Derivative | Dec. 31, 2014USD ($)Derivative | |
Interest Rate Swap [Member] | ||
Derivative [Line Items] | ||
Interest rate swap liability | $ | $ 872 | $ 253 |
Derivative, maturity date | Jul. 31, 2017 | |
Other Contracts [Member] | ||
Derivative [Line Items] | ||
Number of derivative instruments held | 0 | 0 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Instruments Measured at Fair Value (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | $ 872 | $ 253 |
Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap liability | 872 | 253 |
Significant Other Observable Inputs Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 872 | 253 |
Significant Other Observable Inputs Level 2 [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap liability | $ 872 | $ 253 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Receivables sold to Investors | $ 380,300,000 | $ 360,300,000 |
Other Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets measured at fair value on a nonrecurring basis | 0 | |
Other Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities measured at fair value on a nonrecurring basis | $ 0 |
Other Assets and Liabilities -
Other Assets and Liabilities - Additional Information (Detail) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Other Assets And Liabilities [Abstract] | ||
Receivables related to supplier allowances included Accounts receivable | $ 86.4 | $ 124.4 |
Accrued customer rebates included in Accrued liabilities | $ 51.7 | $ 63.2 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 18,864 | $ 20,110 | $ 24,095 | $ 33,113 |
Income before income taxes | $ 49,125 | $ 53,441 | $ 50,364 | $ 88,301 |
Effective income tax percent | 38.40% | 37.60% | 47.80% | 37.50% |
United States statutory income tax rate, percent | 35.00% |
Legal Matters - Additional Info
Legal Matters - Additional Information (Detail) - 6 months ended Jun. 30, 2015 | USD ($)Plaintiff |
Commitments And Contingencies [Line Items] | |
Number of plaintiffs | Plaintiff | 2 |
Inadvertent Violation under TCPA for Unsolicited Fax Advertisement [Member] | |
Commitments And Contingencies [Line Items] | |
Damages sought by plaintiff per violation | $ 500 |
Willful Violation under TCPA for Unsolicited Fax Advertisement [Member] | |
Commitments And Contingencies [Line Items] | |
Damages sought by plaintiff per violation | $ 1,500 |