Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 21, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
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 | 37,529,402 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 23,889 | $ 21,329 |
Accounts receivable, less allowance for doubtful accounts of $16,751 in 2017 and $18,196 in 2016 | 663,926 | 678,184 |
Inventories | 800,323 | 876,837 |
Other current assets | 36,984 | 32,100 |
Total current assets | 1,525,122 | 1,608,450 |
Property, plant and equipment, net | 127,104 | 128,251 |
Intangible assets, net | 78,149 | 83,690 |
Goodwill | 99,479 | 297,906 |
Other long-term assets | 45,971 | 45,209 |
Total assets | 1,875,825 | 2,163,506 |
Current liabilities: | ||
Accounts payable | 508,639 | 484,602 |
Accrued liabilities | 188,940 | 197,804 |
Current maturities of long-term debt | 6,089 | 28 |
Total current liabilities | 703,668 | 682,434 |
Deferred income taxes | 1,307 | 6,378 |
Long-term debt | 504,932 | 608,941 |
Other long-term liabilities | 72,239 | 84,647 |
Total liabilities | 1,282,146 | 1,382,400 |
Stockholders’ equity: | ||
Common stock, $0.10 par value; authorized - 100,000,000 shares, issued - 74,435,628 shares in 2017 and 2016 | 7,444 | 7,444 |
Additional paid-in capital | 413,865 | 409,805 |
Treasury stock, at cost – 36,967,119 shares in 2017 and 36,951,522 shares in 2016 | (1,097,300) | (1,096,744) |
Retained earnings | 1,313,209 | 1,507,057 |
Accumulated other comprehensive loss | (43,539) | (46,456) |
Total stockholders’ equity | 593,679 | 781,106 |
Total liabilities and stockholders’ equity | $ 1,875,825 | $ 2,163,506 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 16,751 | $ 18,196 |
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 | 36,967,119 | 36,951,522 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Income Statement [Abstract] | |||||
Net sales | $ 1,260,656 | $ 1,354,523 | $ 2,530,038 | $ 2,706,819 | |
Cost of goods sold | 1,083,092 | 1,158,700 | 2,166,807 | 2,310,914 | |
Gross profit | 177,564 | 195,823 | 363,231 | 395,905 | |
Operating expenses: | |||||
Warehousing, marketing and administrative expenses | 161,695 | 157,625 | 334,717 | 325,303 | |
Impairment of goodwill | 198,828 | ||||
Defined benefit plan settlement loss | 11,744 | 11,744 | |||
Operating income (loss) | 15,869 | 26,454 | (170,314) | 58,858 | |
Interest expense, net | 6,299 | 5,677 | 13,038 | 11,574 | |
Income (loss) before income taxes | 9,570 | 20,777 | (183,352) | 47,284 | |
Income tax expense | 4,474 | 7,844 | 146 | 17,821 | |
Net income (loss) | $ 5,096 | $ 12,933 | $ (183,498) | $ 29,463 | |
Net income (loss) per share - basic: | $ 0.14 | $ 0.35 | $ (5.01) | $ 0.81 | |
Average number of common shares outstanding - basic | 36,673 | 36,512 | 36,659 | 36,552 | |
Net income (loss) per share - diluted: | [1] | $ 0.14 | $ 0.35 | $ (5.01) | $ 0.80 |
Average number of common shares outstanding - diluted | 36,873 | 36,910 | 36,659 | 36,897 | |
Dividends declared per share | $ 0.14 | $ 0.14 | $ 0.28 | $ 0.28 | |
[1] | As a result of the net loss in the six months ended June 30, 2017, the effect of potentially dilutive securities would have been anti-dilutive and has been omitted from the calculation of diluted earnings per share. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 5,096 | $ 12,933 | $ (183,498) | $ 29,463 |
Other comprehensive income (loss), net of tax | ||||
Translation adjustments | 1,092 | 442 | 1,477 | 3,133 |
Minimum pension liability adjustments | 704 | 7,418 | 1,408 | 8,333 |
Cash flow hedge adjustments | (36) | 100 | 32 | (427) |
Total other comprehensive income (loss), net of tax | 1,760 | 7,960 | 2,917 | 11,039 |
Comprehensive income (loss) | $ 6,856 | $ 20,893 | $ (180,581) | $ 40,502 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash Flows From Operating Activities: | ||
Net (loss) income | $ (183,498) | $ 29,463 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 21,534 | 22,936 |
Share-based compensation | 4,038 | 5,689 |
Gain on the disposition of property, plant and equipment | (656) | (739) |
Amortization of capitalized financing costs | 804 | 332 |
Excess tax cost related to share-based compensation | 193 | |
Deferred income taxes | (270) | (2,765) |
Impairment of goodwill | 198,828 | |
Pension settlement charge | 11,744 | |
Changes in operating assets and liabilities: | ||
Decrease (increase) in accounts receivable, net | 14,434 | (28,439) |
Decrease (increase) in inventory | 76,757 | (44,017) |
Increase in other assets | (1,178) | (36,529) |
Increase in accounts payable | 24,133 | 43,429 |
Decrease in accrued liabilities | (19,603) | (12,219) |
Decrease in other liabilities | (9,512) | (5,062) |
Net cash provided by (used in) operating activities | 125,811 | (15,984) |
Cash Flows From Investing Activities: | ||
Capital expenditures | (13,677) | (19,327) |
Proceeds from the disposition of property, plant and equipment | 2,770 | |
Net cash used in investing activities | (13,677) | (16,557) |
Cash Flows From Financing Activities: | ||
Net borrowings under revolving credit facility | 31,375 | 43,876 |
Borrowings under Term Loan | 77,600 | |
Repayments under Term Loan | (1,518) | |
Net repayments under Securitization Program | (200,000) | |
Net (disbursements) proceeds from share-based compensation arrangements | (600) | 1,285 |
Acquisition of treasury stock, at cost | (6,839) | |
Payment of cash dividends | (10,339) | (10,237) |
Excess tax cost related to share-based compensation | (193) | |
Payment of debt issuance costs | (6,277) | |
Net cash (used in) provided by financing activities | (109,759) | 27,892 |
Effect of exchange rate changes on cash and cash equivalents | 185 | 366 |
Net change in cash and cash equivalents | 2,560 | (4,283) |
Cash and cash equivalents, beginning of period | 21,329 | 29,983 |
Cash and cash equivalents, end of period | 23,889 | 25,700 |
Other Cash Flow Information: | ||
Income tax payments, net | 19,058 | 27,358 |
Interest paid | $ 11,809 | $ 11,750 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
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”) with its wholly owned subsidiary Essendant Co. (“ECO”), and ECO’s subsidiaries (collectively, “Essendant” or the “Company”). The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States 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 national wholesale distributor of workplace items. The accompanying Condensed Consolidated Financial Statements are unaudited. The Condensed Consolidated Balance Sheet as of December 31, 2016, was derived from the December 31, 2016 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, 2016 (the “2016 Form 10-K”) for further information. In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of Essendant at June 30, 2017 and the results of operations for the three and six months ended June 30, 2017 and 2016, and cash flows for the six months ended June 30, 2017 and 2016. The results of operations for the three and six months ended June 30, 2017 should not necessarily be taken as indicative of the results of operations that may be expected for the entire year. New Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, Compensation – Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting In January 2017, the FASB issued ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” which eliminates the second step of the two-step goodwill impairment test. Specifically, the standard requires an entity to perform its interim or annual goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized could not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform a qualitative assessment to determine if the quantitative impairment test is necessary. The Company early adopted the standard in the quarter ended March 31, 2017 when an interim impairment test was conducted as further discussed in Note 4 – “Goodwill and Intangible Assets”. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, Revenue from Contracts with Customers, Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. The Company plans to adopt the standard using the modified retrospective approach, which will require the Company to recognize the cumulative effect of initial adoption of the standard for all contracts as of, and new contracts after, the date of initial application. Based on the Company’s current assessment and detailed review of the revenue transactions of the organization with its customers, the impact of the application of the new standard is expected to be immaterial. The Company expects that revenue recognition related to the processing, fulfillment and shipment of various warehoused goods to remain substantially unchanged. The Company also expects disclosure changes resulting from certain policy elections and practical expedient uses of, or allowable divergences from, authoritative guidance. The Company will continue to monitor for modifications to the standards throughout the year ended December 31, 2017. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) that requires lessees to recognize right-of-use assets and lease liabilities for all leases other than those that meet the definition of short-term leases. For short-term leases, lessees may elect an accounting policy by class of underlying asset under which these assets and liabilities are not recognized and lease payments are generally recognized over the lease term on a straight-line basis. This standard will be effective for annual periods beginning after December 15, 2018, including interim periods within that reporting period, and early application is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments In March 2017, the FASB issued ASU No. 2017-07, “ Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost Inventory Approximately 98.3% of total inventory as of June 30, 2017 and December 31, 2016, respectively, has been valued under the Last-In-First-Out (“LIFO”) 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. Inventory valued under the LIFO accounting method is recorded at the lower of cost or market. If the Company had valued its entire inventory under the lower of First-In-First-Out (“FIFO”) cost or market, inventory values would have been $158.1 million and $147.9 million higher than reported as of June 30, 2017 and December 31, 2016, respectively. For the three months ended June 30, 2017, there was a $0.3 million reduction in LIFO liquidations as compared to the $1.6 million reported in the first quarter. For the six months ended June 30, 2017, LIFO liquidations resulted in LIFO income of $1.3 million, which was more than offset by LIFO expense of $11.5 million related to current inflation, for an overall net increase in cost of sales of $10.2 million. LIFO liquidations occur when there are decrements of LIFO inventory quantities carried at lower costs in prior years as compared with the cost of current year purchases. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | 2. Share-Based Compensation As of June 30, 2017, the Company has two active equity compensation plans. Under the 2015 Long-Term Incentive Plan (as amended and restated), award instruments 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 annual retainer in deferred stock units. The Company granted 58,962 shares of restricted stock and 221,365 RSUs during the first six months of 2017, compared to 129,059 shares of restricted stock and 247,656 RSUs during the first six months of 2016. |
Severance and Restructuring Cha
Severance and Restructuring Charges | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring And Related Activities [Abstract] | |
Severance and Restructuring Charges | 3. Severance and Restructuring Charges Commencing in 2015, the Company began certain restructuring actions which included workforce reductions, facility closures, and actions to reduce costs through management delayering in order to achieve broader functional alignment of the organization. The charges associated with these actions were included in “warehousing, marketing and administrative expenses.” These actions were substantially completed in 2016. No expenses have been recorded in the three and six months ended June 30, 2017 and the three months ended June 30, 2016. The expenses, cash flows, and accrued liabilities associated with the restructuring actions described above are noted in the following table (in thousands): Expenses Cash flow Accrued Liabilities For the six months ended June 30, For the six months ended June 30, As of June 30, As of December 31, 2016 2017 2016 2017 2016 Fourth quarter 2015 Action Workforce reduction $ - $ 410 $ 6,462 $ 1,014 $ 1,424 First quarter 2015 Actions Workforce reduction $ - $ 107 $ 487 $ 651 $ 758 Facility closure 254 - 500 - - Total 254 $ 107 $ 987 $ 651 $ 758 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 4. Goodwill and Intangible Assets The Company tests goodwill for impairment annually as of October 1 and whenever triggering events or circumstances indicate that an impairment may have occurred, such as a significant adverse change in the business climate, loss of key personnel or a decision to sell or dispose of a reporting unit, among others. Determining whether an impairment has occurred requires a comparison of the carrying value of the net assets of the reporting unit to the fair value of the respective reporting unit. In the quarter ended March 31, 2017, given a sustained decrease in the Company’s share price and related market capitalization, the Company determined that a triggering event had occurred for all of its reporting units, requiring an interim impairment test of goodwill. During this assessment, the Company determined that the carrying value of net assets for three of the four reporting units of the Company exceeded fair value. In consideration of the Company’s adoption of ASU 2017-04 (refer to Note 1 – “Basis of Presentation”) the Company recognized a goodwill impairment of $198.8 million in aggregate based on the difference between the carrying value of net assets and fair value as determined based on the combination of market prices and merger and acquisitions (“M&A”) transactions of comparable businesses and forecasted future discounted cash flows. The carrying amount of goodwill by reporting unit and impairment recognized is noted in the table below (in thousands): Goodwill balance For the six months ended June 30, 2017 Goodwill balance as of December 31, 2016 Impairment Currency translation adjustments as of June 30, 2017 Office & Facilities $ 224,683 $ (185,704 ) $ - $ 38,979 Industrial 13,067 - 46 13,113 Automotive 45,234 (12,220 ) 355 33,369 CPO 14,922 (904 ) - 14,018 $ 297,906 $ (198,828 ) $ 401 $ 99,479 Acquired intangible assets are initially recorded at their fair market values determined based on quoted market prices in active markets, if available, or recognized valuation models. The Company’s intangible assets have finite useful lives and are amortized on a straight-line basis over their useful lives. 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, 2017 December 31, 2016 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 $ 137,802 $ (67,594 ) $ 70,208 16 $ 137,452 $ (62,235 ) $ 75,217 16 Non-compete agreements 4,654 (4,260 ) 394 4 4,649 (4,260 ) 389 4 Trademarks 13,737 (6,190 ) 7,547 14 13,704 (5,620 ) 8,084 14 Total $ 156,193 $ (78,044 ) $ 78,149 $ 155,805 $ (72,115 ) $ 83,690 The following table summarizes the amortization expense to be incurred in 2017 through 2021 on intangible assets (in thousands): Year Amount 2017 $ 10,795 2018 8,063 2019 6,945 2020 6,942 2021 6,942 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 5. Accumulated Other Comprehensive Income (Loss) The change in Accumulated Other Comprehensive Income (Loss) (“AOCI”) by component, net of tax, for the period ended June 30, 2017 was as follows (amounts in thousands): Foreign Currency Translation Cash Flow Hedges Defined Benefit Pension Plans Total AOCI, balance as of December 31, 2016 $ (8,439 ) $ 172 $ (38,189 ) $ (46,456 ) Other comprehensive income (loss) before reclassifications 1,477 (75 ) - 1,402 Amounts reclassified from AOCI - 107 1,408 1,515 Net other comprehensive income 1,477 32 1,408 2,917 AOCI, balance as of June 30, 2017 $ (6,962 ) $ 204 $ (36,781 ) $ (43,539 ) The following table details the amounts reclassified out of AOCI into the income statement during the three and six months ended June 30, 2017 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 2017 2017 Where Net Income is Presented Realized and unrealized gains (losses) on cash flow hedges Gain on interest rate swap, before tax $ 45 $ 175 Interest expense, net (17 ) (68 ) Tax provision $ 28 $ 107 Net of tax Defined benefit pension plan items Amortization of prior service cost and unrecognized loss $ 1,134 $ 2,268 Warehousing, marketing and administrative expenses (430 ) (860 ) Tax provision 704 1,408 Net of tax Total reclassifications for the period, net of tax $ 732 $ 1,515 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 6. 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- and six- month periods ended June 30, 2017 and 2016, 0.2 million shares of such securities, respectively, were outstanding but were not included in the computation of diluted earnings per share because the options’ exercise prices were greater than the average market price of the common shares and, therefore, the effect would be antidilutive. An additional 0.2 million shares of common stock outstanding for the six months ended June 30, 2017 were excluded from the computation of diluted earnings per share due to the net loss. 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, 2017 2016 2017 2016 Numerator: Net income (loss) $ 5,096 $ 12,933 $ (183,498 ) $ 29,463 Denominator: Denominator for basic earnings per share - weighted average shares 36,673 36,512 36,659 36,552 Effect of dilutive securities: Employee stock options and restricted stock (1) 200 398 - 345 Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities 36,873 36,910 36,659 36,897 Net income (loss) per share: Net income (loss) per share - basic $ 0.14 $ 0.35 $ (5.01 ) $ 0.81 Net income (loss) per share - diluted (2) $ 0.14 $ 0.35 $ (5.01 ) $ 0.80 (1) The effect of dilutive securities for employee stock options and restricted stock in the three and six months ended June 30, 2017 was affected by the adoption of ASU 2016-09 at the beginning of the year. In accordance with the standard, the effect of dilutive securities in the calculation of diluted net income per share was applied prospectively and results for the three and six months ended June 30, 2016 have not been revised. (2) As a result of the net loss in the six months ended June 30, 2017, the effect of potentially dilutive securities would have been anti-dilutive and has been omitted from the calculation of diluted earnings per share. Common Stock Repurchases As of June 30, 2017 , the Company had Board authorization to repurchase $68.2 million of common stock. During the three and six months ended June 30, 2017, the Company did not repurchase any shares of its common stock. During the three months ended June 30, 2016, the Company did not repurchase any shares of its common stock. For the six months ended June 30, 2016, the Company repurchased 241,270 shares at an aggregate cost of $6.8 million. Depending on the 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. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 7. 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, ECO, and from borrowings by ECO. The 2017 Credit Agreement and the 2013 Note Purchase Agreement (each as defined below and each a “Lending Agreement”) contain restrictions on the use of cash transferred from ECO to ESND. On February 22, 2017, ESND, ECO, ECO’s United States subsidiaries (ESND, ECO and the subsidiaries collectively referred to as the “Loan Parties”), JPMorgan Chase Bank, National Association, as Administrative Agent, and certain lenders entered into a Fifth Amended and Restated Revolving Credit Agreement (the “2017 Credit Agreement”). The 2017 Credit Agreement amended and restated the Fourth Amended and Restated Five-Year Revolving Credit Agreement dated as of July 9, 2013 (as amended prior to February 22, 2017, the “2013 Credit Agreement”). Also on February 22, 2017, ESND, ECO and the holders of ECO’s 3.75% senior secured notes due January 15, 2021, (the “Notes”) entered into Amendment No. 4 (“Amendment No. 4”) to the Note Purchase Agreement dated as of November 25, 2013, (as amended prior to February 22, 2017, the “2013 Note Purchase Agreement”). The 2017 Credit Agreement and Amendment No. 4 eliminated certain covenants in the 2013 Credit Agreement and the 2013 Note Purchase Agreement that prohibited the Company from exceeding a debt-to-EBITDA ratio of 3.5 to 1.0 (or 4.0 to 1.0 following certain permitted acquisitions) and restricted the Company’s ability to pay dividends and repurchase stock when the ratio was 3.0 to 1.0 or more. As a result, the Company is no longer subject to a debt-to-EBITDA ratio covenant. Proceeds from the 2017 Credit Facility were used to repay the balances of the 2013 Credit Agreement and the Receivables Securitization Program (as defined below). The 2017 Credit Agreement provides for a revolving credit facility (with an aggregated committed principal amount of $1.0 billion), a first-in-last-out (“FILO”) revolving credit facility (with an aggregated committed principal amount of $100 million) and a term loan (with an initial aggregated committed principal amount of $77.6 million). The term loan was funded in a single funding on March 24, 2017. Loans under the 2017 Credit Agreement must be extended to the Company first through the FILO facility. Borrowings under the 2017 Credit Agreement bear interest at LIBOR for specified interest periods, at the REVLIBOR30 Rate (as defined in the 2017 Credit Agreement) or at the Alternate Base Rate (as defined in the 2017 Credit Agreement), plus, in each case, a margin determined based on the Company’s average quarterly revolving availability. Depending on the Company’s average quarterly revolving availability, the margin on LIBOR-based loans and REVLIBOR30 Rate-based loans ranges from 1.25% to 1.75% for revolving and term loans and 2.00% to 2.50% for FILO loans, and on Alternate Base Rate loans ranges from 0.25% to 0.75% for revolving and term loans and 1.00% to 1.50% for FILO loans. From February 22, 2017 (the date of the 2017 Credit Agreement) to June 30, 2017, the applicable margin for LIBOR-based loans and REVLIBOR30 Rate-based loans is 1.50% for revolving and term loans and 2.25% for FILO loans, and for Alternate Base Rate loans is 0.50% for revolving and term loans and 1.25% for FILO loans. In addition, ECO is required to pay the lenders a commitment fee on the unutilized portion of the revolving and FILO commitments under the 2017 Credit Agreement at a rate per annum equal to 0.25%. Letters of credit issued pursuant to the 2017 Credit Agreement incur interest based on the applicable margin rate for LIBOR-based Loans, plus 0.125%. Unamortized deferred financing fees of $7.0 million are included within “Current maturities of long-term debt” and “Long-term debt” on the Condensed Consolidated Balance Sheets and will be amortized over the life of the agreements. Obligations of ECO under the 2017 Credit Agreement are guaranteed by ESND and ECO’s domestic subsidiaries. ECO’s obligations under these agreements and the guarantors’ obligations under the guaranty are secured by liens on substantially all Company assets. Availability of credit under the revolving facility will be subject to a revolving borrowing base calculation comprised of a certain percentage of the eligible accounts receivable, plus a certain percentage of the inventory, less reserves. Similarly, availability under the FILO revolving credit facility is subject to a FILO borrowing base comprised primarily of 10% of the eligible accounts receivable, plus 10% multiplied by the net orderly liquidation value percentages of the eligible inventory, less reserves. The amount of the remaining term loan of $76.1 million, is based on the value of the Company’s owned real estate and certain equipment. Beginning in April 2017, the Company began repayment of nominal principal amounts pursuant to the terms and conditions of the term loan, and these payments may be subject to acceleration under certain dispositions of the underlying collateral. The 2017 Credit Agreement contains representations and warranties, covenants and events of default that are customary for facilities of this type, including covenants to deliver periodic certifications setting forth the revolving borrowing base and FILO borrowing base. As long as the Payment Conditions (as defined in the 2017 Credit Agreement) are satisfied, the Loan Parties may pay dividends, repurchase stock and engage in certain permitted acquisitions, investments and dispositions, in each case subject to the other terms and conditions of the Credit Agreement and the other loan documents. If ECO elects to prepay some or all of the Notes prior to January 15, 2021, and in some circumstances if ECO is required to prepay the Notes, ECO will be obligated to pay a make-whole amount as set forth in the Agreement and Amendment No. 4. The Company’s obligations under the 2013 Note Purchase Agreement and Amendment No. 4 are secured by a $165.0 million letter of credit issued under the 2017 Credit Agreement. The Company’s accounts receivable securitization program (“Receivables Securitization Program” or the “Program”) was terminated when the Company entered into the 2017 Credit Agreement. The Program provided maximum financing of up to $200 million secured by all the customer accounts receivable and related rights originated by ECO. Debt consisted of the following amounts (in millions): As of As of June 30, 2017 December 31, 2016 2017 Credit Agreement Term Loan $ 76.1 $ - Revolving Credit Facility 191.9 - FILO Facility 100.0 - 2013 Credit Agreement - 260.4 2013 Note Purchase Agreement 150.0 150.0 Receivables Securitization Program - 200.0 Mortgage & Capital Lease - 0.1 Transaction Costs (7.0 ) (1.5 ) Total $ 511.0 $ 609.0 The 2017 Credit Agreement provides for the issuance of letters of credit up to $25.0 million, plus up to $165.0 million to be used as collateral for obligations under the 2013 Note Purchase Agreement. Letters of credit totaling approximately $177.5 million were utilized as of June 30, 2017. Interest under the 2013 Note Purchase Agreement is payable semi-annually at a rate per annum equal to 3.75% (3.66% after the effect of terminating an interest rate swap). For additional information about the 2017 Credit Agreement and the 2013 Note Purchase Agreement, see Note 11 – “Debt” to the Company’s Consolidated Financial Statements in the 2016 Form 10-K. |
Pension and Post-Retirement Ben
Pension and Post-Retirement Benefit Plans | 6 Months Ended |
Jun. 30, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension and Post-Retirement Benefit Plans | 8. 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 13 – “Pension Plans and Defined Contribution Plan” to the Company’s Consolidated Financial Statements in the 2016 Form 10-K. A summary of net periodic pension cost related to the Company’s pension plans for the three and six months ended June 30, 2017 and 2016 was as follows (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2017 2016 2017 2016 Service cost - benefit earned during the period $ 321 $ 317 $ 642 $ 634 Interest cost on projected benefit obligation 1,862 2,173 3,724 4,516 Expected return on plan assets (2,272 ) (2,547 ) (4,544 ) (5,265 ) Amortization of prior service cost 72 74 144 148 Amortization of actuarial loss 1,062 1,321 2,124 2,740 Settlement loss - 11,744 - 11,744 Net periodic pension cost $ 1,045 $ 13,082 $ 2,090 $ 14,517 The Company made cash contributions to its pension plans of $10.0 million in the three and six months ended June 30, 2017 and $10.0 million during the six months ended June 30, 2016. Additional contributions, if any, for 2017 have not yet been determined. As of June 30, 2017 and December 31, 2016, the Company had accrued $30.0 million and $40.2 million, respectively, 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 $1.9 million and $3.7 million for the Company match of employee contributions to the Plan for the three and six months ended June 30, 2017, respectively and the three and six months ended June 30, 2016, respectively. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 9. Fair Value Measurements The Company measures certain financial assets and liabilities, including an interest rate swap and foreign currency derivatives, at fair value on a recurring basis, based on market rates of the Company’s positions and other observable interest rates. The fair value of the interest rate swaps is determined by using quoted market forward rates (level 2 inputs) and reflects the present value of the amount the Company would pay for contracts involving the same notional amount and maturity date. The fair value of the foreign exchange hedge is determined by using quoted market spot rates (level 2 inputs). 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, 2017 and December 31, 2016 (in thousands): Fair Value Measurements 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 & foreign exchange hedges - as of June 30, 2017 $ 52 $ - $ 52 $ - - as of December 31, 2016 $ 205 $ - $ 205 $ - The carrying amount of accounts receivable at June 30, 2017, approximates fair value because of the short-term nature of this item. As of June 30, 2017, no assets or liabilities were measured at fair value on a nonrecurring basis. |
Other Assets and Liabilities
Other Assets and Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Other Assets And Liabilities [Abstract] | |
Other Assets and Liabilities | 10. Other Assets and Liabilities Receivables related to supplier allowances totaling $87.8 million and $86.9 million were included in “Accounts receivable” in the Condensed Consolidated Balance Sheets as of June 30, 2017 and December 31, 2016, respectively. Current and non-current prepaid customer rebates, net of allowances, were $50.6 million and $47.9 million as of June 30, 2017 and December 31, 2016, respectively, and are included as a component of “Other current assets” and “Other assets”. Accrued customer rebates of $47.2 million and $65.3 million as of June 30, 2017 and December 31, 2016, respectively, were included in “Accrued liabilities” in the Condensed Consolidated Balance Sheets. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. 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, 2017, the Company recorded income tax expense of $4.5 million and $0.1 million on pre-tax income of $9.6 million and pre-tax loss of $183.4 million, for an effective tax rate of 46.8% and (0.1%), respectively. For the three and six months ended June 30, 2016, the Company recorded income tax expense of $7.8 million and $17.8 million on pre-tax income of $20.8 million and $47.3 million, for an effective tax rate of 37.8% and 37.7%, respectively. In the three and six months ended June 30, 2017, the Company adopted ASU 2016-09 which resulted in $0.5 million and $0.8 million, respectively, of incremental tax expense recognized due to excess tax deficiencies of vested or settled awards in the period. The adoption of the standard was applied prospectively in accordance with guidance. The Company’s U.S. statutory rate is 35.0%. The most significant factor impacting the effective tax rate for the six months ended June 30, 2017 was the discrete impact of the goodwill impairment charges. There were no significant discrete items impacting the effective tax rate for the six months ended June 30, 2016. |
Legal Matters
Legal Matters | 6 Months Ended |
Jun. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal Matters | 12. Legal Matters The Company has been named as a defendant in two lawsuits alleging that the Company sent unsolicited fax advertisements to the named plaintiffs, as well as 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"). One lawsuit was initially filed in the United States District Court for the Central District of California on May 1, 2015, and subsequently refiled in the United States District Court for the Northern District of Illinois. The other lawsuit was filed in the United States District Court for the Northern District of Illinois on January 14, 2016. The two lawsuits have been consolidated for pre-trial proceedings, and assigned to the same judge. Plaintiffs in both lawsuits seek certification of 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. In each lawsuit, the Company is vigorously contesting class certification and denies that any violations occurred. Litigation of this kind is likely to lead to settlement negotiations, including negotiations prompted by pre-trial civil court procedures. Regardless of whether the lawsuits are resolved at trial or through settlement, the Company believes that a loss associated with resolution of the pending claims is probable. As of the year ended December 31, 2016, the Company recorded a $4.0 million, pre-tax reserve within “warehousing, marketing and administrative expenses” in the consolidated statement of operations. During the six months ended June 30, 2017, the Company recorded an additional $6.0 million, pre-tax reserve to reflect events concerning mediation activities and settlement negotiations between the Company and the plaintiffs for a total reserve at June 30, 2017 of $10.0 million. The Company continues to evaluate its defenses based on its internal review and investigation of prior events, new information and future circumstances. Final disposition of the lawsuits, whether through settlement or through trial, may result in a loss materially in excess of the aggregate recorded amount. However, a range of reasonably possible excess losses is not estimable at this time. As disclosed in the first quarter of 2017, the Company was named in a lawsuit filed by a former employee in the Los Angeles Superior Court. During the second quarter of 2017, the Company reached an agreement on the general terms of a settlement to resolve this litigation. The parties are in the process of finalizing a settlement agreement, which will be subject to court approval. In consideration of the settlement, the Company recorded a $3.0 million pre-tax reserve within the warehousing, marketing and administrative expenses line item in the consolidated statement of operations for the three and six months ended June 30, 2017. 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, results of operations or cash flows. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Consolidation, Policy | The accompanying Condensed Consolidated Financial Statements represent Essendant Inc. (“ESND”) with its wholly owned subsidiary Essendant Co. (“ECO”), and ECO’s subsidiaries (collectively, “Essendant” or the “Company”). The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States 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 national wholesale distributor of workplace items. The accompanying Condensed Consolidated Financial Statements are unaudited. The Condensed Consolidated Balance Sheet as of December 31, 2016, was derived from the December 31, 2016 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, 2016 (the “2016 Form 10-K”) for further information. In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of Essendant at June 30, 2017 and the results of operations for the three and six months ended June 30, 2017 and 2016, and cash flows for the six months ended June 30, 2017 and 2016. The results of operations for the three and six months ended June 30, 2017 should not necessarily be taken as indicative of the results of operations that may be expected for the entire year. |
New Accounting Pronouncements | New Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09, Compensation – Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting In January 2017, the FASB issued ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment,” which eliminates the second step of the two-step goodwill impairment test. Specifically, the standard requires an entity to perform its interim or annual goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge is recognized for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized could not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform a qualitative assessment to determine if the quantitative impairment test is necessary. The Company early adopted the standard in the quarter ended March 31, 2017 when an interim impairment test was conducted as further discussed in Note 4 – “Goodwill and Intangible Assets”. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, Revenue from Contracts with Customers, Entities have the option of using either a full retrospective or a modified retrospective approach for the adoption of the new standard. The Company plans to adopt the standard using the modified retrospective approach, which will require the Company to recognize the cumulative effect of initial adoption of the standard for all contracts as of, and new contracts after, the date of initial application. Based on the Company’s current assessment and detailed review of the revenue transactions of the organization with its customers, the impact of the application of the new standard is expected to be immaterial. The Company expects that revenue recognition related to the processing, fulfillment and shipment of various warehoused goods to remain substantially unchanged. The Company also expects disclosure changes resulting from certain policy elections and practical expedient uses of, or allowable divergences from, authoritative guidance. The Company will continue to monitor for modifications to the standards throughout the year ended December 31, 2017. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) that requires lessees to recognize right-of-use assets and lease liabilities for all leases other than those that meet the definition of short-term leases. For short-term leases, lessees may elect an accounting policy by class of underlying asset under which these assets and liabilities are not recognized and lease payments are generally recognized over the lease term on a straight-line basis. This standard will be effective for annual periods beginning after December 15, 2018, including interim periods within that reporting period, and early application is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) Measurement of Credit Losses on Financial Instruments In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments In March 2017, the FASB issued ASU No. 2017-07, “ Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost |
Inventory | Inventory Approximately 98.3% of total inventory as of June 30, 2017 and December 31, 2016, respectively, has been valued under the Last-In-First-Out (“LIFO”) 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. Inventory valued under the LIFO accounting method is recorded at the lower of cost or market. If the Company had valued its entire inventory under the lower of First-In-First-Out (“FIFO”) cost or market, inventory values would have been $158.1 million and $147.9 million higher than reported as of June 30, 2017 and December 31, 2016, respectively. For the three months ended June 30, 2017, there was a $0.3 million reduction in LIFO liquidations as compared to the $1.6 million reported in the first quarter. For the six months ended June 30, 2017, LIFO liquidations resulted in LIFO income of $1.3 million, which was more than offset by LIFO expense of $11.5 million related to current inflation, for an overall net increase in cost of sales of $10.2 million. LIFO liquidations occur when there are decrements of LIFO inventory quantities carried at lower costs in prior years as compared with the cost of current year purchases. |
Severance and Restructuring C20
Severance and Restructuring Charges (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Expenses, Cash Flows, and Accrued Liabilities Associated with Restructuring Actions | The expenses, cash flows, and accrued liabilities associated with the restructuring actions described above are noted in the following table (in thousands): Expenses Cash flow Accrued Liabilities For the six months ended June 30, For the six months ended June 30, As of June 30, As of December 31, 2016 2017 2016 2017 2016 Fourth quarter 2015 Action Workforce reduction $ - $ 410 $ 6,462 $ 1,014 $ 1,424 First quarter 2015 Actions Workforce reduction $ - $ 107 $ 487 $ 651 $ 758 Facility closure 254 - 500 - - Total 254 $ 107 $ 987 $ 651 $ 758 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Carrying Amount of Goodwill by Reporting Unit and Impairment Recognized | The carrying amount of goodwill by reporting unit and impairment recognized is noted in the table below (in thousands): Goodwill balance For the six months ended June 30, 2017 Goodwill balance as of December 31, 2016 Impairment Currency translation adjustments as of June 30, 2017 Office & Facilities $ 224,683 $ (185,704 ) $ - $ 38,979 Industrial 13,067 - 46 13,113 Automotive 45,234 (12,220 ) 355 33,369 CPO 14,922 (904 ) - 14,018 $ 297,906 $ (198,828 ) $ 401 $ 99,479 |
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, 2017 December 31, 2016 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 $ 137,802 $ (67,594 ) $ 70,208 16 $ 137,452 $ (62,235 ) $ 75,217 16 Non-compete agreements 4,654 (4,260 ) 394 4 4,649 (4,260 ) 389 4 Trademarks 13,737 (6,190 ) 7,547 14 13,704 (5,620 ) 8,084 14 Total $ 156,193 $ (78,044 ) $ 78,149 $ 155,805 $ (72,115 ) $ 83,690 |
Summary of Amortization Expense to be Incurred in 2017 Through 2021 on Intangible Assets | The following table summarizes the amortization expense to be incurred in 2017 through 2021 on intangible assets (in thousands): Year Amount 2017 $ 10,795 2018 8,063 2019 6,945 2020 6,942 2021 6,942 |
Accumulated Other Comprehensi22
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
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, net of tax, for the period ended June 30, 2017 was as follows (amounts in thousands): Foreign Currency Translation Cash Flow Hedges Defined Benefit Pension Plans Total AOCI, balance as of December 31, 2016 $ (8,439 ) $ 172 $ (38,189 ) $ (46,456 ) Other comprehensive income (loss) before reclassifications 1,477 (75 ) - 1,402 Amounts reclassified from AOCI - 107 1,408 1,515 Net other comprehensive income 1,477 32 1,408 2,917 AOCI, balance as of June 30, 2017 $ (6,962 ) $ 204 $ (36,781 ) $ (43,539 ) |
Amounts Reclassified Out of AOCI into Income Statement | The following table details the amounts reclassified out of AOCI into the income statement during the three and six months ended June 30, 2017 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 2017 2017 Where Net Income is Presented Realized and unrealized gains (losses) on cash flow hedges Gain on interest rate swap, before tax $ 45 $ 175 Interest expense, net (17 ) (68 ) Tax provision $ 28 $ 107 Net of tax Defined benefit pension plan items Amortization of prior service cost and unrecognized loss $ 1,134 $ 2,268 Warehousing, marketing and administrative expenses (430 ) (860 ) Tax provision 704 1,408 Net of tax Total reclassifications for the period, net of tax $ 732 $ 1,515 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
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, 2017 2016 2017 2016 Numerator: Net income (loss) $ 5,096 $ 12,933 $ (183,498 ) $ 29,463 Denominator: Denominator for basic earnings per share - weighted average shares 36,673 36,512 36,659 36,552 Effect of dilutive securities: Employee stock options and restricted stock (1) 200 398 - 345 Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities 36,873 36,910 36,659 36,897 Net income (loss) per share: Net income (loss) per share - basic $ 0.14 $ 0.35 $ (5.01 ) $ 0.81 Net income (loss) per share - diluted (2) $ 0.14 $ 0.35 $ (5.01 ) $ 0.80 (1) The effect of dilutive securities for employee stock options and restricted stock in the three and six months ended June 30, 2017 was affected by the adoption of ASU 2016-09 at the beginning of the year. In accordance with the standard, the effect of dilutive securities in the calculation of diluted net income per share was applied prospectively and results for the three and six months ended June 30, 2016 have not been revised. (2) As a result of the net loss in the six months ended June 30, 2017, the effect of potentially dilutive securities would have been anti-dilutive and has been omitted from the calculation of diluted earnings per share. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Components | Debt consisted of the following amounts (in millions): As of As of June 30, 2017 December 31, 2016 2017 Credit Agreement Term Loan $ 76.1 $ - Revolving Credit Facility 191.9 - FILO Facility 100.0 - 2013 Credit Agreement - 260.4 2013 Note Purchase Agreement 150.0 150.0 Receivables Securitization Program - 200.0 Mortgage & Capital Lease - 0.1 Transaction Costs (7.0 ) (1.5 ) Total $ 511.0 $ 609.0 |
Pension and Post-Retirement B25
Pension and Post-Retirement Benefit Plans (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
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, 2017 and 2016 was as follows (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2017 2016 2017 2016 Service cost - benefit earned during the period $ 321 $ 317 $ 642 $ 634 Interest cost on projected benefit obligation 1,862 2,173 3,724 4,516 Expected return on plan assets (2,272 ) (2,547 ) (4,544 ) (5,265 ) Amortization of prior service cost 72 74 144 148 Amortization of actuarial loss 1,062 1,321 2,124 2,740 Settlement loss - 11,744 - 11,744 Net periodic pension cost $ 1,045 $ 13,082 $ 2,090 $ 14,517 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
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, 2017 and December 31, 2016 (in thousands): Fair Value Measurements 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 & foreign exchange hedges - as of June 30, 2017 $ 52 $ - $ 52 $ - - as of December 31, 2016 $ 205 $ - $ 205 $ - |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||||
Incremental tax expense | $ 0.5 | $ 0.8 | ||
Percentage inventory valued under LIFO | 98.30% | 98.30% | 98.30% | |
Higher inventory if FIFO applied entirely | $ 158.1 | $ 158.1 | $ 147.9 | |
Effect of LIFO inventory liquidation on income | $ (0.3) | $ 1.6 | 1.3 | |
LIFO expense related to inflation increase in cost of sales | 11.5 | |||
Increase in cost of sales due to LIFO accounting method | $ 10.2 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) | 6 Months Ended | |
Jun. 30, 2017Plansshares | Jun. 30, 2016shares | |
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 | 58,962 | 129,059 |
Restricted Stock Units (RSUs) [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted stock and restricted stock units granted | 221,365 | 247,656 |
Severance and Restructuring C29
Severance and Restructuring Charges - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Warehousing, Marketing and Administrative Expenses [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expenses associated with restructuring actions | $ 0 | $ 0 | $ 0 | $ 254,000 |
Severance and Restructuring C30
Severance and Restructuring Charges - Schedule of Expenses, Cash Flows, and Accrued Liabilities Associated with Restructuring Actions (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Restructuring Cost And Reserve [Line Items] | |||||
Cash flow associated with restructuring actions | $ 107,000 | $ 987,000 | |||
Accrued Liabilities associated with restructuring actions | $ 651,000 | 651,000 | $ 758,000 | ||
Warehousing, Marketing and Administrative Expenses [Member] | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Expenses associated with restructuring actions | 0 | $ 0 | 0 | 254,000 | |
First Quarter 2015 Actions Workforce Reduction [Member] | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Cash flow associated with restructuring actions | 107,000 | 487,000 | |||
Accrued Liabilities associated with restructuring actions | 651,000 | 651,000 | 758,000 | ||
First Quarter 2015 Actions Facility Closure [Member] | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Cash flow associated with restructuring actions | 500,000 | ||||
First Quarter 2015 Actions Facility Closure [Member] | Warehousing, Marketing and Administrative Expenses [Member] | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Expenses associated with restructuring actions | 254,000 | ||||
Fourth Quarter 2015 Action Workforce Reduction [Member] | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Cash flow associated with restructuring actions | 410,000 | $ 6,462,000 | |||
Accrued Liabilities associated with restructuring actions | $ 1,014,000 | $ 1,014,000 | $ 1,424,000 |
Goodwill and Intangible Asset31
Goodwill and Intangible Assets - Additional Information (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Impairment of goodwill | $ 198,828 |
Goodwill and Intangible Asset32
Goodwill and Intangible Assets - Schedule of Carrying Amount of Goodwill by Reporting Unit and Impairment Recognized (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill [Line Items] | |
Goodwill, balance as of December 31, 2016 | $ 297,906 |
Impairment | (198,828) |
Currency translation adjustments | 401 |
Goodwill, balance as of June 30, 2017 | 99,479 |
Office & Facilities [Member] | |
Goodwill [Line Items] | |
Goodwill, balance as of December 31, 2016 | 224,683 |
Impairment | (185,704) |
Goodwill, balance as of June 30, 2017 | 38,979 |
Industrial [Member] | |
Goodwill [Line Items] | |
Goodwill, balance as of December 31, 2016 | 13,067 |
Currency translation adjustments | 46 |
Goodwill, balance as of June 30, 2017 | 13,113 |
Automotive [Member] | |
Goodwill [Line Items] | |
Goodwill, balance as of December 31, 2016 | 45,234 |
Impairment | (12,220) |
Currency translation adjustments | 355 |
Goodwill, balance as of June 30, 2017 | 33,369 |
CPO [Member] | |
Goodwill [Line Items] | |
Goodwill, balance as of December 31, 2016 | 14,922 |
Impairment | (904) |
Goodwill, balance as of June 30, 2017 | $ 14,018 |
Goodwill and Intangible Asset33
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, 2017 | Dec. 31, 2016 | |
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 156,193 | $ 155,805 |
Intangible assets subject to amortization, Accumulated Amortization | (78,044) | (72,115) |
Intangible assets subject to amortization, Net Carrying Amount | 78,149 | 83,690 |
Customer relationships and other intangibles [Member] | ||
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | 137,802 | 137,452 |
Intangible assets subject to amortization, Accumulated Amortization | (67,594) | (62,235) |
Intangible assets subject to amortization, Net Carrying Amount | $ 70,208 | $ 75,217 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 16 years | 16 years |
Non-compete Agreements [Member] | ||
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 4,654 | $ 4,649 |
Intangible assets subject to amortization, Accumulated Amortization | (4,260) | (4,260) |
Intangible assets subject to amortization, Net Carrying Amount | $ 394 | $ 389 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 4 years | 4 years |
Trademarks [Member] | ||
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 13,737 | $ 13,704 |
Intangible assets subject to amortization, Accumulated Amortization | (6,190) | (5,620) |
Intangible assets subject to amortization, Net Carrying Amount | $ 7,547 | $ 8,084 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 14 years | 14 years |
Goodwill and Intangible Asset34
Goodwill and Intangible Assets - Summary of Amortization Expense to be Incurred in 2017 Through 2021 on Intangible Assets (Detail) $ in Thousands | Jun. 30, 2017USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,017 | $ 10,795 |
2,018 | 8,063 |
2,019 | 6,945 |
2,020 | 6,942 |
2,021 | $ 6,942 |
Accumulated Other Comprehensi35
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, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2016 | $ 781,106 | |||
Other comprehensive income (loss) before reclassifications | 1,402 | |||
Amounts reclassified from AOCI | 1,515 | |||
Total other comprehensive income (loss), net of tax | $ 1,760 | $ 7,960 | 2,917 | $ 11,039 |
AOCI, balance as of June 30, 2017 | 593,679 | 593,679 | ||
Foreign Currency Translation [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2016 | (8,439) | |||
Other comprehensive income (loss) before reclassifications | 1,477 | |||
Total other comprehensive income (loss), net of tax | 1,477 | |||
AOCI, balance as of June 30, 2017 | (6,962) | (6,962) | ||
Cash Flow Hedges [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2016 | 172 | |||
Other comprehensive income (loss) before reclassifications | (75) | |||
Amounts reclassified from AOCI | 107 | |||
Total other comprehensive income (loss), net of tax | 32 | |||
AOCI, balance as of June 30, 2017 | 204 | 204 | ||
Defined Benefit Pension Plans [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2016 | (38,189) | |||
Amounts reclassified from AOCI | 1,408 | |||
Total other comprehensive income (loss), net of tax | 1,408 | |||
AOCI, balance as of June 30, 2017 | (36,781) | (36,781) | ||
AOCI, Total [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2016 | (46,456) | |||
AOCI, balance as of June 30, 2017 | $ (43,539) | $ (43,539) |
Accumulated Other Comprehensi36
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, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense, net | $ 6,299 | $ 5,677 | $ 13,038 | $ 11,574 |
Warehousing, marketing and administrative expenses | 161,695 | 157,625 | 334,717 | 325,303 |
Tax provision | (4,474) | (7,844) | (146) | (17,821) |
Net income (loss) | 5,096 | $ 12,933 | (183,498) | $ 29,463 |
Amount Reclassified From AOCI [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net income (loss) | 732 | 1,515 | ||
Amount Reclassified From AOCI [Member] | Cash Flow Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Tax provision | (17) | (68) | ||
Net income (loss) | 28 | 107 | ||
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 | 1,134 | 2,268 | ||
Tax provision | (430) | (860) | ||
Net income (loss) | 704 | 1,408 | ||
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 | $ 45 | $ 175 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share amount | 200,000 | 200,000 | 200,000 | 200,000 |
Additional authorized repurchase amount | $ 68.2 | $ 68.2 | ||
Number of shares repurchased | 0 | 0 | 0 | 241,270 |
Repurchase of common stock, value | $ 6.8 | |||
Common Stock [Member] | ||||
Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share amount | 200,000 |
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, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Earnings Per Share [Abstract] | |||||
Net income (loss) | $ 5,096 | $ 12,933 | $ (183,498) | $ 29,463 | |
Denominator for basic earnings per share - weighted average shares | 36,673 | 36,512 | 36,659 | 36,552 | |
Effect of dilutive securities: Employee stock options and restricted stock | [1] | 200 | 398 | 345 | |
Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities | 36,873 | 36,910 | 36,659 | 36,897 | |
Net income (loss) per share - basic | $ 0.14 | $ 0.35 | $ (5.01) | $ 0.81 | |
Net income (loss) per share - diluted | [2] | $ 0.14 | $ 0.35 | $ (5.01) | $ 0.80 |
[1] | The effect of dilutive securities for employee stock options and restricted stock in the three and six months ended June 30, 2017 was affected by the adoption of ASU 2016-09 at the beginning of the year. In accordance with the standard, the effect of dilutive securities in the calculation of diluted net income per share was applied prospectively and results for the three and six months ended June 30, 2016 have not been revised. | ||||
[2] | As a result of the net loss in the six months ended June 30, 2017, the effect of potentially dilutive securities would have been anti-dilutive and has been omitted from the calculation of diluted earnings per share. |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Feb. 22, 2017 | Jun. 30, 2017 | Jun. 30, 2017 |
Debt Instrument [Line Items] | |||
FILO borrowing base percentage of accounts receivable | 10.00% | 10.00% | |
FILO borrowing base percentage of liquidation value of inventory | 10.00% | 10.00% | |
Maximum amount of financing upon amendment of program | $ 200,000,000 | $ 200,000,000 | |
Letters of credit issued amount | 177,500,000 | $ 177,500,000 | |
2017 Credit Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Credit agreement commencement date | Feb. 22, 2017 | ||
Credit agreement period | 5 years | ||
Line of credit facility, interest rate description | Borrowings under the 2017 Credit Agreement bear interest at LIBOR for specified interest periods, at the REVLIBOR30 Rate (as defined in the 2017 Credit Agreement) or at the Alternate Base Rate (as defined in the 2017 Credit Agreement), plus, in each case, a margin determined based on the Company’s average quarterly revolving availability. Depending on the Company’s average quarterly revolving availability, the margin on LIBOR-based loans and REVLIBOR30 Rate-based loans ranges from 1.25% to 1.75% for revolving and term loans and 2.00% to 2.50% for FILO loans, and on Alternate Base Rate loans ranges from 0.25% to 0.75% for revolving and term loans and 1.00% to 1.50% for FILO loans. From February 22, 2017 (the date of the 2017 Credit Agreement) to June 30, 2017, the applicable margin for LIBOR-based loans and REVLIBOR30 Rate-based loans is 1.50% for revolving and term loans and 2.25% for FILO loans, and for Alternate Base Rate loans is 0.50% for revolving and term loans and 1.25% for FILO loans. In addition, ECO is required to pay the lenders a commitment fee on the unutilized portion of the revolving and FILO commitments under the 2017 Credit Agreement at a rate per annum equal to 0.25%. | ||
Unamortized deferred financing fees | 7,000,000 | $ 7,000,000 | |
Borrowing base calculation, description | Availability of credit under the revolving facility will be subject to a revolving borrowing base calculation comprised of a certain percentage of the eligible accounts receivable, plus a certain percentage of the inventory, less reserves. Similarly, availability under the FILO revolving credit facility is subject to a FILO borrowing base comprised primarily of 10% of the eligible accounts receivable, plus 10% multiplied by the net orderly liquidation value percentages of the eligible inventory, less reserves. | ||
2017 Credit Agreement [Member] | LIBOR Loans [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.125% | ||
2017 Credit Agreement [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 1,000,000,000 | $ 1,000,000,000 | |
Alternate base rate loans rates | 0.50% | ||
Fee on unutilized portion of commitments | 0.25% | ||
2017 Credit Agreement [Member] | Revolving Credit Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 1.50% | 1.50% | |
2017 Credit Agreement [Member] | First In Last Out Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 100,000,000 | $ 100,000,000 | |
Alternate base rate loans rates | 1.25% | ||
Fee on unutilized portion of commitments | 0.25% | ||
2017 Credit Agreement [Member] | First In Last Out Revolving Credit Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 2.25% | 2.25% | |
2017 Credit Agreement [Member] | Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 77,600,000 | $ 77,600,000 | |
Line of credit facility, funding date | Mar. 24, 2017 | ||
Alternate base rate loans rates | 0.50% | ||
Remaining term loan | $ 76,100,000 | $ 76,100,000 | |
2017 Credit Agreement [Member] | Term Loan Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 1.50% | 1.50% | |
2017 Credit Agreement [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Debt-to-EBITDA ratio | 3.50% | ||
Letters of credit issued amount | $ 25,000,000 | $ 25,000,000 | |
Letters of credit facility, collateral amount | 165,000,000 | $ 165,000,000 | |
2017 Credit Agreement [Member] | Maximum [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Alternate base rate loans rates | 0.75% | ||
2017 Credit Agreement [Member] | Maximum [Member] | Revolving Credit Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 1.75% | ||
2017 Credit Agreement [Member] | Maximum [Member] | First In Last Out Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Alternate base rate loans rates | 1.50% | ||
2017 Credit Agreement [Member] | Maximum [Member] | First In Last Out Revolving Credit Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 2.50% | ||
2017 Credit Agreement [Member] | Maximum [Member] | Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Alternate base rate loans rates | 0.75% | ||
2017 Credit Agreement [Member] | Maximum [Member] | Term Loan Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 1.75% | ||
2017 Credit Agreement [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Debt-to-EBITDA ratio | 3.00% | ||
2017 Credit Agreement [Member] | Minimum [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Alternate base rate loans rates | 0.25% | ||
2017 Credit Agreement [Member] | Minimum [Member] | Revolving Credit Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 1.25% | ||
2017 Credit Agreement [Member] | Minimum [Member] | First In Last Out Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Alternate base rate loans rates | 1.00% | ||
2017 Credit Agreement [Member] | Minimum [Member] | First In Last Out Revolving Credit Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 2.00% | ||
2017 Credit Agreement [Member] | Minimum [Member] | Term Loan Facility [Member] | |||
Debt Instrument [Line Items] | |||
Alternate base rate loans rates | 0.25% | ||
2017 Credit Agreement [Member] | Minimum [Member] | Term Loan Facility [Member] | REVLIBOR30 And LIBOR Based Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility loan rates | 1.25% | ||
3.75% Senior Secured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 3.75% | ||
Debt instrument, maturity date | Jan. 15, 2021 | ||
2013 Note Purchase Agreement and Amendment No. 4 [Member] | Letter of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Letter of credit issued | $ 165,000,000 | $ 165,000,000 | |
2013 Note Purchase Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 3.75% | ||
Credit facility, frequency of payment and payment terms | Interest under the 2013 Note Purchase Agreement is payable semi-annually at a rate per annum equal to 3.75% (3.66% after the effect of terminating an interest rate swap). | ||
Effective interest rate | 3.66% | 3.66% |
Debt - Schedule of Long-Term De
Debt - Schedule of Long-Term Debt Components (Detail) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Mortgage & Capital Lease | $ 0.1 | |
Transaction Costs | $ (7) | (1.5) |
Total | 511 | 609 |
2017 Credit Agreement [Member] | Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | 76.1 | |
2017 Credit Agreement [Member] | Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | 191.9 | |
2017 Credit Agreement [Member] | First In Last Out Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | 100 | |
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 | |
2013 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | $ 260.4 |
Pension and Post-Retirement B41
Pension and Post-Retirement Benefit Plans - Schedule of Components of Net Periodic Pension Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit plan settlement loss | $ 11,744 | $ 11,744 | ||
Pension Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost - benefit earned during the period | $ 321 | 317 | $ 642 | 634 |
Interest cost on projected benefit obligation | 1,862 | 2,173 | 3,724 | 4,516 |
Expected return on plan assets | (2,272) | (2,547) | (4,544) | (5,265) |
Amortization of prior service cost | 72 | 74 | 144 | 148 |
Amortization of actuarial loss | 1,062 | 1,321 | 2,124 | 2,740 |
Defined benefit plan settlement loss | 11,744 | 11,744 | ||
Net periodic pension cost | $ 1,045 | $ 13,082 | $ 2,090 | $ 14,517 |
Pension and Post-Retirement B42
Pension and Post-Retirement Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |||||
Cash contribution to pension plan during the period | $ 10 | $ 10 | $ 10 | ||
Pension plan liabilities | 30 | 30 | $ 40.2 | ||
Company contributions | $ 1.9 | $ 1.9 | $ 3.7 | $ 3.7 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Instruments Measured at Fair Value (Detail) - Interest Rate Swap & Foreign Exchange Hedges [Member] - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | $ 52 | $ 205 |
Significant Other Observable Inputs Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities | $ 52 | $ 205 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | Jun. 30, 2017USD ($) |
Fair Value Disclosures [Abstract] | |
Assets measured at fair value on a nonrecurring basis | $ 0 |
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, 2017 | Dec. 31, 2016 |
Other Assets And Liabilities [Abstract] | ||
Receivables related to supplier allowances included Accounts receivable | $ 87.8 | $ 86.9 |
Current and non-current prepaid customer rebates, net of allowances included in Other current assets and Other assets | 50.6 | 47.9 |
Accrued customer rebates included in Accrued liabilities | $ 47.2 | $ 65.3 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 4,474 | $ 7,844 | $ 146 | $ 17,821 |
(Loss) income before income taxes | $ 9,570 | $ 20,777 | $ (183,352) | $ 47,284 |
Effective income tax percent | 46.80% | 37.80% | (0.10%) | 37.70% |
Incremental tax expense | $ 500 | $ 800 | ||
United States statutory income tax rate, percent | 35.00% |
Legal Matters - Additional Info
Legal Matters - Additional Information (Detail) | Jan. 14, 2016Lawsuit | May 01, 2015Lawsuit | Jun. 30, 2017USD ($) | Jun. 30, 2017USD ($)Lawsuit | Dec. 31, 2016USD ($) |
Commitments And Contingencies [Line Items] | |||||
Number of lawsuits filed | Lawsuit | 2 | ||||
Total reserve | $ 10,000,000 | $ 10,000,000 | |||
Mediation Activities and Settlement Negotiations [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Pre-tax reserve recorded | 6,000,000 | ||||
Warehousing, Marketing and Administrative Expenses [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Pre-tax reserve recorded | $ 3,000,000 | 3,000,000 | $ 4,000,000 | ||
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 | ||||
United States District Court California [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Number of lawsuits filed | Lawsuit | 1 | ||||
United States District Court Illinois [Member] | |||||
Commitments And Contingencies [Line Items] | |||||
Number of lawsuits filed | Lawsuit | 1 |