Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 27, 2015 | Jan. 29, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | HAWKINS INC | |
Entity Central Index Key | 46,250 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 27, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --04-03 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 10,565,434 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 20,815 | $ 18,639 |
Investments available-for-sale | 410 | 14,485 |
Trade receivables — less allowance for doubtful accounts: $406 as of December 27, 2015 and $445 as of March 29, 2015 | 51,797 | 40,355 |
Inventories | 49,343 | 37,028 |
Income taxes receivable | 3,019 | 732 |
Prepaid expenses and other current assets | 4,562 | 3,101 |
Total current assets | 129,946 | 114,340 |
PROPERTY, PLANT, AND EQUIPMENT: | ||
PROPERTY, PLANT, AND EQUIPMENT: | 200,476 | 172,772 |
Less accumulated depreciation and amortization | 88,403 | 79,042 |
Net property, plant, and equipment | 112,073 | 93,730 |
Goodwill | 110,324 | 11,750 |
Intangible assets — less accumulated amortization: $4,847 as of December 27, 2015 and $3,933 as of March 29, 2015 | 63,960 | 11,154 |
Long-term investments available for sale | 2,649 | 17,249 |
Other | 244 | 239 |
Total other assets | 177,177 | 40,392 |
Total assets | 419,196 | 248,462 |
CURRENT LIABILITIES: | ||
Accounts payable | 24,297 | 20,083 |
Dividends payable | 0 | 4,038 |
Accrued payroll and employee benefits | 8,736 | 6,122 |
Deferred income taxes | 2,575 | 2,698 |
Current portion of long-term debt | 5,000 | 0 |
Accrued stock and other acquisition-related compensation | 7,283 | 0 |
post close purchase price payable | 2,479 | 0 |
Other current liabilities | 6,908 | 3,402 |
Total current liabilities | 57,278 | 36,343 |
LONG-TERM DEBT, LESS CURRENT PORTION | 125,321 | 0 |
PENSION WITHDRAWAL LIABILITY | 6,360 | 6,589 |
DEFERRED INCOME TAXES | 29,756 | 9,978 |
OTHER LONG-TERM LIABILITIES | 800 | 1,588 |
Total liabilities | 219,515 | 54,498 |
COMMITMENTS AND CONTINGENCIES | 0 | 0 |
SHAREHOLDERS’ EQUITY: | ||
Common stock; authorized: 30,000,000 shares of $0.05 par value; 10,478,266 and 10,564,949 shares issued and outstanding as of December 27, 2015 and March 29, 2015, respectively | 524 | 528 |
Additional paid-in capital | 47,531 | 50,901 |
Retained earnings | 151,632 | 142,567 |
Accumulated other comprehensive loss | (6) | (32) |
Total shareholders’ equity | 199,681 | 193,964 |
Total liabilities and shareholders’ equity | $ 419,196 | $ 248,462 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts, trade receivables | $ 406 | $ 445 |
Intangible assets accumulated amortization | $ 4,847 | $ 3,933 |
Shares authorized | 30,000,000 | 30,000,000 |
Common stock, par value (usd per share) | $ 0.05 | $ 0.05 |
Common Stock, Shares, Issued | 10,478,266 | 10,564,949 |
Common Stock, Shares, Outstanding | 10,478,266 | 10,564,949 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | |
Income Statement [Abstract] | ||||
Sales | $ 88,375 | $ 83,825 | $ 284,463 | $ 270,742 |
Cost of sales | (73,666) | (70,183) | (229,208) | (220,482) |
Gross profit | 14,709 | 13,642 | 55,255 | 50,260 |
Selling, general and administrative expenses | (12,825) | (8,697) | (33,019) | (25,843) |
Operating income | 1,884 | 4,945 | 22,236 | 24,417 |
Interest (expense) income, net | (27) | 15 | (21) | 11 |
Income before income taxes | 1,857 | 4,960 | 22,215 | 24,428 |
Income tax provision | (1,042) | (1,814) | (8,931) | (9,114) |
Net income | $ 815 | $ 3,146 | $ 13,284 | $ 15,314 |
Weighted average number of shares outstanding - basic | 10,478,266 | 10,564,990 | 10,534,933 | 10,564,401 |
Weighted average number of shares outstanding - diluted | 10,528,126 | 10,614,740 | 10,591,543 | 10,623,148 |
Basic earnings per share | ||||
Basic earnings per share | $ 0.08 | $ 0.30 | $ 1.26 | $ 1.45 |
Diluted earnings per share | ||||
Diluted earnings per share | 0.08 | 0.30 | 1.25 | 1.44 |
Cash dividends declared per common share | $ 0 | $ 0 | $ 0.40 | $ 0.38 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 815 | $ 3,146 | $ 13,284 | $ 15,314 |
Other comprehensive income (loss), net of tax: | ||||
Unrealized gain (loss) on available-for-sale investments | 5 | (8) | 26 | 5 |
Total comprehensive income | $ 820 | $ 3,138 | $ 13,310 | $ 15,319 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 27, 2015 | Dec. 28, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income | $ 13,284 | $ 15,314 |
Reconciliation to cash flows: | ||
Depreciation and amortization | 10,468 | 9,250 |
Loss on disposal of investments | 101 | 0 |
Deferred income taxes | (120) | 49 |
Stock compensation expense | 1,277 | 1,233 |
(Gain) loss from property disposals | (18) | 7 |
Changes in operating accounts providing (using) cash: | ||
Trade receivables | 3,793 | 4,679 |
Inventories | (1,944) | (9,965) |
Accounts payable | (2,019) | (638) |
Accrued liabilities | 2,125 | (1,361) |
Accrued interest | (36) | 0 |
Income taxes | (2,287) | (1,784) |
Other | (904) | 257 |
Net cash provided by operating activities | 23,792 | 17,041 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property, plant, and equipment | (17,113) | (10,086) |
Purchases of investments | (6,092) | (12,394) |
Sale and maturities of investments | 34,710 | 9,755 |
Acquisitions, net of cash acquired | (150,772) | (10,068) |
Other | 237 | 137 |
Net cash used in investing activities | (139,030) | (22,656) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Cash dividends paid | (8,257) | (7,859) |
New shares issued | 530 | 491 |
Shares surrendered for payroll taxes | (379) | (295) |
Proceeds from the exercise of stock options | 0 | 186 |
Excess tax benefit from share-based compensation | 0 | 64 |
Shares repurchased | (4,801) | (1,464) |
Payments for debt issuance costs | (679) | 0 |
Proceeds from long-term borrowings | 100,000 | 0 |
Proceeds from revolver borrowings | 31,000 | 0 |
Net cash provided by (used in) financing activities | 117,414 | (8,877) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 2,176 | (14,492) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 18,639 | 33,486 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 20,815 | 18,994 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Cash paid for income taxes | 9,070 | 10,816 |
Noncash investing activities - Capital expenditures in accounts payable | $ 840 | $ 449 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Dec. 27, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and, accordingly, do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. These financial statements should be read in conjunction with the consolidated financial statements and footnotes included in our Annual Report on Form 10-K for the fiscal year ended March 29, 2015 , previously filed with the Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly our financial position and the results of our operations and cash flows for the periods presented. All adjustments made to the interim condensed consolidated financial statements were of a normal recurring nature. All significant intercompany accounts and transactions have been eliminated in consolidation. The accounting policies we follow are set forth in “Item 8. Financial Statements and Supplementary Data, Note 1 – Nature of Business and Significant Accounting Policies” to our consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended March 29, 2015 , filed with the SEC on May 28, 2015, as amended from time to time. There has been no significant change in our accounting policies since the end of fiscal 2015 . The results of operations for the nine months ended December 27, 2015 are not necessarily indicative of the results that may be expected for the full year. References to fiscal 2015 refer to the fiscal year ended March 29, 2015 and references to fiscal 2016 refer to the fiscal year ending April 3, 2016 . As compared to our normal 52-week fiscal years, fiscal 2016 will be a 53-week year, with the extra week to be recorded in our fourth quarter’s results of operations. Recently Issued Accounting Pronouncements In January 2016, the Financial Accounting Standards Board (“FASB”) issued guidance that addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. This guidance will be effective for annual reporting periods beginning after December 15, 2017 (our fiscal year ending March 31, 2019), and interim periods within those annual periods. Early adoption is not permitted. We are currently evaluating the impact that this guidance will have on our results of operations and financial position. In November 2015, the FASB issued new accounting guidance requiring entities with a classified balance sheet to present all deferred tax assets and liabilities as non-current. The new guidance is effective for fiscal years beginning after December 15, 2016 (our fiscal year ending April 1, 2018) with early adoption permitted. Upon adoption, all of our deferred tax assets and liabilities will be presented as long-term assets or liabilities. In September 2015, the FASB issued new accounting guidance which eliminates the requirement for an acquirer to retrospectively adjust the financial statements for measurement-period adjustments that occur in periods after a business combination is consummated. The new guidance is effective for fiscal years beginning after December 15, 2015 (our fiscal year ending April 2, 2017), and interim periods within those years. In July 2015, the FASB issued new accounting requirements changing the measurement principal for inventory measured using the first-in, first-out (“FIFO”) or average cost method from the lower of cost or market to the lower of cost and net realizable value. Treatment of inventory valued under the last-in, first-out (“LIFO”) method is unchanged by this guidance. The new guidance will be applied prospectively and will be effective for fiscal years beginning after December 15, 2016 (our fiscal year ending April 1, 2018), and interim periods within those years. We are currently evaluating the impact of this accounting pronouncement on our results of operations and financial position. In May 2014, the FASB issued new accounting requirements for recognition of revenue from contracts with customers. The requirements of the new standard will be effective for annual reporting periods beginning after December 15, 2017 (our fiscal year ending March 31, 2019), and interim periods within those annual periods. We are currently evaluating the impact of this accounting pronouncement on our results of operations and financial position. Recently Adopted Accounting Pronouncements In April 2015, the FASB issued new accounting guidance simplifying the presentation of debt issuance costs. The new guidance requires presentation of debt issuance costs related to a recognized debt liability to be presented as a direct deduction from the debt liability on the balance sheet. The guidance is effective for fiscal years beginning after December 15, 2015, with early adoption permitted. We have elected to early adopt this guidance effective September 28, 2015, the beginning of our third quarter of fiscal 2016. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Dec. 27, 2015 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share Basic earnings per share (“EPS”) are computed by dividing net earnings by the weighted-average number of common shares outstanding. Diluted EPS includes the incremental shares assumed to be issued upon the exercise of stock options and the incremental shares assumed to be issued as performance units and restricted stock. Basic and diluted EPS were calculated using the following: Three Months Ended Nine Months Ended December 27, December 28, December 27, December 28, Weighted-average common shares outstanding—basic 10,478,266 10,564,990 10,534,933 10,564,401 Dilutive impact of stock options, performance units, and restricted stock 49,860 49,750 56,610 58,747 Weighted-average common shares outstanding—diluted 10,528,126 10,614,740 10,591,543 10,623,148 For each of the three and nine months ended December 27, 2015 and December 28, 2014 , there were no shares or stock options excluded from the calculation of weighted-average common shares for diluted EPS. |
Business Combinations
Business Combinations | 9 Months Ended |
Dec. 27, 2015 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Business Combinations Acquisition of Stauber Performance Ingredients: On December 23, 2015, we acquired Stauber Performance Ingredients (“Stauber”) for $157.0 million on a cash-free, debt-free basis. The total consideration for the acquisition is estimated at $158.5 million ( $155.9 million net of cash acquired), subject to a further customary working capital adjustment. We paid $156.0 million in cash at closing and expect to pay an additional $2.5 million based upon preliminary working capital balances. The purchase was funded with $131.0 million of proceeds from the credit facility described more fully in Note 7 as well as cash on hand. Stauber operates out of facilities in New York and California and blends and distributes specialty products and ingredients to the nutritional, food, pharmaceutical, cosmetic and pet care industries. The acquisition expands our portfolio of value-added specialty products within new markets. Stauber had revenues of approximately $118.0 million for the twelve months ended December 23, 2015, the date of the acquisition. The results of operations since the acquisition date, and the assets, including the goodwill associated with the acquisition, will be included in our newly formed Health and Nutrition operating segment. Due to the timing of the acquisition, no operating activity is included in our third quarter or year-to-date results but will be included in our fourth quarter fiscal 2016 results. Direct acquisition costs of $2.7 million , consisting mainly of professional and consulting fees, were expensed as incurred during the three and nine months ended December 27, 2015, and are classified as selling, general, and administrative expenses in our condensed consolidated statement of income, and are reported in our Health and Nutrition segment. The acquisition was accounted for under the acquisition method of accounting. Accordingly, the cost to acquire Stauber was allocated to the underlying net assets in proportion to estimates of their respective fair values. The excess of the purchase price over the estimated fair value of the net assets acquired was recorded as goodwill. The allocated purchase price in excess of Stauber’s tangible asset value prior to acquisition, including the intangibles and goodwill, is not deductible for tax purposes. The goodwill recognized as a result of this acquisition is primarily attributable to strategic and synergistic benefits, as well as Stauber’s assembled workforce. The allocation of the purchase price to the assets acquired and liabilities assumed, including the amount allocated to goodwill, is based upon preliminary information and is subject to change within the measurement period (up to one year from the acquisition date). The following table summarizes the preliminary fair value measurement of the assets acquired and liabilities assumed as of December 23, 2015: (In thousands) Amount Cash and cash equivalents (a) $ 2,647 Trade receivables 15,235 Inventories 10,207 Deferred taxes and other assets 2,129 Property, plant, and equipment 11,228 Intangible assets 50,963 Accounts payable (6,470 ) Accrued expenses and other current liabilities (a) (2,862 ) Deferred income taxes (21,323 ) Other non-current liabilities (79 ) Net assets acquired 61,675 Goodwill 96,831 Total preliminary purchase price 158,506 Less acquired cash (2,647 ) Preliminary purchase price, net of cash acquired $ 155,859 (a) In addition to these balances, $7.3 million of cash and current accrued liabilities were recorded that relate to stock and other acquisition-related compensation payments, which were recorded by Stauber as of the acquisition date but were paid subsequent to the acquisition date. The following pro forma information has been prepared as if the Stauber acquisition and the borrowing to finance the acquisition had occurred as of the beginning of the fiscal years presented. The unaudited pro forma information is not necessarily indicative of what our consolidated results of operations actually would have been had the acquisition occurred at the beginning of each fiscal year, nor is it indicative of our future operational results. Three Months Ended Nine Months Ended (In thousands, except per share data) December 27, 2015 December 28, 2014 December 27, 2015 December 28, 2014 Pro forma net sales $ 114,364 $ 108,638 $ 372,154 $ 345,527 Pro forma net income 3,775 4,172 17,894 16,913 Pro forma basic earnings per share $ 0.36 $ 0.39 $ 1.70 $ 1.60 Pro forma diluted earnings per share $ 0.36 $ 0.39 $ 1.69 $ 1.59 The unaudited pro forma financial information above is adjusted to reflect the following: (a) interest expense, including amortization of debt issuance costs, related to the $131.0 million of debt used to fund the acquisition; (b) estimated amortization expense related to the $51.0 million of identifiable intangible assets (preliminary) recognized in conjunction with the acquisition; (c) elimination of amortization of intangibles and interest expense previously reflected on Stauber’s financial statements; (d) elimination of stock and other acquisition-related compensation recorded by Stauber, and transaction-related expenses recorded by us; and (e) recording income taxes at an estimated statutory rate of 37.5% on the resulting pre-tax income. Acquisition of Davis Supply, Inc. : On September 18, 2015, we acquired substantially all of the assets of Davis Supply, Inc. (“Davis”) under the terms of an asset purchase agreement with Davis and its shareholders. We paid $4.5 million cash at closing, using available cash on hand to fund the acquisition. Davis was a water treatment chemical distribution company operating in Florida with revenues of approximately $5.0 million in calendar year 2014. Through this acquisition we added one operating location in Florida and have integrated the remainder of the business into our existing Florida locations. The results of operations after the date of acquisition and the acquired assets are included in our Water Treatment Segment. Costs associated with this transaction were not material and were expensed as incurred. The acquisition has been accounted for under the acquisition method of accounting, under which the total purchase price is allocated to the net tangible and intangible assets of Davis acquired based on their estimated fair values. We estimated the fair values of the assets acquired and liabilities assumed using a discounted cash flow analysis (income approach). The following table summarizes the allocation of the purchase price to the fair values assigned to the assets acquired and liabilities assumed as of September 18, 2015: (In thousands) Amount Inventories $ 145 Property, plant, and equipment 78 Intangible assets 2,532 Net assets acquired 2,755 Goodwill 1,745 Total purchase price $ 4,500 Intangible assets recognized in connection with this acquisition consist of $2.4 million related to customer relationships to be amortized over 20 years , and $0.1 million related to a non-compete agreement to be amortized over five years . The goodwill recognized as a result of this acquisition is primarily attributable to strategic and synergistic benefits, as well as the assembled workforce. Such goodwill is expected to be deductible for tax purposes. Acquisition of The Dumont Company, Inc. : On October 20, 2014, we acquired substantially all of the assets of The Dumont Company, Inc. (“Dumont”) under the terms of an asset purchase agreement with Dumont and its shareholders. We paid $10.1 million in cash, including a working capital adjustment in the third quarter of fiscal 2015, using available cash on hand to fund the acquisition. Dumont was a water treatment chemical distribution company with revenues of approximately $14.0 million in calendar year 2013. Through this acquisition we added seven operating locations across Florida. The results of operations since the acquisition date, and the assets, including the goodwill associated with this acquisition, are included in our Water Treatment segment. Costs associated with this transaction were not material and were expensed as incurred. The acquisition has been accounted for under the acquisition method of accounting, under which the total purchase price is allocated to the net tangible and intangible assets of Dumont acquired in connection with the acquisition based on their estimated fair values. We estimated the fair values of the assets acquired and liabilities assumed using a discounted cash flow analysis (income approach). The following table summarizes the allocation of the purchase price to the fair values assigned to the assets acquired and liabilities assumed as of October 20, 2014: (In thousands) Amount Trade receivables $ 1,358 Inventories 859 Other assets 159 Property, plant, and equipment 702 Intangible assets 3,509 Accrued expenses and other current liabilities (877 ) Net assets acquired 5,710 Goodwill 4,358 Total purchase price $ 10,068 Intangible assets recognized in connection with this acquisition consist of $2.8 million related to customer relationships to be amortized over 20 years , and $0.7 million related to a trade name to be amortized over four years . The goodwill recognized as a result of this acquisition is primarily attributable to strategic and synergistic benefits, as well as the assembled workforce. Such goodwill is expected to be deductible for tax purposes. |
Cash and Cash Equivalents and I
Cash and Cash Equivalents and Investments | 9 Months Ended |
Dec. 27, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents and Investments | Cash and Cash Equivalents and Investments The following table presents information about our financial assets that are measured at fair value on a recurring basis, and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value. December 27, (In thousands) Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 20,815 $ 20,815 $ — $ — Certificates of deposit 1,477 — 1,477 — Municipal bonds 1,582 — 1,582 — March 29, (In thousands) Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 18,639 $ 18,639 $ — $ — Certificates of deposit 29,136 — 29,136 — Municipal bonds 2,598 — 2,598 — Our cash and cash equivalents balance at December 27, 2015 included $7.3 million of cash on Stauber’s balance sheet to fund stock and other acquisition-related compensation paid subsequent to the acquisition date. That amount was offset by an equivalent accrual in current liabilities, as the expense was recorded by Stauber prior to the acquisition date. Our financial assets that are measured at fair value on a recurring basis and fall within valuation technique Level 2 are certificates of deposit (“CDs”) and municipal bonds, with original maturities ranging from three months to three years . The CDs and municipal bonds are classified as investments in current assets and noncurrent assets on the condensed consolidated balance sheets. As of December 27, 2015 , the combined CDs and municipal bonds had a fair value of $0.4 million in current assets and $2.6 million in noncurrent assets compared to CDs and municipal bonds with a fair value of $14.5 million in current assets and $17.2 million in noncurrent assets as of March 29, 2015. During the three months ended December 27, 2015 we sold approximately $25.5 million of available-for-sale securities to partially fund the purchase of Stauber as discussed in Note 3. |
Inventories
Inventories | 9 Months Ended |
Dec. 27, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories at December 27, 2015 and March 29, 2015 consisted of the following: December 27, March 29, (In thousands) Inventory (FIFO basis) $ 54,890 $ 42,567 LIFO reserve (5,547 ) (5,539 ) Net inventory $ 49,343 $ 37,028 The first in, first out (“FIFO”) value of inventories accounted for under the last in, first out (“LIFO”) method was $41.2 million at December 27, 2015 and $39.0 million at March 29, 2015 . The remainder of the inventory was valued and accounted for under the FIFO method. The LIFO reserve increased nominally during the three months ended December 27, 2015 , and increased $0.3 million during the three months ended December 28, 2014 . The LIFO reserve increased nominally during the nine months ended December 27, 2015 , and increased $0.9 million during the nine months ended December 28, 2014 . The valuation of LIFO inventory for interim periods is based on our estimates of year-end inventory levels and costs. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Dec. 27, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill . The carrying amount of goodwill was $110.3 million as of December 27, 2015 and $11.7 million as of March 29, 2015 . The increase in goodwill during the nine months ended December 27, 2015 represents goodwill recorded in connection with the Stauber and Davis acquisitions as discussed in Note 3. The amount of goodwill recorded in connection with the Stauber acquisition is preliminary and subject to change based on the results of the business valuation to be completed. Intangible assets . A summary of our intangible assets as of December 27, 2015 and March 29, 2015 is as follows: December 27, 2015 March 29, 2015 (In thousands) Gross Amount Accumulated Amortization Net Gross Amount Accumulated Amortization Net Finite-life intangible assets Preliminary Stauber intangibles $ 50,963 $ — $ 50,963 $ — $ — $ — Customer relationships 12,375 (2,148 ) 10,227 9,723 (1,697 ) 8,026 Trademarks and trade names 2,034 (915 ) 1,119 2,034 (667 ) 1,367 Trade secrets 962 (929 ) 33 962 (896 ) 66 Carrier relationships 800 (510 ) 290 800 (337 ) 463 Other finite-life intangible assets 446 (345 ) 101 341 (336 ) 5 Total finite-life intangible assets 67,580 (4,847 ) 62,733 13,860 (3,933 ) 9,927 Indefinite-life intangible assets 1,227 — 1,227 1,227 — 1,227 Total intangible assets $ 68,807 $ (4,847 ) $ 63,960 $ 15,087 $ (3,933 ) $ 11,154 The amount of finite-life intangibles recorded in connection with the Stauber acquisition is preliminary and subject to change based on the results of the business valuation to be completed. Accordingly, the above table does not include a breakout of asset type. We expect the intangible assets related to the Stauber acquisition to include trade names, customer relationships and supplier relationships. |
Debt
Debt | 9 Months Ended |
Dec. 27, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt On December 23, 2015, in connection with the Stauber acquisition described more fully in Note 3, we entered into a credit agreement (the “Credit Agreement”) with U.S. Bank National Association (“U.S. Bank”), as Lead Arranger, and Sole Bookrunner, and other lenders from time to time party thereto (collectively, the “Lenders”), whereby U.S. Bank is also serving as Administrative Agent. The Credit Agreement provides us with senior secured credit facilities (the “Credit Facility”) totaling $165.0 million , consisting of a $100.0 million senior secured term loan credit facility (the “Term Loan Facility”) and a $65.0 million senior secured revolving loan credit facility (the “Revolving Loan Facility”). The Revolving Loan Facility includes a letter of credit subfacility in the amount of $5.0 million and a swingline subfacility in the amount of $8.0 million . The Term Loan facility requires mandatory quarterly repayments as outlined in the table below with the remainder of the loan due at maturity. The Credit Facility is scheduled to terminate on December 23, 2020. The Credit Facility is secured by substantially all of our personal property assets and those of our subsidiaries. Borrowings under the Credit Facility bear interest at a rate per annum equal to one of the following, plus, in both cases, an applicable margin based upon our leverage ratio: (a) LIBOR for an interest period of one, two, three or six months as selected by us, reset at the end of the selected interest period, or (b) a base rate determined by reference to the highest of (1) U. S. Bank’s prime rate, (2) the Federal Funds Effective Rate plus 0.5% , or (3) one-month LIBOR for U.S. dollars plus 1.0% . The LIBOR margin is 1.125% , 1.25% or 1.5% , depending on our leverage ratio. The base rate margin is either 0.125% , 0.25% or 0.5% , depending on our leverage ratio. At December 23, 2015, the effective interest rate on our borrowings was 1.9% . We used $131.0 million of the proceeds from the Credit Facility to fund our acquisition of Stauber. We may use the remaining $34.0 million for working capital, capital expenditures, restricted payments and acquisitions permitted under the Credit Facility, and other general corporate purposes. In addition to paying interest on the outstanding principal under the Credit Facility, we are required to pay a commitment fee on the unutilized commitments thereunder. The commitment fee is 0.25% to 0.3% , depending on our leverage ratio. Debt issuance costs of $0.7 million paid to the lenders are reflected as a reduction of long-term debt and will be amortized as interest expense over the term of the Credit Facility. Debt at December 27, 2015 consisted of the following: December 27, (In thousands) Senior secured term loan $ 100,000 Senior secured revolver 31,000 Total debt 131,000 Less: unamortized debt issuance costs (679 ) Less: current portion of long-term debt (5,000 ) Total long-term debt $ 125,321 Scheduled annual maturities of debt as of December 27, 2015 are as follows: (In thousands) Fiscal year ending 2016 $ 1,250 2017 5,625 2018 8,125 2019 10,000 2020 10,000 Thereafter 96,000 $ 131,000 We had no debt as of March 29, 2015. |
Income Taxes Income Taxes
Income Taxes Income Taxes | 9 Months Ended |
Dec. 27, 2015 | |
Income Tax [Abstract] | |
Income Tax Disclosure [Text Block] | Income Taxes We are subject to U.S. federal income tax as well as income tax of multiple state jurisdictions. The tax years prior to our fiscal year ended March 29, 2009 are closed to examination by the Internal Revenue Service, and with few exceptions, state and local income tax jurisdictions. Our effective tax rate for the nine months ended December 27, 2015 was approximately 40.2% , compared to an effective tax rate of 37.3% for the nine months ended December 28, 2014. The increase in the effective tax rate for the current year was driven by approximately $0.5 million of income tax expense related to $1.3 million of Stauber acquisition-related expenditures that are not deductible for tax purposes and were recorded as discrete items during the three months ended December 27, 2015. Our effective tax rate for the current year is also increased by income tax expense of $0.2 million related to a preliminary audit finding by a state income tax jurisdiction covering multiple years. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Dec. 27, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Income (Loss) Components of accumulated other comprehensive income (loss) on our consolidated balance sheet, net of tax, are as follows: (In thousands) December 27, March 29, Unrealized gain (loss) on: Available-for-sale investments $ 1 $ (25 ) Post-retirement plan liability (7 ) (7 ) Accumulated other comprehensive loss $ (6 ) $ (32 ) |
Share Based Compensation
Share Based Compensation | 9 Months Ended |
Dec. 27, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation Performance-Based Restricted Stock Units . Our Board of Directors (the “Board”) approved a performance-based equity compensation arrangement for our executive officers during the first quarters of each of fiscal 2016 and fiscal 2015. These performance-based arrangements provide for the grant of performance-based restricted stock units that represent a possible future issuance of restricted shares of our common stock based on a pre-tax income target for the applicable fiscal year. The actual number of restricted shares to be issued to each executive officer is determined when our final financial information becomes available after the applicable fiscal year and will be between zero shares and 44,446 shares in the aggregate for fiscal 2016. The restricted shares issued will fully vest two years after the last day of the fiscal year on which the performance is based. We are recording the compensation expense for the outstanding performance share units and the converted restricted stock over the life of the awards. The following table represents the restricted stock activity for the nine months ended December 27, 2015 : Shares Weighted- Average Grant Date Fair Value Unvested at beginning of period 53,580 $ 37.55 Granted 37,309 40.89 Vested (28,648 ) 40.25 Unvested at end of period 62,241 $ 38.31 We recorded compensation expense related to performance share units and restricted stock of $0.3 million and $0.9 million for the three and nine months ended December 27, 2015 and December 28, 2014 , respectively. Substantially all of the compensation expense was recorded in selling, general and administrative expenses in the condensed consolidated statements of income. Restricted Stock Awards . As part of their retainer, each non-employee director receives an annual grant of restricted stock for their Board of Director services. The restricted stock awards are expensed over the requisite vesting period, which is one year from the date of issuance, based on the market value on the date of grant. As of December 27, 2015 , there were 6,804 shares of restricted stock with a weighted averaged grant date fair value of $36.00 outstanding under this program. Compensation expense for the three and nine months ended December 27, 2015 and December 28, 2014 related to restricted stock awards to the Board was $0.1 million and $0.2 million , respectively. Stock Option Awards. The Board previously approved a long-term incentive equity compensation arrangement for our executive officers that provided for the grant of non-qualified stock options that vested at the end of a three-year period. No stock options have been granted since our fiscal year ended March 28, 2010. During fiscal 2015, 9,333 options were exercised with an exercise price of $ 19.90 . No expense was recorded in fiscal 2015 or fiscal 2016 related to the value of stock options. |
Share Repurchase Program
Share Repurchase Program | 9 Months Ended |
Dec. 27, 2015 | |
Share Repurchase Program [Abstract] | |
Share Repurchase Program | Share Repurchase Program On May 29, 2014, our Board authorized a share repurchase program of up to 300,000 shares of our outstanding common shares. Under the program, we are authorized to repurchase shares for cash on the open market or in privately negotiated transactions subject to applicable securities laws and regulations. Upon repurchase of the shares, we reduced our common stock for the par value of the shares with the excess applied against additional paid-in capital. During the nine months ended December 27, 2015 , we repurchased 127,852 shares of common stock at aggregate purchase price of $4.8 million . No shares were repurchased during the three months ended December 27, 2015. During fiscal 2015, we repurchased 59,602 shares at an aggregate purchase price of $2.2 million , of which 40,020 shares at an aggregate purchase price of $1.5 million were repurchased during the first nine months of the fiscal year. |
Litigation, Commitments and Con
Litigation, Commitments and Contingencies | 9 Months Ended |
Dec. 27, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation, Commitments and Contingencies | Litigation, Commitments and Contingencies Litigation — There are no material pending legal proceedings, other than ordinary routine litigation incidental to the business, to which we or any of our subsidiaries are a party or of which any of our property is the subject. Legal fees associated with such matters are expensed as incurred. |
Segment Information
Segment Information | 9 Months Ended |
Dec. 27, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We have three reportable segments: Industrial, Water Treatment, and Health and Nutrition. Our Health and Nutrition segment was established on December 23, 2015 in connection with the Stauber acquisition discussed in Note 3. Due to the proximity of the acquisition to the end of our three and nine months ended December 27, 2015, no results of operations for this segment are included in the table below other than expenses incurred in connection with the acquisition. The accounting policies of the Industrial and Water Treatment segments are the same as those described in the summary of significant accounting policies as disclosed in our fiscal 2015 Annual Report on Form 10-K. Product costs and expenses for these segments are based on actual costs incurred along with cost allocation of shared and centralized functions. We evaluate performance based on profit or loss from operations before income taxes not including nonrecurring gains and losses. Reportable segments are defined primarily by product and type of customer. Segments are responsible for the sales, marketing and development of their products and services. Other than the newly-formed Health and Nutrition segment, the segments do not have separate accounting, administration, customer service or purchasing functions. There are no intersegment sales and no operating segments have been aggregated. Given the nature of our business, it is not practical to disclose revenues from external customers for each product or each group of similar products. No single customer’s revenues amounted to 10% or more of our total revenue. Sales outside of the United States are immaterial and all assets are located within the United States. (In thousands) Industrial Water Treatment Health and Nutrition Total Three months ended December 27, 2015: Sales $ 59,326 $ 29,049 $ — $ 88,375 Gross profit 7,474 7,235 — 14,709 Selling, general and administrative expenses 5,421 4,714 2,690 12,825 Operating income 2,053 2,521 (2,690 ) 1,884 Three months ended December 28, 2014: Sales $ 57,811 $ 26,014 $ — $ 83,825 Gross profit 7,011 6,631 — 13,642 Selling, general and administrative expenses 4,715 3,982 — 8,697 Operating income 2,296 2,649 — 4,945 Nine months ended December 27, 2015: Sales $ 185,260 $ 99,203 $ — $ 284,463 Gross profit 27,372 27,883 — 55,255 Selling, general and administrative expenses 16,061 14,268 2,690 33,019 Operating income 11,311 13,615 (2,690 ) 22,236 Nine months ended December 28, 2014: Sales $ 183,292 $ 87,450 $ — $ 270,742 Gross profit 24,735 25,525 — 50,260 Selling, general and administrative expenses 14,531 11,312 — 25,843 Operating income 10,204 14,213 — 24,417 No significant changes to identifiable assets by segment occurred during the three and nine months ended December 27, 2015, other than the addition of $189.2 million in assets attributable to our new Health and Nutrition segment as a result of the Stauber acquisition. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Earnings Per Share [Abstract] | |
Summary of basic and diluted EPS | Basic earnings per share (“EPS”) are computed by dividing net earnings by the weighted-average number of common shares outstanding. Diluted EPS includes the incremental shares assumed to be issued upon the exercise of stock options and the incremental shares assumed to be issued as performance units and restricted stock. Basic and diluted EPS were calculated using the following: Three Months Ended Nine Months Ended December 27, December 28, December 27, December 28, Weighted-average common shares outstanding—basic 10,478,266 10,564,990 10,534,933 10,564,401 Dilutive impact of stock options, performance units, and restricted stock 49,860 49,750 56,610 58,747 Weighted-average common shares outstanding—diluted 10,528,126 10,614,740 10,591,543 10,623,148 |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary fair value measurement of the assets acquired and liabilities assumed as of December 23, 2015: (In thousands) Amount Cash and cash equivalents (a) $ 2,647 Trade receivables 15,235 Inventories 10,207 Deferred taxes and other assets 2,129 Property, plant, and equipment 11,228 Intangible assets 50,963 Accounts payable (6,470 ) Accrued expenses and other current liabilities (a) (2,862 ) Deferred income taxes (21,323 ) Other non-current liabilities (79 ) Net assets acquired 61,675 Goodwill 96,831 Total preliminary purchase price 158,506 Less acquired cash (2,647 ) Preliminary purchase price, net of cash acquired $ 155,859 (a) In addition to these balances, $7.3 million of cash and current accrued liabilities were recorded that relate to stock and other acquisition-related compensation payments, which were recorded by Stauber as of the acquisition date but were paid subsequent to the acquisition date. The following table summarizes the allocation of the purchase price to the fair values assigned to the assets acquired and liabilities assumed as of October 20, 2014: (In thousands) Amount Trade receivables $ 1,358 Inventories 859 Other assets 159 Property, plant, and equipment 702 Intangible assets 3,509 Accrued expenses and other current liabilities (877 ) Net assets acquired 5,710 Goodwill 4,358 Total purchase price $ 10,068 The following table summarizes the allocation of the purchase price to the fair values assigned to the assets acquired and liabilities assumed as of September 18, 2015: (In thousands) Amount Inventories $ 145 Property, plant, and equipment 78 Intangible assets 2,532 Net assets acquired 2,755 Goodwill 1,745 Total purchase price $ 4,500 |
Business Acquisition, Pro Forma Information [Table Text Block] | The following pro forma information has been prepared as if the Stauber acquisition and the borrowing to finance the acquisition had occurred as of the beginning of the fiscal years presented. The unaudited pro forma information is not necessarily indicative of what our consolidated results of operations actually would have been had the acquisition occurred at the beginning of each fiscal year, nor is it indicative of our future operational results. Three Months Ended Nine Months Ended (In thousands, except per share data) December 27, 2015 December 28, 2014 December 27, 2015 December 28, 2014 Pro forma net sales $ 114,364 $ 108,638 $ 372,154 $ 345,527 Pro forma net income 3,775 4,172 17,894 16,913 Pro forma basic earnings per share $ 0.36 $ 0.39 $ 1.70 $ 1.60 Pro forma diluted earnings per share $ 0.36 $ 0.39 $ 1.69 $ 1.59 |
Cash and Cash Equivalents and22
Cash and Cash Equivalents and Investments (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Summary of financial assets and liabilities measured at fair value | The following table presents information about our financial assets that are measured at fair value on a recurring basis, and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value. December 27, (In thousands) Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 20,815 $ 20,815 $ — $ — Certificates of deposit 1,477 — 1,477 — Municipal bonds 1,582 — 1,582 — March 29, (In thousands) Level 1 Level 2 Level 3 Assets: Cash and cash equivalents $ 18,639 $ 18,639 $ — $ — Certificates of deposit 29,136 — 29,136 — Municipal bonds 2,598 — 2,598 — |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories at December 27, 2015 and March 29, 2015 consisted of the following: December 27, March 29, (In thousands) Inventory (FIFO basis) $ 54,890 $ 42,567 LIFO reserve (5,547 ) (5,539 ) Net inventory $ 49,343 $ 37,028 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets and goodwill | A summary of our intangible assets as of December 27, 2015 and March 29, 2015 is as follows: December 27, 2015 March 29, 2015 (In thousands) Gross Amount Accumulated Amortization Net Gross Amount Accumulated Amortization Net Finite-life intangible assets Preliminary Stauber intangibles $ 50,963 $ — $ 50,963 $ — $ — $ — Customer relationships 12,375 (2,148 ) 10,227 9,723 (1,697 ) 8,026 Trademarks and trade names 2,034 (915 ) 1,119 2,034 (667 ) 1,367 Trade secrets 962 (929 ) 33 962 (896 ) 66 Carrier relationships 800 (510 ) 290 800 (337 ) 463 Other finite-life intangible assets 446 (345 ) 101 341 (336 ) 5 Total finite-life intangible assets 67,580 (4,847 ) 62,733 13,860 (3,933 ) 9,927 Indefinite-life intangible assets 1,227 — 1,227 1,227 — 1,227 Total intangible assets $ 68,807 $ (4,847 ) $ 63,960 $ 15,087 $ (3,933 ) $ 11,154 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt at December 27, 2015 consisted of the following: December 27, (In thousands) Senior secured term loan $ 100,000 Senior secured revolver 31,000 Total debt 131,000 Less: unamortized debt issuance costs (679 ) Less: current portion of long-term debt (5,000 ) Total long-term debt $ 125,321 |
Schedule of Maturities of Long-term Debt | Scheduled annual maturities of debt as of December 27, 2015 are as follows: (In thousands) Fiscal year ending 2016 $ 1,250 2017 5,625 2018 8,125 2019 10,000 2020 10,000 Thereafter 96,000 $ 131,000 |
Accumulated Other Comprehensi26
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Equity [Abstract] | |
Summary of Accumulated other comprehensive loss | Components of accumulated other comprehensive income (loss) on our consolidated balance sheet, net of tax, are as follows: (In thousands) December 27, March 29, Unrealized gain (loss) on: Available-for-sale investments $ 1 $ (25 ) Post-retirement plan liability (7 ) (7 ) Accumulated other comprehensive loss $ (6 ) $ (32 ) |
Share Based Compensation (Table
Share Based Compensation (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Performance-Based Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of performance-based restricted stock units | The following table represents the restricted stock activity for the nine months ended December 27, 2015 : Shares Weighted- Average Grant Date Fair Value Unvested at beginning of period 53,580 $ 37.55 Granted 37,309 40.89 Vested (28,648 ) 40.25 Unvested at end of period 62,241 $ 38.31 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Dec. 27, 2015 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | (In thousands) Industrial Water Treatment Health and Nutrition Total Three months ended December 27, 2015: Sales $ 59,326 $ 29,049 $ — $ 88,375 Gross profit 7,474 7,235 — 14,709 Selling, general and administrative expenses 5,421 4,714 2,690 12,825 Operating income 2,053 2,521 (2,690 ) 1,884 Three months ended December 28, 2014: Sales $ 57,811 $ 26,014 $ — $ 83,825 Gross profit 7,011 6,631 — 13,642 Selling, general and administrative expenses 4,715 3,982 — 8,697 Operating income 2,296 2,649 — 4,945 Nine months ended December 27, 2015: Sales $ 185,260 $ 99,203 $ — $ 284,463 Gross profit 27,372 27,883 — 55,255 Selling, general and administrative expenses 16,061 14,268 2,690 33,019 Operating income 11,311 13,615 (2,690 ) 22,236 Nine months ended December 28, 2014: Sales $ 183,292 $ 87,450 $ — $ 270,742 Gross profit 24,735 25,525 — 50,260 Selling, general and administrative expenses 14,531 11,312 — 25,843 Operating income 10,204 14,213 — 24,417 |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation (Details) | 9 Months Ended | 12 Months Ended |
Dec. 27, 2015 | Mar. 29, 2015 | |
Basis of Presentation [Abstract] | ||
Fiscal Period Duration | 371 days | 364 days |
Earnings per Share (Details)
Earnings per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | |
Summary of basic and diluted EPS | ||||
Weighted-average common shares outstanding—basic | 10,478,266 | 10,564,990 | 10,534,933 | 10,564,401 |
Dilutive impact of stock options, performance units, and restricted stock | 49,860 | 49,750 | 56,610 | 58,747 |
Weighted-average common shares outstanding—diluted | 10,528,126 | 10,614,740 | 10,591,543 | 10,623,148 |
Earnings per Share (Details Tex
Earnings per Share (Details Textual) - shares | 3 Months Ended | 9 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | |
Earnings Per Share [Abstract] | ||||
Shares or stock options excluded from the calculation of diluted EPS | 0 | 0 | 0 | 0 |
Business Combinations (Details)
Business Combinations (Details) $ / shares in Units, $ in Thousands | Dec. 23, 2015USD ($) | Sep. 18, 2015USD ($) | Oct. 20, 2014USD ($) | Dec. 27, 2015USD ($)$ / shares | Dec. 28, 2014USD ($)$ / shares | Dec. 27, 2015USD ($)$ / shares | Dec. 28, 2014USD ($)$ / shares |
Business Acquisition [Line Items] | |||||||
Preliminary purchase price, net of cash acquired | $ 150,772 | $ 10,068 | |||||
Restricted Cash and Cash Equivalents | $ 7,300 | 7,300 | |||||
Stauber Preformance Ingredients [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Cash and cash equivalents (a) | $ 2,647 | ||||||
Trade receivables | 15,235 | ||||||
Inventories | 10,207 | ||||||
Deferred taxes and other assets | 2,129 | ||||||
Property, plant, and equipment | 11,228 | ||||||
Intangible assets | 50,963 | 50,963 | |||||
Accounts payable | (6,470) | ||||||
Accrued expenses and other current liabilities (a) | (2,862) | ||||||
Deferred income taxes | (21,323) | ||||||
Other non-current liabilities | (79) | ||||||
Net assets acquired | 61,675 | ||||||
Goodwill | 96,831 | ||||||
Total purchase price | 156,000 | ||||||
Total preliminary purchase price | 158,506 | 158,506 | |||||
Less acquired cash | (2,647) | ||||||
Preliminary purchase price, net of cash acquired | $ 155,859 | ||||||
Pro forma net sales | 114,364 | $ 108,638 | 372,154 | 345,527 | |||
Pro forma net income | $ 3,775 | $ 4,172 | $ 17,894 | $ 16,913 | |||
Pro forma basic earnings per share | $ / shares | $ 0.36 | $ 0.39 | $ 1.70 | $ 1.60 | |||
Pro forma diluted earnings per share | $ / shares | $ 0.36 | $ 0.39 | $ 1.69 | $ 1.59 | |||
Davis Supply Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Inventories | $ 145 | ||||||
Property, plant, and equipment | 78 | ||||||
Intangible assets | 2,532 | ||||||
Net assets acquired | 2,755 | ||||||
Goodwill | 1,745 | ||||||
Total purchase price | 4,500 | ||||||
Preliminary purchase price, net of cash acquired | $ 4,500 | ||||||
Number of operating locations acquired | 1 | ||||||
The Dumont Company, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Trade receivables | $ 1,358 | ||||||
Inventories | 859 | ||||||
Other assets | 159 | ||||||
Property, plant, and equipment | 702 | ||||||
Intangible assets | 3,509 | ||||||
Accrued expenses and other current liabilities (a) | (877) | ||||||
Net assets acquired | 5,710 | ||||||
Goodwill | 4,358 | ||||||
Total purchase price | $ 10,068 | ||||||
Preliminary purchase price, net of cash acquired | $ 10,068 | ||||||
Number of operating locations acquired | 7 | ||||||
Customer Relationships [Member] | Davis Supply Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 2,400 | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | ||||||
Customer Relationships [Member] | The Dumont Company, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 2,800 | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | ||||||
Noncompete Agreements [Member] | Davis Supply Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 100 | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | ||||||
Trade Names [Member] | The Dumont Company, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 700 | ||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years |
Business Combinations (Details
Business Combinations (Details Textual) $ in Thousands | Dec. 23, 2015USD ($) | Sep. 18, 2015USD ($) | Oct. 20, 2014USD ($) | Dec. 28, 2014USD ($) | Dec. 27, 2015USD ($) | Dec. 28, 2014USD ($) | Dec. 23, 2015USD ($) |
Business Acquisition [Line Items] | |||||||
Preliminary purchase price, net of cash acquired | $ 150,772 | $ 10,068 | |||||
Acquisition Purchase Price in Accounts Payable | 2,500 | ||||||
Proceeds from Lines of Credit | $ 131,000 | ||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 37.50% | ||||||
Stauber Preformance Ingredients [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Acquisition, Preliminary purchase price | $ 158,506 | $ 158,506 | |||||
Preliminary purchase price, net of cash acquired | 155,859 | ||||||
Payments to Acquire Businesses, Gross | $ 156,000 | ||||||
Business Acquisition, Revenue Reported by Acquired Entity for Last Annual Period | $ 118,000 | ||||||
Business Combination, Acquisition Related Costs | $ 2,700 | ||||||
Davis Supply Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Preliminary purchase price, net of cash acquired | $ 4,500 | ||||||
Payments to Acquire Businesses, Gross | 4,500 | ||||||
Business Acquisition, Revenue Reported by Acquired Entity for Last Annual Period | $ 5,000 | ||||||
Number of operating locations acquired | 1 | ||||||
The Dumont Company, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Preliminary purchase price, net of cash acquired | $ 10,068 | ||||||
Payments to Acquire Businesses, Gross | $ 10,068 | ||||||
Business Acquisition, Revenue Reported by Acquired Entity for Last Annual Period | $ 14,000 | ||||||
Number of operating locations acquired | 7 | ||||||
Customer Relationships [Member] | Davis Supply Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | ||||||
Customer Relationships [Member] | The Dumont Company, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | ||||||
Noncompete Agreements [Member] | Davis Supply Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | ||||||
Trade Names [Member] | The Dumont Company, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years |
Cash and Cash Equivalents and34
Cash and Cash Equivalents and Investments (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
Cash [Member] | Total [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | $ 20,815 | $ 18,639 |
Cash [Member] | Level 1 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 20,815 | 18,639 |
Cash [Member] | Level 2 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 0 | 0 |
Cash [Member] | Level 3 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 0 | 0 |
Certificates of deposit [Member] | Total [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 1,477 | 29,136 |
Certificates of deposit [Member] | Level 1 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 0 | 0 |
Certificates of deposit [Member] | Level 2 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 1,477 | 29,136 |
Certificates of deposit [Member] | Level 3 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 0 | 0 |
Municipal bonds [Member] | Total [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 1,582 | 2,598 |
Municipal bonds [Member] | Level 1 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 0 | 0 |
Municipal bonds [Member] | Level 2 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | 1,582 | 2,598 |
Municipal bonds [Member] | Level 3 [Member] | ||
Assets: | ||
Cash/Certificates of deposit/Money market securities | $ 0 | $ 0 |
Cash and Cash Equivalents and35
Cash and Cash Equivalents and Investments (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Dec. 27, 2015 | Dec. 27, 2015 | Mar. 29, 2015 | |
Cash and Cash Equivalents [Line Items] | |||
Restricted Cash and Cash Equivalents | $ 7.3 | $ 7.3 | |
Available-for-sale Securities, Current | 0.4 | 0.4 | $ 14.5 |
Available-for-sale Securities, Noncurrent | 2.6 | $ 2.6 | $ 17.2 |
Proceeds from Sale of Available-for-sale Securities, Equity | $ 25.5 | ||
Fair Value, Inputs, Level 2 [Member] | |||
Cash and Cash Equivalents [Line Items] | |||
Maturities period of certificates of deposit minimum | 3 months | ||
Maturities period of certificates of deposit maximum | 3 years |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
Summary of Inventories | ||
Inventory (FIFO basis) | $ 54,890 | $ 42,567 |
LIFO reserve | (5,547) | (5,539) |
Net inventory | $ 49,343 | $ 37,028 |
Inventories (Details Textual)
Inventories (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Mar. 29, 2015 | |
Inventory Disclosure [Abstract] | |||||
Finished goods (LIFO basis) | $ 41,200 | $ 41,200 | $ 39,000 | ||
Increase (decrease) in LIFO reserve | $ 0 | $ 300 | $ 0 | $ 900 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
Summary of Finite-Lived Intangible Assets [Line Items] | ||
Finite-life intangible assets, Gross Carrying Amount | $ 67,580 | $ 13,860 |
Finite-life intangible assets, Accumulated Amortization | (4,847) | (3,933) |
Total finite-life intangible assets, Net | 62,733 | 9,927 |
Indefinite-life intangible assets gross | 1,227 | 1,227 |
Indefinite-life intangible assets, Accumulated Amortization | 0 | 0 |
Indefinite-life intangible assets | 1,227 | 1,227 |
Total Intangible Assets, Gross | 68,807 | 15,087 |
Intangible assets, Accumulated Amortization | (4,847) | (3,933) |
Total intangible assets, net | 63,960 | 11,154 |
Stauber Preformance Ingredients [Member] | ||
Summary of Finite-Lived Intangible Assets [Line Items] | ||
Finite-life intangible assets, Gross Carrying Amount | 50,963 | 0 |
Finite-life intangible assets, Accumulated Amortization | 0 | 0 |
Total finite-life intangible assets, Net | 50,963 | 0 |
Customer Relationships [Member] | ||
Summary of Finite-Lived Intangible Assets [Line Items] | ||
Finite-life intangible assets, Gross Carrying Amount | 12,375 | 9,723 |
Finite-life intangible assets, Accumulated Amortization | (2,148) | (1,697) |
Total finite-life intangible assets, Net | 10,227 | 8,026 |
Trademarks [Member] | ||
Summary of Finite-Lived Intangible Assets [Line Items] | ||
Finite-life intangible assets, Gross Carrying Amount | 2,034 | 2,034 |
Finite-life intangible assets, Accumulated Amortization | (915) | (667) |
Total finite-life intangible assets, Net | 1,119 | 1,367 |
Trade secrets [Member] | ||
Summary of Finite-Lived Intangible Assets [Line Items] | ||
Finite-life intangible assets, Gross Carrying Amount | 962 | 962 |
Finite-life intangible assets, Accumulated Amortization | (929) | (896) |
Total finite-life intangible assets, Net | 33 | 66 |
Carrier relationships [Member] | ||
Summary of Finite-Lived Intangible Assets [Line Items] | ||
Finite-life intangible assets, Gross Carrying Amount | 800 | 800 |
Finite-life intangible assets, Accumulated Amortization | (510) | (337) |
Total finite-life intangible assets, Net | 290 | 463 |
Other finite-life intangible assets [Member] | ||
Summary of Finite-Lived Intangible Assets [Line Items] | ||
Finite-life intangible assets, Gross Carrying Amount | 446 | 341 |
Finite-life intangible assets, Accumulated Amortization | (345) | (336) |
Total finite-life intangible assets, Net | $ 101 | $ 5 |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 110,324 | $ 11,750 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
Debt Instrument [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 165,000 | |
Senior Secured Term Loan, Senior Secured Revolver | 131,000 | |
Less: unamortized debt issuance costs | 679 | |
Less: current portion of long-term debt | 5,000 | |
Total long-term debt | 125,321 | $ 0 |
Scheduled Maturities in Fiscal Year 2016 | 1,250 | |
Scheduled Maturities in Fiscal Year 2017 | 5,625 | |
Scheduled Maturities in Fiscal Year 2018 | 8,125 | |
Scheduled Maturities in Fiscal Year 2019 | 10,000 | |
Scheduled Maturities in Fiscal Year 2020 | 10,000 | |
Thereafter | 96,000 | |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 100,000 | |
Senior Secured Term Loan, Senior Secured Revolver | 100,000 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | 65,000 | |
Senior Secured Term Loan, Senior Secured Revolver | $ 31,000 |
Debt (Details Textual)
Debt (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Mar. 29, 2015 | |
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 165,000 | ||
Revolving Loan Facility Letter of Credit | 5,000 | ||
Revolving Loan Facility Swingline Subfacility | $ 8,000 | ||
Interest rate percent above Federal Funds Effective Rate | 0.50% | ||
Interest rate percent above one-month LIBOR for U.S. dollars | 1.00% | ||
LIBOR Margin Minimum | 1.125% | ||
LIBOR Margin Median | 1.25% | ||
LIBOR Margin Maximum | 1.50% | ||
Base Rate Margin Minimum | 0.125% | ||
Base Rate Margin Median | 0.25% | ||
Base Rate Margin Maximum | 0.50% | ||
Line of Credit Facility, Interest Rate at Period End | 1.90% | ||
Proceeds from Lines of Credit | $ 131,000 | ||
Debt Instrument, Unused Borrowing Capacity, Amount | 34,000 | ||
Payments for debt issuance costs | 679 | $ 0 | |
Secured Debt | $ 0 | ||
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | 100,000 | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 65,000 | ||
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Commitment Fee Percentage | 0.30% | ||
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Commitment Fee Percentage | 0.25% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 9 Months Ended | |
Dec. 27, 2015 | Dec. 28, 2014 | |
Income Tax [Abstract] | ||
Effective Income Tax Rate Reconciliation, Percent | 40.20% | 37.30% |
Other Tax Expense (Benefit) | $ 0.5 | |
Acquisition Costs, Period Cost | 1.3 | |
Income Tax Examination, Estimate of Possible Loss | $ 0.2 |
Accumulated Other Comprehensi43
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Mar. 29, 2015 |
Unrealized gain (loss) on: | ||
Available-for-sale investments | $ 1 | $ (25) |
Post-retirement plan liability | (7) | (7) |
Accumulated other comprehensive loss | $ (6) | $ (32) |
Share Based Compensation (Detai
Share Based Compensation (Details) - Performance-Based Restricted Stock [Member] | 9 Months Ended |
Dec. 27, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Unvested at beginning of period (Shares) | shares | 53,580 |
Granted (Shares) | shares | 37,309 |
Vested (Shares) | shares | (28,648) |
Unvested at end of period (Shares) | shares | 62,241 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |
Beginning Balance, Weighted average grant date fair value (usd per share) | $ / shares | $ 37.55 |
Granted, Weighted average grant date fair value (usd per share) | $ / shares | 40.89 |
Vested, Weighted average grant date fair value (usd per share) | $ / shares | 40.25 |
Ending Balance, Weighted average grant date fair value (usd per share) | $ / shares | $ 38.31 |
Share Based Compensation (Det45
Share Based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Mar. 29, 2015 | |
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 0 | $ 0 | |||
Stock options exercised | 9,333 | ||||
Weighted average exercise price (usd per share) | $ 19.90 | ||||
Restricted Stock Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Range of restricted stock to be issued minimum (shares) | 0 | ||||
Range of restricted stock to be issued maximum (shares) | 44,446 | ||||
Performance-Based Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 0.3 | $ 0.3 | $ 0.9 | 0.9 | |
Vesting period | 2 years | ||||
Restricted Stock Awards [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.2 | |
Vesting period | 1 year | ||||
Restricted stock awards outstanding (shares) | 6,804 | 6,804 | |||
Restricted stock awards, weighted average exercise price (usd per share) | $ 36 | $ 36 |
Share Repurchase Program (Detai
Share Repurchase Program (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Mar. 29, 2015 | May. 29, 2014 | |
Share Repurchase Program [Abstract] | ||||
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 300,000 | |||
Stock Repurchased During Period, Shares | 127,852 | 40,020 | 59,602 | |
Stock Repurchased During Period, Value | $ 4.8 | $ 1.5 | $ 2.2 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | |
Segment Reporting Information [Line Items] | ||||
Sales | $ 88,375 | $ 83,825 | $ 284,463 | $ 270,742 |
Gross profit | 14,709 | 13,642 | 55,255 | 50,260 |
Selling, general and administrative expenses | 12,825 | 8,697 | 33,019 | 25,843 |
Operating income | 1,884 | 4,945 | 22,236 | 24,417 |
Industrial [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 59,326 | 57,811 | 185,260 | 183,292 |
Gross profit | 7,474 | 7,011 | 27,372 | 24,735 |
Selling, general and administrative expenses | 5,421 | 4,715 | 16,061 | 14,531 |
Operating income | 2,053 | 2,296 | 11,311 | 10,204 |
Water Treatment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 29,049 | 26,014 | 99,203 | 87,450 |
Gross profit | 7,235 | 6,631 | 27,883 | 25,525 |
Selling, general and administrative expenses | 4,714 | 3,982 | 14,268 | 11,312 |
Operating income | 2,521 | 2,649 | 13,615 | 14,213 |
Health and Nutrition [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses | 2,690 | 0 | 2,690 | 0 |
Operating income | $ (2,690) | $ 0 | $ (2,690) | $ 0 |
Segment Information (Details Te
Segment Information (Details Textual) | 9 Months Ended | |
Dec. 27, 2015USD ($)SegmentCustomer | Mar. 29, 2015USD ($) | |
Segment Reporting Information [Line Items] | ||
Assets | $ 419,196,000 | $ 248,462,000 |
Number of reportable segments (segments) | Segment | 3 | |
Intersegment sales | $ 0 | |
Number of operating segments aggregated (segments) | Segment | 0 | |
Number of customer representing 10 percent or more of revenue (customers) | Customer | 0 | |
Health and Nutrition [Member] | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 189.2 |