Document And Entity Information
Document And Entity Information - Jun. 30, 2015 - shares | Total |
Document and Entity Information [Abstract] | |
Entity Registrant Name | GRIFFON CORP |
Document Type | 10-Q |
Current Fiscal Year End Date | --09-30 |
Entity Common Stock, Shares Outstanding | 49,837,104 |
Amendment Flag | false |
Entity Central Index Key | 50,725 |
Entity Current Reporting Status | Yes |
Entity Voluntary FIlers | No |
Entity Filer Category | Accelerated Filer |
Entity Well-known Seasoned Issuer | No |
Document Period End Date | Jun. 30, 2015 |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
CURRENT ASSETS | ||
Cash and equivalents | $ 45,955 | $ 92,405 |
Accounts receivable, net of allowances of $6,411 and $7,336 | 240,189 | 258,436 |
Contract costs and recognized income not yet billed, net of progress payments of $16,834 and $16,985 | 104,011 | 109,930 |
Inventories, net | 318,193 | 290,135 |
Prepaid and other current assets | 46,747 | 62,569 |
Assets of discontinued operations | 1,625 | 1,624 |
Total Current Assets | 756,720 | 815,099 |
PROPERTY, PLANT AND EQUIPMENT, net | 366,364 | 370,565 |
GOODWILL | 362,745 | 375,294 |
INTANGIBLE ASSETS, net | 219,653 | 233,623 |
OTHER ASSETS | 14,139 | 13,302 |
ASSETS OF DISCONTINUED OPERATIONS | 2,131 | 2,126 |
Total Assets | 1,721,752 | 1,810,009 |
CURRENT LIABILITIES | ||
Notes payable and current portion of long-term debt | 11,771 | 7,886 |
Accounts payable | 175,569 | 218,703 |
Accrued liabilities | 99,029 | 104,740 |
Liabilities of discontinued operations | 2,392 | 3,282 |
Total Current Liabilities | 288,761 | 334,611 |
LONG-TERM DEBT, net | 828,699 | 791,301 |
OTHER LIABILITIES | 138,800 | 148,240 |
LIABILITIES OF DISCONTINUED OPERATIONS | 3,244 | 3,830 |
Total Liabilities | $ 1,259,504 | $ 1,277,982 |
COMMITMENTS AND CONTINGENCIES - See Note 19 | ||
SHAREHOLDERS’ EQUITY | ||
Total Shareholders’ Equity | $ 462,248 | $ 532,027 |
Total Liabilities and Shareholders’ Equity | $ 1,721,752 | $ 1,810,009 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, net allowances | $ 6,411 | $ 7,336 |
Contract costs, net of progress payments | 16,834 | 16,985 |
Debt discount, long term debt | $ 6,628 | $ 9,584 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - 9 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Total | COMMON STOCK [Member] | CAPITAL INEXCESS OFPAR VALUE [Member] | RETAINED EARNINGS [Member] | TREASURY SHARES [Member] | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) [Member] | DEFERRED COMPENSATION [Member] |
Stock Repurchased During Period, Shares | 3,840,455,000 | ||||||
Balance at Sep. 30, 2014 | $ 532,027 | $ 19,621 | $ 506,090 | $ 427,913 | $ (354,216) | $ (30,064) | $ (37,317) |
Balance (in Shares) at Sep. 30, 2014 | 78,484,000 | 25,335,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 23,486 | 23,486 | |||||
Dividend | (5,807) | (5,807) | |||||
Tax effect from exercise/vesting of equity awards, net | 345 | 345 | |||||
Amortization of deferred compensation | 2,088 | 2,088 | |||||
Common stock issued (shares) | 56,000 | ||||||
Common stock issued | 371 | $ 14 | 357 | ||||
Common stock acquired | (58,218) | $ (58,218) | |||||
Common stock acquired (in Shares) | 3,917,000 | ||||||
Common stock issued for equity awards, net | (159) | $ 137 | (296) | ||||
Stock grants and equity awards, net (in Shares) | 549,000 | ||||||
ESOP allocation of common stock | 651 | 651 | |||||
Stock-based compensation | 8,303 | 8,303 | |||||
Other comprehensive loss, net of tax | (40,839) | (40,839) | |||||
Balance at Jun. 30, 2015 | $ 462,248 | $ 19,772 | $ 515,450 | $ 445,592 | $ (412,434) | $ (70,903) | $ (35,229) |
Balance (in Shares) at Jun. 30, 2015 | 79,089,000 | 29,252,000 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenue | $ 511,694 | $ 505,039 | $ 1,513,874 | $ 1,466,184 |
Cost of goods and services | 388,205 | 386,732 | 1,158,021 | 1,132,387 |
Gross profit | 123,489 | 118,307 | 355,853 | 333,797 |
Selling, general and administrative expenses | 95,575 | 96,135 | 283,037 | 273,437 |
Restructuring and other related charges | 0 | 358 | 0 | 1,892 |
Total operating expenses | 95,575 | 96,493 | 283,037 | 275,329 |
Income from operations | 27,914 | 21,814 | 72,816 | 58,468 |
Other income (expense) | ||||
Interest expense | (12,169) | (11,661) | (35,935) | (37,184) |
Interest income | 19 | 120 | 291 | 181 |
Loss from debt extinguishment, net | 0 | 0 | 0 | (38,890) |
Other, net | 929 | 2,621 | (279) | 4,310 |
Total other expense, net | (11,221) | (8,920) | (35,923) | (71,583) |
Income (loss) before taxes | 16,693 | 12,894 | 36,893 | (13,115) |
Provision (benefit) for income taxes | 5,800 | (1,570) | 13,407 | (4,990) |
Net income (loss) | $ 10,893 | $ 14,464 | $ 23,486 | $ (8,125) |
Basic income (loss) per common share (in Dollars per share) | $ 0.25 | $ 0.30 | $ 0.52 | $ (0.16) |
Weighted-average shares outstanding | 44,025 | 48,370 | 45,228 | 50,038 |
Diluted income (loss) per common share (in Dollars per share) | $ 0.23 | $ 0.29 | $ 0.50 | $ (0.16) |
Weighted-average shares outstanding | 46,980 | 49,836 | 47,285 | 50,038 |
Dividends paid per common share (in Dollars per share) | $ 0.04 | $ 0.03 | $ 0.12 | $ 0.09 |
Net income (loss) | $ 10,893 | $ 14,464 | $ 23,486 | $ (8,125) |
Other comprehensive income (loss), net of taxes: | ||||
Foreign currency translation adjustments | 4,801 | 2,809 | (41,083) | 896 |
Pension and other post retirement plans | 353 | 317 | 1,059 | 1,732 |
Gain on cash flow hedge | 209 | 0 | 55 | 0 |
Change in available-for-sale securities | 0 | 0 | (870) | 0 |
Total other comprehensive income (loss), net of taxes | 5,363 | 3,126 | (40,839) | 2,628 |
Comprehensive income (loss), net | $ 16,256 | $ 17,590 | $ (17,353) | $ (5,497) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 23,486 | $ (8,125) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 51,901 | 50,027 |
Stock-based compensation | 8,303 | 8,133 |
Asset impairment charges - restructuring | 0 | 191 |
Provision for losses on accounts receivable | 121 | 420 |
Amortization of debt discounts and issuance costs | 4,894 | 4,789 |
Loss from debt extinguishment, net | 0 | 38,890 |
Deferred income taxes | 1,111 | (314) |
(Gain) loss on sale/disposal of assets and investments | (317) | 78 |
Change in assets and liabilities, net of assets and liabilities acquired: | ||
Decrease in accounts receivable and contract costs and recognized income not yet billed | 14,977 | 7,443 |
Increase in inventories | (36,483) | (33,195) |
Increase in prepaid and other assets | (596) | (3,439) |
Decrease in accounts payable, accrued liabilities and income taxes payable | (39,864) | (15,754) |
Other changes, net | 2,053 | 712 |
Net cash provided by operating activities | 29,586 | 49,856 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisition of property, plant and equipment | (55,365) | (54,859) |
Acquired businesses, net of cash acquired | (2,225) | (62,306) |
Proceeds from sale of assets | 275 | 491 |
Investment sales (purchases) | 8,891 | (8,402) |
Net cash used in investing activities | (48,424) | (125,076) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock | 371 | 584 |
Dividends paid | (5,807) | (4,841) |
Purchase of shares for treasury | (58,218) | (72,518) |
Proceeds from long-term debt | 121,523 | 682,913 |
Payments of long-term debt | (80,495) | (602,134) |
Change in short-term borrowings | (81) | 3,138 |
Financing costs | (592) | (10,928) |
Purchase of ESOP shares | 0 | (10,000) |
Tax benefit from exercise/vesting of equity awards, net | 345 | 273 |
Other, net | 206 | 194 |
Net cash used in financing activities | (22,748) | (13,319) |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | ||
Net cash used in operating activities | (830) | (1,018) |
Net cash used in discontinued operations | (830) | (1,018) |
Effect of exchange rate changes on cash and equivalents | (4,034) | (1,136) |
NET DECREASE IN CASH AND EQUIVALENTS | (46,450) | (90,693) |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 92,405 | 178,130 |
CASH AND EQUIVALENTS AT END OF PERIOD | $ 45,955 | $ 87,437 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION About Griffon Corporation Griffon Corporation (the “Company” or “Griffon”) is a diversified management and holding company that conducts business through wholly-owned subsidiaries. Griffon oversees the operations of its subsidiaries, allocates resources among them and manages their capital structures. Griffon provides direction and assistance to its subsidiaries in connection with acquisition and growth opportunities as well as in connection with divestitures. In order to further diversify, Griffon also seeks out, evaluates and, when appropriate, will acquire additional businesses that offer potentially attractive returns on capital. Griffon currently conducts its operations through three reportable segments: • Home & Building Products (“HBP”) consists of two companies, The AMES Companies, Inc. (“AMES”) and Clopay Building Products Company, Inc. (“CBP”): - AMES is a global provider of non-powered landscaping products for homeowners and professionals. - CBP is a leading manufacturer and marketer of residential, commercial and industrial garage doors to professional dealers and major home center retail chains. • Telephonics Corporation (“Telephonics”) designs, develops and manufactures high-technology integrated information, communication and sensor system solutions for military and commercial markets worldwide. • Clopay Plastic Products Company, Inc. (“Plastics”) is an international leader in the development and production of embossed, laminated and printed specialty plastic films used in a variety of hygienic, health-care and industrial applications. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all the information and footnotes required by U.S. GAAP for complete financial statements. As such, they should be read with reference to Griffon’s Annual Report on Form 10-K for the year ended September 30, 2014 , which provides a more complete explanation of Griffon’s accounting policies, financial position, operating results, business properties and other matters. In the opinion of management, these financial statements reflect all adjustments considered necessary for a fair statement of interim results. Griffon’s HBP operations are seasonal; for this and other reasons, the financial results of the Company for any interim period are not necessarily indicative of the results for the full year. The condensed consolidated balance sheet information at September 30, 2014 was derived from the audited financial statements included in Griffon’s Annual Report on Form 10-K for the year ended September 30, 2014 . The consolidated financial statements include the accounts of Griffon and all subsidiaries. Intercompany accounts and transactions have been eliminated on consolidation. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. These estimates may be adjusted due to changes in economic, industry or customer financial conditions, as well as changes in technology or demand. Significant estimates include allowances for doubtful accounts receivable and returns, net realizable value of inventories, restructuring reserves, valuation of goodwill and intangible assets, percentage of completion method of accounting, pension assumptions, useful lives associated with depreciation and amortization of intangible and fixed assets, warranty reserves, sales incentive accruals, stock based compensation assumptions, income taxes and tax valuation reserves, environmental reserves, legal reserves, insurance reserves and the valuation of assets and liabilities of discontinued operations, acquisition assumptions used and the accompanying disclosures. These estimates are based on management’s best knowledge of current events and actions Griffon may undertake in the future. Actual results may ultimately differ from these estimates. Certain amounts in the prior year have been reclassified to conform to current year presentation. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The carrying values of cash and equivalents, accounts receivable, accounts and notes payable, and revolving credit and variable interest rate debt approximate fair value due to either the short-term nature of such instruments or the fact that the interest rate of the revolving credit and variable rate debt is based upon current market rates. Applicable accounting guidance establishes a fair value hierarchy requiring the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the hierarchy is based on the lowest level of input that is significant to the fair value measurement. The accounting guidance establishes three levels of inputs that may be used to measure fair value, as follows: • Level 1 inputs are measured and recorded at fair value based upon quoted prices in active markets for identical assets. • Level 2 inputs include inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of assets or liabilities. • Level 3 inputs are unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair values of Griffon’s 2022 senior notes and 2017, 4% convertible notes approximated $591,000 and $122,250 , respectively, on June 30, 2015 . Fair values were based upon quoted market prices (level 1 inputs). Insurance contracts with values of $3,285 at June 30, 2015 , are measured and recorded at fair value based upon quoted prices in active markets for similar assets (level 2 inputs) and are included in Prepaid and other current assets on the Consolidated Balance Sheets. Items Measured at Fair Value on a Recurring Basis At June 30, 2015, trading securities, measured at fair value based on quoted prices in active markets for similar assets (level 2 inputs), with a fair value of $1,231 ( $1,000 cost basis) were included in Prepaid and other current assets on the Consolidated Balance Sheets. During the second quarter, the Company settled all outstanding available-for-sale securities with proceeds totaling $8,891 and recognized a gain of $489 in Other income, and accordingly, a gain of $870 , net of tax, on available-for-sale securities was reclassified out of Accumulated other comprehensive income (loss) ("AOCI"). Realized and unrealized gains and losses on trading securities, and realized gains and losses on available-for-sale securities are included in Other income in the Consolidated Statements of Operations and Comprehensive Income (Loss). In the normal course of business, Griffon’s operations are exposed to the effect of changes in foreign currency exchange rates. To manage these risks, Griffon may enter into various derivative contracts such as foreign currency exchange contracts, including forwards and options. During 2015, Griffon entered into several such contracts in order to lock into a foreign currency rate for planned settlements of trade and inter-company liabilities payable in US dollars. Griffon had $12,851 of Australian dollar contracts at a weighted average rate of $1.31 . At inception, these hedges were all deemed effective as cash flow hedges with gains and losses related to changes in fair value deferred and recorded in Other comprehensive income (loss) and Prepaid and other current assets, or Accrued liabilities, until settlement. Upon settlement, gains and losses are recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in Cost of goods and services ("COGS"). AOCI included deferred gains of $439 ( $307 , net of tax) at June 30, 2015 and gains of $281 and $520 were recorded in COGS during the quarter and nine months ended June 30, 2015, respectively, for all settled contracts. All contracts expire in 7 to 153 days. At June 30, 2015 , Griffon had $1,698 of Canadian dollar contracts at a weighted average rate of $1.25 . The contracts, which protect Canada operations from currency fluctuations for U.S. dollar based purchases, do not qualify for hedge accounting. As of June 30, 2015 , a fair value gain of $159 was recorded to Other income for the outstanding contracts, based on similar contract values (level 2 inputs). All contracts expire in 48 to 108 days. Gains of $78 and $164 were recorded in Other Income during the quarter and nine months ended June 30, 2015, respectively, for all settled contracts. |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS On April 16, 2015, AMES acquired the assets of an operational wood mill in Champion, PA from the Babcock Lumber Company for $2,225 . The purchase price was preliminarily allocated to property, plant and equipment. The wood mill secures wood supplies, lowers overall production costs and mitigates risk associated with manufacturing handles for wheelbarrows and long-handled tools. On May 21, 2014, AMES acquired the Australian Garden and Tools business of Illinois Tool Works, Inc. (“Cyclone”) for approximately $40,000 . Cyclone, which was integrated with AMES, offers a full range of quality garden and hand tool products sold under various leading brand names including Cyclone®, Nylex® and Trojan®, designed to meet the requirements of both the Do-it-Yourself and professional trade segments. Selling, General and Administrative ("SG&A") expenses included $1,600 and $763 of related acquisition costs recorded in the third and fourth quarters of 2014, respectively. On December 31, 2013, AMES acquired Northcote Pottery (“Northcote”), founded in 1897 and a leading brand in the Australian outdoor planter and decor market, for approximately $22,000 . Northcote, which was integrated with AMES, complements Southern Patio, acquired in 2011, and, with Cyclone, adds to AMES’ existing lawn and garden operations in Australia. First quarter 2014 SG&A expenses included $798 of related acquisition costs. The accounts of the acquired companies, after adjustment to reflect fair market values (level 3 inputs), have been included in the consolidated financial statements from the date of acquisition; in each instance, acquired inventory was not significant. The following table summarizes the fair values of the Cyclone and Northcote assets and liabilities as of the date of acquisition: Cyclone Northcote Total Current Assets, net of cash acquired $ 21,116 $ 7,398 $ 28,514 PP&E 488 1,385 1,873 Goodwill 14,770 11,254 26,024 Amortizable intangible assets 11,608 6,098 17,706 Indefinite life intangible assets 3,548 3,121 6,669 Total assets acquired 51,530 29,256 80,786 Total liabilities assumed (12,005 ) (7,475 ) (19,480 ) Net assets acquired $ 39,525 $ 21,781 $ 61,306 Amounts assigned to major intangible assets, none of which are tax deductible, for Cyclone and Northcote are as follows: Cyclone Northcote Total Amortization Period (Years) Goodwill $ 14,770 $ 11,254 26,024 N/A Tradenames 3,548 3,121 6,669 Indefinite Customer relationships 11,608 6,098 17,706 25 $ 29,926 $ 20,473 50,399 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories are stated at the lower of cost (first-in, first-out or average) or market. The following table details the components of inventory: At June 30, 2015 At September 30, 2014 Raw materials and supplies $ 78,225 $ 75,560 Work in process 79,029 67,866 Finished goods 160,939 146,709 Total $ 318,193 $ 290,135 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 9 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT The following table details the components of property, plant and equipment, net: At June 30, 2015 At September 30, 2014 Land, building and building improvements $ 123,874 $ 127,714 Machinery and equipment 736,021 720,417 Leasehold improvements 46,487 42,852 906,382 890,983 Accumulated depreciation and amortization (540,018 ) (520,418 ) Total $ 366,364 $ 370,565 Depreciation and amortization expense for property, plant and equipment was $15,541 and $14,766 for the quarters ended June 30, 2015 and 2014 , respectively, and $46,100 and $44,163 for the nine months ended June 30, 2015 and 2014, respectively. Depreciation included in SG&A expenses was $3,257 and $2,507 for the quarters ended June 30, 2015 and 2014, respectively, and $9,688 and $7,743 for the nine months ended June 30, 2015 and 2014. Remaining components of depreciation, attributable to manufacturing operations, are included in Cost of goods and services. No event or indicator of impairment occurred during the nine months ended June 30, 2015 , which would require additional impairment testing of property, plant and equipment. |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES | 9 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLES | GOODWILL AND OTHER INTANGIBLES The following table provides changes in the carrying value of goodwill by segment during the nine months ended June 30, 2015 : At September 30, 2014 Other At June 30, 2015 Home & Building Products $ 291,844 $ (3,303 ) $ 288,541 Telephonics 18,545 — 18,545 Plastics 64,905 (9,246 ) 55,659 Total $ 375,294 $ (12,549 ) $ 362,745 The following table provides the gross carrying value and accumulated amortization for each major class of intangible assets: At June 30, 2015 At September 30, 2014 Gross Carrying Amount Accumulated Amortization Average Life (Years) Gross Carrying Amount Accumulated Amortization Customer relationships $ 171,959 $ 38,676 25 $ 180,282 $ 35,280 Unpatented technology 6,144 3,435 13 6,500 3,313 Total amortizable intangible assets 178,103 42,111 186,782 38,593 Trademarks 83,661 — 85,434 — Total intangible assets $ 261,764 $ 42,111 $ 272,216 $ 38,593 Amortization expense for intangible assets was $1,907 and $2,028 for the quarters ended June 30, 2015 and 2014, respectively and $5,801 and $5,864 for the nine months ended June 30, 2015 and 2014, respectively. No event or indicator of impairment occurred during the nine months ended June 30, 2015 , which would require impairment testing of long-lived intangible assets including goodwill. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES In both the quarter and nine months ended June 30, 2015, the Company reported pretax income compared to pretax income in the prior year quarter and a pretax loss in the prior year nine-month period. The Company recognized tax provisions of 34.7% and 36.3% for the quarter and nine months ended June 30, 2015, respectively, compared to benefits of 12.2% and 38.0% , respectively, in the comparable prior year periods. The current quarter and nine months ended June 30, 2015 included a $250 discrete benefit and $244 discrete provision, respectively. The comparable prior year periods included benefits of $1,860 and $1,540 , respectively. In both years, the discrete items arose primarily from the filing of returns, conclusion of tax audits in various jurisdictions and the impact of enacted tax law changes. Excluding discrete items, and for the prior year also excluding the impact from debt extinguishment, the effective tax rates for the quarter and nine months ended June 30, 2015 were 36.3% and 35.7% , respectively, compared to 36.6% and 36.7% , respectively, in the comparable prior year periods. |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT At June 30, 2015 At September 30, 2014 Outstanding Balance Original Issuer Discount Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate (1) Outstanding Balance Original Issuer Discount Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate (1) Senior notes due 2022 (a) $ 600,000 $ — $ (8,587 ) $ 591,413 5.25 % $ 600,000 $ — $ (9,553 ) $ 590,447 5.25 % Revolver due 2020 (b) 65,000 — (2,162 ) 62,838 n/a 25,000 — (2,009 ) 22,991 n/a Convert. debt due 2017 (c) 100,000 (6,628 ) (702 ) 92,670 4.00 % 100,000 (9,584 ) (1,034 ) 89,382 4.00 % Real estate mortgages (d) 15,744 — (468 ) 15,276 n/a 16,388 — (576 ) 15,812 n/a ESOP Loans (e) 37,295 — (239 ) 37,056 n/a 38,946 — (262 ) 38,684 n/a Capital lease - real estate (f) 7,785 — (162 ) 7,623 5.00 % 8,551 — (181 ) 8,370 5.00 % Non U.S. lines of credit (g) 7,116 — (8 ) 7,108 n/a 3,306 — — 3,306 n/a Non U.S. term loans (h) 24,879 — (96 ) 24,783 n/a 28,470 — (161 ) 28,309 n/a Other long term debt (i) 1,703 — — 1,703 n/a 1,910 — (24 ) 1,886 n/a Totals 859,522 (6,628 ) (12,424 ) 840,470 822,571 (9,584 ) (13,800 ) 799,187 less: Current portion (11,771 ) — — (11,771 ) (7,886 ) — — (7,886 ) Long-term debt $ 847,751 $ (6,628 ) $ (12,424 ) $ 828,699 $ 814,685 $ (9,584 ) $ (13,800 ) $ 791,301 Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Effective Interest Rate (1) Cash Interest Amort. Debt Amort. Debt Issuance Costs Total Interest Expense Effective Interest Rate (1) Cash Interest Amort. Debt Amort. Total Interest Expense Senior notes due 2022 (a) 5.5 % 7,875 — 323 8,198 5.5% 7,875 — 310 8,185 Revolver due 2020 (b) n/a 761 — 116 877 n/a 309 — 144 453 Convert. debt due 2017 (c) 9.2 % 1,000 1,004 111 2,115 9.1 % 1,000 921 112 2,033 Real estate mortgages (d) 3.8 % 117 — 36 153 3.8 % 124 — 35 159 ESOP Loans (e) 2.9 % 255 — 17 272 2.9 % 192 — 25 217 Capital lease - real estate (f) 5.3 % 100 — 6 106 5.3 % 112 — 5 117 Non U.S. lines of credit (g) n/a 195 — — 195 n/a 307 — 27 334 Non U.S. term loans (h) n/a 324 — 14 338 n/a 273 — 13 286 Other long term debt (i) n/a 12 — 1 13 n/a 6 — 9 15 Capitalized interest (98 ) — — (98 ) (138 ) — — (138 ) Totals $ 10,541 $ 1,004 $ 624 $ 12,169 $ 10,060 $ 921 $ 680 $ 11,661 (1) not applicable = n/a Nine Months Ended June 30, 2015 Nine Months Ended June 30, 2014 Effective Interest Rate (1) Cash Interest Amort. Debt Discount Amort. Debt Issuance Costs & Other Fees Total Interest Expense Effective Interest Rate (1) Cash Interest Amort. Debt Discount Amort. Debt Issuance Costs & Other Fees Total Interest Expense Senior notes due 2018 (a) n/a $ — $ — $ — $ — 7.4 % $ 15,930 $ — $ 667 $ 16,597 Senior notes due 2022 (a) 5.5 % 23,625 — 967 24,592 5.5 % 10,675 — 421 11,096 Revolver due 2020 (b) n/a 1,758 — 407 2,165 n/a 782 — 422 1,204 Convert. debt due 2017 (c) 9.1 % 3,000 2,956 332 6,288 9.1 % 3,000 2,713 333 6,046 Real estate mortgages (d) 3.9 % 357 — 108 465 4.0 % 376 — 108 484 ESOP Loans (e) 2.9 % 769 — 52 821 3.2 % 524 — 32 556 Capital lease - real estate (f) 5.3 % 308 — 19 327 5.4 % 345 — 19 364 Non U.S. lines of credit (g) n/a 445 — — 445 n/a 724 — 27 751 Non U.S. term loans (h) n/a 1,049 — 44 1,093 n/a 426 — 17 443 Other long term debt (i) n/a 65 — 9 74 n/a 17 — 30 47 Capitalized interest (335 ) — — (335 ) (404 ) — — (404 ) Totals $ 31,041 $ 2,956 $ 1,938 $ 35,935 $ 32,395 $ 2,713 $ 2,076 $ 37,184 On February 27, 2014, in an unregistered offering through a private placement under Rule 144A, Griffon issued, at par, $600,000 of 5.25% Senior Notes due 2022 (“Senior Notes”); interest is payable semi-annually on March 1 and September 1. Proceeds from the Senior Notes were used to redeem $550,000 of 7.125% senior notes due 2018, to pay a call and tender offer premium of $31,530 and to make interest payments of $16,716 , with the balance used to pay a portion of the related transaction fees and expenses. In connection with the issuance of the Senior Notes, all obligations under the $550,000 of 7.125% senior notes due 2018 were discharged. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On June 18, 2014, Griffon exchanged all of the Senior Notes for substantially identical Senior Notes registered under the Securities Act of 1933 via an exchange offer. The fair value of the Senior Notes approximated $591,000 on June 30, 2015 based upon quoted market prices (level 1 inputs). In connection with these transactions, Griffon capitalized $10,313 of underwriting fees and other expenses incurred related to the issuance and exchange of the Senior Notes, which will amortize over the term of such notes. Griffon recognized a loss on the early extinguishment of debt on the 7.125% senior notes aggregating $38,890 , comprised of the $31,530 tender offer premium, the write-off of $6,574 of remaining deferred financing fees and $786 of prepaid interest on defeased notes. (b) On March 13, 2015, Griffon amended its Revolving Credit Facility (the “Credit Agreement”) to increase the credit facility from $225,000 to $250,000 , extend its maturity date from March 28, 2019 to March 13, 2020 and modify certain other provisions of the facility. The facility includes a letter of credit sub-facility with a limit of $50,000 (decreased from $60,000 ), and a multi-currency sub-facility of $50,000 . The Credit Agreement provides for same day borrowings of base rate loans in lieu of a swing line sub-facility. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time, subject to final maturity of the facility, or the occurrence or event of default under the Credit Agreement. Interest is payable on borrowings at either a LIBOR or base rate benchmark rate, in each case without a floor, plus an applicable margin, which adjusts based on financial performance. Current margins are 1.25% for base rate loans and 2.25% for LIBOR loans. The Credit Agreement has certain financial maintenance tests including a maximum total leverage ratio, a maximum senior secured leverage ratio and a minimum interest coverage ratio, as well as customary affirmative and negative covenants, and events of default. The negative covenants place limits on Griffon's ability to, among other things, incur indebtedness, incur liens, and make restricted payments and investments. Borrowings under the Credit Agreement are guaranteed by Griffon’s material domestic subsidiaries and are secured, on a first priority basis, by substantially all domestic assets of the Company and the guarantors, and a pledge of not greater than 65% of the equity interest in each of Griffon’s material, first-tier foreign subsidiaries (except that a lien on the assets of Griffon's material domestic subsidiaries securing a limited amount of the debt under the credit agreement relating to Griffon's Employee Stock Ownership Plan ("ESOP") ranks pari passu with the lien granted on such assets under the Credit Agreement; see footnote (e) below). At June 30, 2015 , outstanding borrowings and standby letters of credit were $65,000 and $17,200 , respectively, under the Credit Agreement; $167,800 was available for borrowing at that date. (c) On December 21, 2009, Griffon issued $100,000 principal of 4% convertible subordinated notes due 2017 (the “2017 Notes”). The current conversion rate of the 2017 Notes is 69.3811 shares of Griffon’s common stock per $1 principal amount of notes, corresponding to a conversion price of $14.41 per share. When a cash dividend is declared that would result in an adjustment to the conversion ratio of less than 1% , any adjustment to the conversion ratio is deferred until the first to occur of (i) actual conversion; (ii) the 42nd trading day prior to maturity of the notes; and (iii) such time as the cumulative adjustment equals or exceeds 1% . As of June 30, 2015 , aggregate dividends since the last conversion price adjustment of $0.04 per share would have resulted in an adjustment to the conversion ratio of approximately 0.25% . At both June 30, 2015 and 2014, the 2017 Notes had a capital in excess of par component, net of tax, of $15,720 . The fair value of the 2017 Notes approximated $122,250 on June 30, 2015 based upon quoted market prices (level 1 inputs). (d) On October 21, 2013, Griffon refinanced two real estate mortgages to secure loans totaling $17,175 . The loans mature in October 2018, are collateralized by the related properties and are guaranteed by Griffon. The loans bear interest at a rate of LIBOR plus 2.75% . (e) In December 2013, Griffon’s ESOP entered into an agreement that refinanced the two existing ESOP loans into one new Term Loan in the amount of $21,098 (the "Agreement"). The Agreement also provided for a Line Note with $10,000 available to purchase shares of Griffon common stock in the open market. In July 2014, Griffon's ESOP entered into an amendment to the existing Agreement which provided an additional $10,000 Line Note available to purchase shares in the open market. During 2014, the Line Notes were combined with the Term Loan to form one new Term Loan. The Term Loan bears interest at LIBOR plus 2.38% or the lender’s prime rate, at Griffon’s option. The Term Loan requires quarterly principal payments of $551 , with a balloon payment of approximately $30,137 due at maturity on December 31, 2018. During 2014, 1,591,117 shares of Griffon common stock, for a total of $20,000 or $12.57 per share, were purchased with proceeds from the Line Notes. The Term Loan is secured by shares purchased with the proceeds of the loan and with a lien on a specific amount of Griffon assets (which lien ranks pari passu with the lien granted on such assets under the Credit Agreement) and is guaranteed by Griffon. (f) In October 2006, CBP entered into a capital lease totaling $14,290 for real estate in Troy, Ohio. The lease matures in 2022 , bears interest at a fixed rate of 5.0% , is secured by a mortgage on the real estate and is guaranteed by Griffon. (g) In November 2010, Clopay Europe GmbH (“Clopay Europe”) entered into a €10,000 revolving credit facility and a €20,000 term loan. The term loan was paid off in December 2013 and the revolver had no borrowings outstanding at June 30, 2015 . The revolving facility matures in November 2015 and is renewable upon mutual agreement with the bank. The revolving credit facility accrues interest at EURIBOR plus 2.20% per annum (2.20% at June 30, 2015). Clopay Europe is required to maintain a certain minimum equity to assets ratio and keep leverage below a certain level, defined as the ratio of total debt to EBITDA. Clopay do Brazil maintains lines of credit of $4,125 . Interest on borrowings accrues at a rate of Brazilian CDI plus 6.0% ( 19.64% at June 30, 2015 ). At June 30, 2015 there was $2,769 borrowed under the lines. Clopay Plastic Products Company, Inc. guarantees the loan and lines. In November 2012, Garant G.P. (“Garant”) entered into a CAD $15,000 revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 1.58% LIBOR USD and 2.22% Bankers Acceptance Rate CDN as of June 30, 2015 ). The revolving facility matures in November 2015. Garant is required to maintain a certain minimum equity. At June 30, 2015 , there was $4,347 (CAD $5,355 ) borrowed under the revolving credit facility with $7,829 (CAD $9,645 ) available. (h) In December 2013 and May 2014, Northcote Holdings Pty Ltd entered into two unsecured term loans in the outstanding amounts of AUD $12,500 and AUD $20,000 , respectively. The AUD $12,500 term loan requires quarterly interest payments with principal due upon maturity in December 2016. The AUD $20,000 term loan requires quarterly principal payments of AUD $625 beginning in August 2015, with a balloon payment due upon maturity in May 2017. The loans accrue interest at Bank Bill Swap Bid Rate “BBSY” plus 2.8% per annum ( 4.96% at June 30, 2015 for each loan). As of June 30, 2015 , Northcote had an outstanding combined balance of $24,783 on the term loans, net of deferred costs. Subsidiaries of Northcote Holdings Pty Ltd also maintain two lines of credit of AUD $3,000 and AUD $5,000 which accrue interest at BBSY plus 2.25% per annum ( 4.41% at June 30, 2015 ) and 2.50% per annum ( 4.66% at June 30, 2015 ), respectively. At June 30, 2015 , there were no outstanding borrowings under the lines. Griffon guarantees the term loans and the AUD $3,000 line of credit; the assets of a subsidiary of Northcote Holdings Pty Ltd secures the AUD $5,000 line of credit. (i) Other long-term debt primarily consists of capital leases. At June 30, 2015 , Griffon and its subsidiaries were in compliance with the terms and covenants of all credit and loan agreements. |
EARNINGS PER SHARE (EPS)
EARNINGS PER SHARE (EPS) | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE (EPS) | EARNINGS PER SHARE (EPS) Basic EPS (and diluted EPS in periods when a loss exists) was calculated by dividing income available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted EPS was calculated by dividing income available to common shareholders by the weighted average number of shares of common stock outstanding plus additional common shares that could be issued in connection with stock based compensation and upon the settlement of the 2017 Convertible notes. In the nine months ended June 30, 2015 and in the prior year periods, the 2017 Notes were anti-dilutive due to the conversion price being greater than the weighted-average stock price during the periods presented. The following table is a reconciliation of the share amounts (in thousands) used in computing earnings per share: Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Weighted average shares outstanding - basic 44,025 48,370 45,228 50,038 Incremental shares from stock based compensation 2,056 1,466 1,929 — Convertible debt due 2017 899 — 128 — Weighted average shares outstanding - diluted 46,980 49,836 47,285 50,038 Anti-dilutive options excluded from diluted EPS computation 480 643 514 643 Anti-dilutive restricted stock excluded from diluted EPS computation — — — 1,609 Griffon has the intent and ability to settle the principal amount of the 2017 Notes in cash, and as such, the potential issuance of shares related to the principal amount of the 2017 Notes does not affect diluted shares. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 9 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS’ EQUITY During 2015, the Company paid a quarterly cash dividend of $0.04 per share in each quarter, totaling $0.12 per share for the nine months ended June 30, 2015. During 2014, the Company paid quarterly cash dividends of $0.03 per share, totaling $0.12 per share for the year. Dividends paid on allocated shares in the ESOP were used to pay down the ESOP loan and recorded as a reduction in expense. A dividend payable was established for the holders of restricted shares; such dividends will be released upon vesting of the underlying restricted shares. On July 30, 2015, the Board of Directors declared a quarterly cash dividend of $0.04 per share, payable on September 23, 2015 to shareholders of record as of the close of business on August 20, 2015. Compensation expense for restricted stock is recognized ratably over the required service period based on the fair value of the grant, calculated as the number of shares granted multiplied by the stock price on the date of grant and, for performance shares, the likelihood of achieving the performance criteria. Compensation cost related to stock-based awards with graded vesting, generally over a period of three to four years, is recognized using the straight-line attribution method and recorded within SG&A expenses. In February 2011, shareholders approved the Griffon Corporation 2011 Equity Incentive Plan ("Incentive Plan") under which awards of performance shares, performance units, stock options, stock appreciation rights, restricted shares, deferred shares and other stock-based awards may be granted. On January 30, 2014, shareholders approved an amendment and restatement of the Incentive Plan, which, among other things, added 1,200,000 shares to the Incentive Plan. Options granted under the Incentive Plan may be either “incentive stock options” or nonqualified stock options, generally expire ten years after the date of grant and are granted at an exercise price of not less than 100% of the fair market value at the date of grant. The maximum number of shares of common stock available for award under the Incentive Plan is 4,200,000 ( 600,000 of which may be issued as incentive stock options), plus any shares underlying awards outstanding on the effective date of the Incentive Plan under the 2006 Incentive Plan that are subsequently canceled or forfeited. As of June 30, 2015 , 401,185 shares were available for grant. All grants outstanding under the Griffon Corporation 2001 Stock Option Plan, 2006 Equity Incentive Plan and Outside Director Stock Award Plan will continue under their terms; no additional awards will be granted under such plans. During the first quarter of 2015, Griffon granted 462,032 restricted stock awards with vesting periods of three years , 458,016 of which are also subject to certain performance conditions, with a total fair value of $5,775 , or a weighted average fair value of $12.50 per share. During the second quarter of 2015, Griffon granted 201,399 restricted stock awards with vesting periods of three years , 146,699 of which are also subject to certain performance conditions, with a total fair value of $2,805 , or a weighted average fair value of $13.93 per share. During the third quarter of 2015, Griffon granted 14,060 restricted stock awards with vesting periods of three years and a total fair value of $230 , or weighted average fair value of $16.38 per share. For the quarters ended June 30, 2015 and 2014, stock based compensation expense totaled $2,931 and $3,137 , respectively. For the nine months ended June 30, 2015 and 2014, stock based compensation expense totaled $8,303 and $8,133 , respectively. During the quarter and nine months ended June 30, 2015, 761 shares, with a market value of $12 or $16.32 per share, and 76,786 shares, with a market value of $1,092 or $14.22 per share, respectively, were withheld to settle employee taxes due to the vesting of restricted stock, and were added to treasury. In May 2014, Griffon’s Board of Directors authorized the repurchase of up to $50,000 of Griffon’s outstanding common stock; on March 20, 2015, an additional $50,000 was authorized. Under both programs, the Company may purchase shares in the open market, including pursuant to a 10b5-1 plan, or in privately negotiated transactions. During the quarter ended June 30, 2015, Griffon purchased 1,234,214 shares of common stock under both the May 2014 and March 2015 programs, for a total of $20,628 or $16.71 per share. During the nine months ended June 30, 2015, Griffon purchased 3,840,455 shares of common stock under both the May 2014 and March 2015 programs, for a total of $57,126 or $14.87 per share. As of June 30, 2015, $31,734 remains under the March 2015 Board authorization. On July 30, 2015, Griffon's Board of Directors authorized the repurchase of an additional $50,000 of Griffon's outstanding common stock. During the fourth quarter, through and including July 29, 2015, the Company purchased 630,185 shares for a total of $10,109 . Accordingly, Griffon now has $21,625 available under the March 2015 authorization and a total of $71,625 available for the purchase of its shares of common stock inclusive of the July 30, 2015 authorization. From August 2011 to June 30, 2015, Griffon repurchased 10,835,317 shares of common stock, for a total of $129,323 or $11.94 per share, under Board authorized repurchase programs. In addition to repurchases under Board authorized programs, on December 10, 2013, Griffon repurchased 4,444,444 shares of its common stock for $50,000 from GS Direct, L.L.C. (“GS Direct”), an affiliate of The Goldman Sachs Group, Inc. The repurchase was effected in a private transaction at a per share price of $11.25 , an approximate 9.2% discount to the stock’s closing price on November 12, 2013, the day before announcement of the transaction. After closing the transaction, GS Direct continued to hold approximately 5.56 million shares (approximately 10% of the shares outstanding at such time) of Griffon’s common stock. Subject to certain exceptions, if GS Direct intends to sell its remaining shares of Griffon common stock at any time prior to December 31, 2015, it will first negotiate in good faith to sell such shares to the Company. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 9 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS Griffon’s reportable segments are as follows: • HBP is a leading manufacturer and marketer of residential, commercial and industrial garage doors to professional dealers and major home center retail chains, as well as a global provider of non-powered landscaping products for homeowners and professionals. • Telephonics develops, designs and manufactures high-technology integrated information, communication and sensor system solutions for military and commercial markets worldwide. • Plastics is an international leader in the development and production of embossed, laminated and printed specialty plastic films used in a variety of hygienic, health-care and industrial applications. Information on Griffon’s reportable segments is as follows: For the Three Months Ended June 30, For the Nine Months Ended June 30, REVENUE 2015 2014 2015 2014 Home & Building Products: AMES $ 140,614 $ 132,179 $ 432,816 $ 389,492 CBP 131,577 121,814 374,690 334,494 Home & Building Products 272,191 253,993 807,506 723,986 Telephonics 115,340 102,446 304,685 302,656 Plastics 124,163 148,600 401,683 439,542 Total consolidated net sales $ 511,694 $ 505,039 $ 1,513,874 $ 1,466,184 The following table reconciles segment operating profit to income before taxes: For the Three Months Ended June 30, For the Nine Months Ended June 30, INCOME (LOSS) BEFORE TAXES 2015 2014 2015 2014 Segment operating profit: Home & Building Products $ 16,268 $ 9,747 $ 41,288 $ 27,958 Telephonics 13,284 13,134 29,915 34,463 Plastics 8,299 8,075 26,186 23,252 Total segment operating profit 37,851 30,956 97,389 85,673 Net interest expense (12,150 ) (11,541 ) (35,644 ) (37,003 ) Unallocated amounts (9,008 ) (6,521 ) (24,852 ) (22,895 ) Loss from debt extinguishment, net — — — (38,890 ) Income before taxes $ 16,693 $ 12,894 $ 36,893 $ (13,115 ) Griffon evaluates performance and allocates resources based on each segment's operating results before interest income and expense, income taxes, depreciation and amortization, unallocated amounts (mainly corporate overhead), restructuring charges, acquisition-related expenses and gains (losses) from debt extinguishment, as applicable (“Segment adjusted EBITDA”). Griffon believes this information is useful to investors for the same reason. The following table provides a reconciliation of Segment adjusted EBITDA to Income (loss) before taxes: For the Three Months Ended June 30, For the Nine Months Ended June 30, 2015 2014 2015 2014 Segment adjusted EBITDA: Home & Building Products $ 25,386 $ 19,596 $ 67,186 $ 55,787 Telephonics 15,712 15,087 37,360 40,018 Plastics 14,084 14,922 44,399 43,881 Total Segment adjusted EBITDA 55,182 49,605 148,945 139,686 Net interest expense (12,150 ) (11,541 ) (35,644 ) (37,003 ) Segment depreciation and amortization (17,331 ) (16,691 ) (51,556 ) (49,723 ) Unallocated amounts (9,008 ) (6,521 ) (24,852 ) (22,895 ) Loss from debt extinguishment, net — — — (38,890 ) Restructuring charges — (358 ) — (1,892 ) Acquisition costs — (1,600 ) — (2,398 ) Income (loss) before taxes $ 16,693 $ 12,894 $ 36,893 $ (13,115 ) Unallocated amounts typically include general corporate expenses not attributable to a reportable segment. For the Three Months Ended June 30, For the Nine Months Ended June 30, DEPRECIATION and AMORTIZATION 2015 2014 2015 2014 Segment: Home & Building Products $ 9,118 $ 7,891 $ 25,898 $ 23,539 Telephonics 2,428 1,953 7,445 5,555 Plastics 5,785 6,847 18,213 20,629 Total segment depreciation and amortization 17,331 16,691 51,556 49,723 Corporate 117 104 345 304 Total consolidated depreciation and amortization $ 17,448 $ 16,795 $ 51,901 $ 50,027 CAPITAL EXPENDITURES Segment: Home & Building Products $ 8,644 $ 8,194 $ 30,019 $ 23,384 Telephonics 1,644 6,082 3,952 14,969 Plastics 4,820 5,063 19,985 15,213 Total segment 15,108 19,339 53,956 53,566 Corporate 544 675 1,409 1,293 Total consolidated capital expenditures $ 15,652 $ 20,014 $ 55,365 $ 54,859 ASSETS At June 30, 2015 At September 30, 2014 Segment assets: Home & Building Products $ 1,062,188 $ 1,033,453 Telephonics 296,937 319,327 Plastics 348,743 389,464 Total segment assets 1,707,868 1,742,244 Corporate 10,128 64,015 Total continuing assets 1,717,996 1,806,259 Assets of discontinued operations 3,756 3,750 Consolidated total $ 1,721,752 $ 1,810,009 |
DEFINED BENEFIT PENSION EXPENSE
DEFINED BENEFIT PENSION EXPENSE | 9 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
DEFINED BENEFIT PENSION EXPENSE | DEFINED BENEFIT PENSION EXPENSE Defined benefit pension expense (income) was as follows: Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Service cost $ — $ — $ — $ 90 Interest cost 2,207 2,416 6,621 7,415 Expected return on plan assets (2,932 ) (2,820 ) (8,796 ) (8,590 ) Amortization: Prior service cost 4 4 12 11 Recognized actuarial loss 541 485 1,623 1,463 Net periodic expense (income) $ (180 ) $ 85 $ (540 ) $ 389 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Jun. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In July 2013, the FASB issued new accounting guidance requiring an unrecognized tax benefit to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss or tax credit carryforward, except for instances when the carryforward is not available to settle any additional income taxes and an entity does not intend to use the deferred tax benefit for these purposes. In these circumstances, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This standard was effective for fiscal years beginning after December 15, 2013, and accordingly, the Company adopted this guidance effective October 1, 2014. Adoption of this standard did not have a significant impact on the Company's consolidated financial statements. In April 2014, the FASB issued guidance changing the requirements for reporting discontinued operations where a disposal of a component of an entity or group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when either classified as held for sale, or disposed of by sale or otherwise disposed. The amendment also requires enhanced disclosures about the discontinued operation and disclosure information for other significant dispositions. This guidance is effective for the Company beginning in 2015. The Company's adoption of this standard did not have an impact on its consolidated financial statements. In May 2014, the FASB issued guidance on revenue from contracts with customers. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved, in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. This guidance permits the use of either the retrospective or cumulative effect transition method and is effective for the Company beginning in 2019; early adoption is permitted beginning in 2018. We have not yet selected a transition method and are currently evaluating the impact of the guidance on the Company's financial condition, results of operations and related disclosures. In August 2014, the FASB issued guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and related footnote disclosures. Management will be required to evaluate, at each reporting period, whether there are conditions or events that raise substantial doubt about a company's ability to continue as a going concern within one year from the date the financial statements are issued. This guidance is effective prospectively for annual and interim reporting periods beginning in 2017; implementation of this guidance is not expected to have a material effect on the Company’s financial condition or results of operations. In April 2015, the FASB issued guidance on simplifying the presentation of debt issuance costs. This guidance requires debt issuance costs on the balance sheet to be presented as a direct deduction from the carrying amount of a related debt liability, similar to debt discounts. The Company early adopted this guidance in March 2015 and applied it retrospectively for all periods presented in the financial statements. Adoption of this standard did not have a significant impact on the Company's consolidated financial statements. The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements, and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 9 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS The following amounts related to the Installation Services segment, discontinued in 2008, and other businesses discontinued several years ago, which have been segregated from Griffon’s continuing operations, and are reported as assets and liabilities of discontinued operations in the condensed consolidated balance sheets: At June 30, 2015 At September 30, 2014 Assets of discontinued operations: Prepaid and other current assets $ 1,625 $ 1,624 Other long-term assets 2,131 2,126 Total assets of discontinued operations $ 3,756 $ 3,750 Liabilities of discontinued operations: Accrued liabilities, current $ 2,392 $ 3,282 Other long-term liabilities 3,244 3,830 Total liabilities of discontinued operations $ 5,636 $ 7,112 There was no Installation Services revenue or income for the nine months ended June 30, 2015 or 2014. |
RESTRUCTURING AND OTHER RELATED
RESTRUCTURING AND OTHER RELATED CHARGES | 9 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING AND OTHER RELATED CHARGES | RESTRUCTURING AND OTHER RELATED CHARGES In September 2014, Telephonics recognized $4,244 in restructuring costs in connection with the closure of its Swedish facility and restructuring of operations, a voluntary early retirement plan and a reduction in force aimed at improving efficiency by combining functions and responsibilities, resulting in the elimination of 80 positions. In January 2013, AMES undertook to close certain of its U.S. manufacturing facilities and consolidate affected operations primarily into its Camp Hill and Carlisle, PA locations. These actions, completed at the end of the 2015 first quarter, improved manufacturing and distribution efficiencies, allow for in-sourcing of certain production previously performed by third party suppliers, and improved material flow and absorption of fixed costs. AMES incurred pre-tax restructuring and related exit costs approximating $7,941 , comprised of cash charges of $4,016 and non-cash, asset-related charges of $3,925 ; the cash charges included $2,622 for one-time termination benefits and other personnel-related costs and $1,394 for facility exit costs and had $19,964 of capital expenditures. HBP recognized $358 and $1,892 in restructuring and other related exit costs in the quarter and nine months ended June 30, 2014, respectively; such charges primarily related to one-time termination benefits, facility and other personnel costs, and asset impairment charges related to the AMES plant consolidation initiatives. There were no restructuring charges in the current year. A summary of the restructuring and other related charges included in the line item “Restructuring and other related charges” in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) were recognized as follows: Workforce Facilities & Other Total Amounts incurred in: Quarter ended December 31, 2013 $ 638 $ 95 $ 109 $ 842 Quarter ended March 31, 2014 495 137 60 692 Quarter ended June 30, 2014 $ 289 $ 47 $ 22 $ 358 Nine Months Ended June 30, 2014 $ 1,422 $ 279 $ 191 $ 1,892 The activity in the restructuring accrual recorded in accrued liabilities consisted of the following: Workforce Accrued liability at September 30, 2014 $ 5,228 Payments (4,396 ) Accrued liability at June 30, 2015 $ 832 |
OTHER EXPENSE
OTHER EXPENSE | 9 Months Ended |
Jun. 30, 2015 | |
Other Income and Expenses [Abstract] | |
OTHER EXPENSE | OTHER EXPENSE For the quarters ended June 30, 2015 and 2014 , Other income (expense) included $722 and $365 , respectively, of net currency exchange gains (losses) in connection with the translation of receivables and payables denominated in currencies other than the functional currencies of Griffon and its subsidiaries as well as $(36) and $1,437 , respectively, of net investment income. For the nine months ended June 30, 2015 and 2014 , Other income (expense) included $(803) and $1,044 , respectively, of net currency exchange gains (losses) in connection with the translation of receivables and payables denominated in currencies other than the functional currencies of Griffon and its subsidiaries as well as $527 and $1,563 , respectively, of net investment income. |
WARRANTY LIABILITY
WARRANTY LIABILITY | 9 Months Ended |
Jun. 30, 2015 | |
Product Warranties Disclosures [Abstract] | |
WARRANTY LIABILITY | WARRANTY LIABILITY Telephonics offers warranties against product defects for periods generally ranging from one to two years, depending on the specific product and terms of the customer purchase agreement. Typical warranties require Telephonics to repair or replace the defective products during the warranty period at no cost to the customer. At the time revenue is recognized, Griffon records a liability for warranty costs, estimated based on historical experience, and periodically assesses its warranty obligations and adjusts the liability as necessary. AMES offers an express limited warranty for a period of ninety days on all products from the date of original purchase unless otherwise stated on the product or packaging. Changes in Griffon’s warranty liability, included in Accrued liabilities, were as follows: Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 5,674 $ 7,111 $ 4,934 $ 6,649 Warranties issued and changes in estimated pre-existing warranties 1,057 576 3,848 2,677 Actual warranty costs incurred (1,803 ) (1,199 ) (3,854 ) (2,838 ) Balance, end of period $ 4,928 $ 6,488 $ 4,928 $ 6,488 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal and environmental Department of Environmental Conservation of New York State (“DEC”), with ISC Properties, Inc. Lightron Corporation (“Lightron”), a wholly-owned subsidiary of Griffon, once conducted operations at a location in Peekskill in the Town of Cortlandt, New York (the “Peekskill Site”) owned by ISC Properties, Inc. (“ISC”), a wholly-owned subsidiary of Griffon. ISC sold the Peekskill Site in November 1982. Subsequently, Griffon was advised by the DEC that random sampling at the Peekskill Site and in a creek near the Peekskill Site indicated concentrations of solvents and other chemicals common to Lightron’s prior plating operations. ISC then entered into a consent order with the DEC in 1996 (the “Consent Order”) to perform a remedial investigation and prepare a feasibility study. After completing the initial remedial investigation pursuant to the Consent Order, ISC was required by the DEC, and did accordingly conduct over the next several years, supplemental remedial investigations, including soil vapor investigations, under the Consent Order. In April 2009, the DEC advised ISC’s representatives that both the DEC and the New York State Department of Health had reviewed and accepted an August 2007 Remedial Investigation Report and an Additional Data Collection Summary Report dated January 30, 2009. With the acceptance of these reports, ISC completed the remedial investigation required under the Consent Order and was authorized, accordingly, by the DEC to conduct the Feasibility Study required by the Consent Order. Pursuant to the requirements of the Consent Order and its obligations thereunder, ISC, without acknowledging any responsibility to perform any remediation at the Site, submitted to the DEC in August 2009, a draft feasibility study which recommended for the soil, groundwater and sediment medias, remediation alternatives having a current net capital cost value, in the aggregate, of approximately $5,000 . In February 2011, DEC advised ISC it has accepted and approved the feasibility study. Accordingly, ISC has no further obligations under the consent order. Upon acceptance of the feasibility study, DEC issued a Proposed Remedial Action Plan (“PRAP”) that sets forth the proposed remedy for the site. The PRAP accepted the recommendation contained in the feasibility study for remediation of the soil and groundwater medias, but selected a different remediation alternative for the sediment medium. The approximate cost and the current net capital cost value of the remedy proposed by DEC in the PRAP is approximately $10,000 . After receiving public comments on the PRAP, the DEC issued a Record of Decision (“ROD”) that set forth the specific remedies selected and responded to public comments. The remedies selected by the DEC in the ROD are the same remedies as those set forth in the PRAP. It is now expected that DEC will enter into negotiations with potentially responsible parties to request they undertake performance of the remedies selected in the ROD, and if such parties do not agree to implement such remedies, then the State may use State Superfund money to remediate the Peekskill site and seek recovery of costs from such parties. Griffon does not acknowledge any responsibility to perform any remediation at the Peekskill Site. Improper Advertisement Claim involving Union Tools ® Products. Since December 2004, a customer of AMES has been named in various litigation matters relating to certain Union Tools products. The plaintiffs in those litigation matters have asserted causes of action against the customer of AMES for improper advertisement to end consumers. The allegations suggest that advertisements led the consumers to believe that Union Tools’ hand tools were wholly manufactured within boundaries of the United States. The complaints assert various causes of action against the customer of AMES under federal and state law, including common law fraud. At some point, likely once the litigation against the customer of AMES ends, the customer may seek indemnity (including recovery of its legal fees and costs) against AMES for an unspecified amount. Presently, AMES cannot estimate the amount of loss, if any, if the customer were to seek legal recourse against AMES. Union Fork and Hoe, Frankfort, NY site. The former Union Fork and Hoe property in Frankfort NY was acquired by Ames in 2006 as part of a larger acquisition, and has historic site contamination involving chlorinated solvents, petroleum hydrocarbons and metals. AMES has entered into an Order on Consent with the New York State Department of Environmental Conservation. While the Order is without admission or finding of liability or acknowledgment that there has been a release of hazardous substances at the site, AMES is required to perform a remedial investigation of certain portions of the property and to recommend a remediation option. At the conclusion of the remediation phase to the satisfaction of the DEC, the DEC will issue a Certificate of Completion. AMES has performed significant investigative and remedial activities in the last few years under work plans approved by the DEC, and the DEC recently approved the final remedial investigation report. AMES is now required to submit a Feasibility Study investigating four remedial options, and expects to do so by August 31, 2015. The DEC is expected to issue a Record of Decision approving the selection of a remedial alternative by March 31, 2016. Implementation of the selected remedial alternative is expected to occur in 2016 to 2017. AMES has a number of defenses to liability in this matter, including its rights under a Consent Judgment entered into between the DEC and a predecessor of AMES relating to the site. U.S. Government investigations and claims Defense contracts and subcontracts, including Griffon’s contracts and subcontracts, are subject to audit and review by various agencies and instrumentalities of the United States government, including among others, the Defense Contract Audit Agency (“DCAA”), the Defense Criminal Investigative Service (“DCIS”), and the Department of Justice ("DOJ") which has responsibility for asserting claims on behalf of the U.S. government. In addition to ongoing audits, pursuant to an administrative subpoena Griffon is currently providing information to the U.S. Department of Defense Office of the Inspector General and the DOJ. No claim has been asserted against Griffon in connection with this matter, and Griffon is unaware of any material financial exposure in connection with the inquiry. In general, departments and agencies of the U.S. Government have the authority to investigate various transactions and operations of Griffon, and the results of such investigations may lead to administrative, civil or criminal proceedings, the ultimate outcome of which could be fines, penalties, repayments or compensatory or treble damages. U.S. Government regulations provide that certain findings against a contractor may lead to suspension or debarment from future U.S. Government contracts or the loss of export privileges for a company or an operating division or subdivision. Suspension or debarment could have a material adverse effect on Telephonics because of its reliance on government contracts. General legal Griffon is subject to various laws and regulations relating to the protection of the environment and is a party to legal proceedings arising in the ordinary course of business. Management believes, based on facts presently known to it, that the resolution of the matters above and such other matters will not have a material adverse effect on Griffon’s consolidated financial position, results of operations or cash flows. |
CONSOLIDATING GUARANTOR AND NON
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 9 Months Ended |
Jun. 30, 2015 | |
Consolidating Guarantor And Non Guarantor Financial Information [Abstract] | |
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION Griffon’s Senior Notes are fully and unconditionally guaranteed, jointly and severally, on a senior secured basis by the domestic assets of Clopay Building Products Company, Inc., Clopay Plastic Products Company, Inc., Telephonics Corporation, The AMES Companies, Inc., ATT Southern, Inc. and Clopay Ames True Temper Holding Corp., all of which are indirectly 100% owned by Griffon. In accordance with Rule 3-10 of Regulation S-X promulgated under the Securities Act of 1933, presented below are condensed consolidating financial information as of June 30, 2015 and September 30, 2014 and for the three and nine months ended June 30, 2015 and 2014 . The financial information may not necessarily be indicative of the results of operations or financial position of the guarantor companies or non-guarantor companies had they operated as independent entities. The guarantor companies and the non-guarantor companies include the consolidated financial results of their wholly-owned subsidiaries accounted for under the equity method. The indenture relating to the Senior Notes (the “Indenture”) contains terms providing that, under certain limited circumstances, a guarantor will be released from its obligations to guarantee the Senior Notes. These circumstances include (i) a sale of at least a majority of the stock, or all or substantially all the assets, of the subsidiary guarantor as permitted by the Indenture; (ii) a public equity offering of a subsidiary guarantor that qualifies as a “Minority Business” as defined in the Indenture (generally, a business the EBITDA of which constitutes less than 50% of the segment adjusted EBITDA of the Company for the most recently ended four fiscal quarters), and that meets certain other specified conditions as set forth in the Indenture; (iii) the designation of a guarantor as an “unrestricted subsidiary” as defined in the Indenture, in compliance with the terms of the Indenture; (iv) Griffon exercising its right to defease the Senior Notes, or to otherwise discharge its obligations under the Indenture, in each case in accordance with the terms of the Indenture; and (v) upon obtaining the requisite consent of the holders of the Senior Notes. CONDENSED CONSOLIDATING BALANCE SHEETS At June 30, 2015 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 4,736 $ 12,893 $ 28,326 $ — $ 45,955 Accounts receivable, net of allowances — 214,674 62,298 (36,783 ) 240,189 Contract costs and recognized income not yet billed, net of progress payments — 103,860 151 — 104,011 Inventories, net — 255,192 63,001 — 318,193 Prepaid and other current assets 11,960 24,806 12,616 (2,635 ) 46,747 Assets of discontinued operations — — 1,625 — 1,625 Total Current Assets 16,696 611,425 168,017 (39,418 ) 756,720 PROPERTY, PLANT AND EQUIPMENT, net 1,142 274,343 90,879 — 366,364 GOODWILL — 284,875 77,870 — 362,745 INTANGIBLE ASSETS, net 93 153,432 66,128 — 219,653 INTERCOMPANY RECEIVABLE 587,567 981,607 226,066 (1,795,240 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 757,858 644,539 1,757,687 (3,160,084 ) — OTHER ASSETS 41,319 50,321 9,948 (87,449 ) 14,139 ASSETS OF DISCONTINUED OPERATIONS — — 2,131 — 2,131 Total Assets $ 1,404,675 $ 3,000,542 $ 2,398,726 $ (5,082,191 ) $ 1,721,752 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,203 $ 1,176 $ 8,392 $ — $ 11,771 Accounts payable and accrued liabilities 33,668 196,298 68,430 (23,798 ) 274,598 Liabilities of discontinued operations — 2,392 — 2,392 Total Current Liabilities 35,871 197,474 79,214 (23,798 ) 288,761 LONG-TERM DEBT, net 781,774 6,745 40,180 — 828,699 INTERCOMPANY PAYABLES 60,428 944,302 742,973 (1,747,703 ) — OTHER LIABILITIES 59,213 155,397 26,185 (101,995 ) 138,800 LIABILITIES OF DISCONTINUED OPERATIONS — — 3,244 — 3,244 Total Liabilities 937,286 1,303,918 891,796 (1,873,496 ) 1,259,504 SHAREHOLDERS’ EQUITY 467,389 1,696,624 1,506,930 (3,208,695 ) 462,248 Total Liabilities and Shareholders’ Equity $ 1,404,675 $ 3,000,542 $ 2,398,726 $ (5,082,191 ) $ 1,721,752 CONDENSED CONSOLIDATING BALANCE SHEETS At September 30, 2014 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 6,813 $ 31,522 $ 54,070 $ — $ 92,405 Accounts receivable, net of allowances — 213,922 77,218 (32,704 ) 258,436 Contract costs and recognized income not yet billed, net of progress payments — 109,804 126 — 109,930 Inventories, net — 219,326 70,537 272 290,135 Prepaid and other current assets 4,366 26,319 17,101 14,783 62,569 Assets of discontinued operations — — 1,624 — 1,624 Total Current Assets 11,179 600,893 220,676 (17,649 ) 815,099 PROPERTY, PLANT AND EQUIPMENT, net 1,327 270,519 98,643 76 370,565 GOODWILL — 284,875 90,419 — 375,294 INTANGIBLE ASSETS, net — 156,772 76,851 — 233,623 INTERCOMPANY RECEIVABLE 540,080 892,433 213,733 (1,646,246 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 780,600 662,403 1,782,406 (3,225,409 ) — OTHER ASSETS 27,880 53,896 6,739 (75,213 ) 13,302 ASSETS OF DISCONTINUED OPERATIONS — — 2,126 — 2,126 Total Assets $ 1,361,066 $ 2,921,791 $ 2,491,593 $ (4,964,441 ) $ 1,810,009 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,202 $ 1,144 $ 4,540 $ — $ 7,886 Accounts payable and accrued liabilities 25,703 227,419 91,132 (20,811 ) 323,443 Liabilities of discontinued operations — — 3,282 — 3,282 Total Current Liabilities 27,905 228,563 98,954 (20,811 ) 334,611 LONG-TERM DEBT, net 738,360 7,806 45,135 — 791,301 INTERCOMPANY PAYABLES 21,573 815,094 762,192 (1,598,859 ) — OTHER LIABILITIES 41,201 151,674 26,949 (71,584 ) 148,240 LIABILITIES OF DISCONTINUED OPERATIONS — — 3,830 — 3,830 Total Liabilities 829,039 1,203,137 937,060 (1,691,254 ) 1,277,982 SHAREHOLDERS’ EQUITY 532,027 1,718,654 1,554,533 (3,273,187 ) 532,027 Total Liabilities and Shareholders’ Equity $ 1,361,066 $ 2,921,791 $ 2,491,593 $ (4,964,441 ) $ 1,810,009 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Three Months Ended June 30, 2015 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 416,433 $ 110,204 $ (14,943 ) $ 511,694 Cost of goods and services — 310,578 85,841 (8,214 ) 388,205 Gross profit — 105,855 24,363 (6,729 ) 123,489 Selling, general and administrative expenses 5,978 73,190 24,286 (7,879 ) 95,575 Total operating expenses 5,978 73,190 24,286 (7,879 ) 95,575 Income (loss) from operations (5,978 ) 32,665 77 1,150 27,914 Other income (expense) Interest income (expense), net (2,402 ) (7,770 ) (1,978 ) — (12,150 ) Other, net (26 ) 2,075 30 (1,150 ) 929 Total other income (expense) (2,428 ) (5,695 ) (1,948 ) (1,150 ) (11,221 ) Income (loss) before taxes (8,406 ) 26,970 (1,871 ) — 16,693 Provision (benefit) for income taxes (3,194 ) 9,726 (732 ) — 5,800 Income (loss) before equity in net income of subsidiaries (5,212 ) 17,244 (1,139 ) — 10,893 Equity in net income (loss) of subsidiaries 16,105 (1,206 ) 17,244 (32,143 ) — Net income (loss) $ 10,893 $ 16,038 $ 16,105 $ (32,143 ) $ 10,893 Net Income (loss) $ 10,893 $ 16,038 $ 16,105 $ (32,143 ) $ 10,893 Other comprehensive income (loss), net of taxes 5,363 2,077 3,258 (5,335 ) 5,363 Comprehensive income (loss) $ 16,256 $ 18,115 $ 19,363 $ (37,478 ) $ 16,256 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Three Months Ended June 30, 2014 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 392,361 $ 126,343 $ (13,665 ) $ 505,039 Cost of goods and services — 295,148 103,938 (12,354 ) 386,732 Gross profit — 97,213 22,405 (1,311 ) 118,307 Selling, general and administrative expenses 7,034 71,110 19,617 (1,626 ) 96,135 Restructuring and other related charges — 349 9 — 358 Total operating expenses 7,034 71,459 19,626 (1,626 ) 96,493 Income (loss) from operations (7,034 ) 25,754 2,779 315 21,814 Other income (expense) Interest income (expense), net (1,750 ) (7,367 ) (2,424 ) — (11,541 ) Loss from debt extinguishment, net — — — — — Other, net 1,436 2,497 (997 ) (315 ) 2,621 Total other income (expense) (314 ) (4,870 ) (3,421 ) (315 ) (8,920 ) Income (loss) before taxes (7,348 ) 20,884 (642 ) — 12,894 Provision (benefit) for income taxes (9,322 ) 7,322 430 — (1,570 ) Income (loss) before equity in net income of subsidiaries 1,974 13,562 (1,072 ) — 14,464 Equity in net income (loss) of subsidiaries 12,490 (1,161 ) 13,562 (24,891 ) — Net income (loss) $ 14,464 $ 12,401 $ 12,490 $ (24,891 ) $ 14,464 Net Income (loss) $ 14,464 $ 12,401 $ 12,490 $ (24,891 ) $ 14,464 Other comprehensive income (loss), net of taxes 3,126 (592 ) 3,547 (2,955 ) 3,126 Comprehensive income (loss) $ 17,590 $ 11,809 $ 16,037 $ (27,846 ) $ 17,590 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Nine Months Ended June 30, 2015 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,194,589 $ 362,291 $ (43,006 ) $ 1,513,874 Cost of goods and services — 906,573 285,435 (33,987 ) 1,158,021 Gross profit — 288,016 76,856 (9,019 ) 355,853 Selling, general and administrative expenses 16,799 214,717 61,734 (10,213 ) 283,037 Total operating expenses 16,799 214,717 61,734 (10,213 ) 283,037 Income (loss) from operations (16,799 ) 73,299 15,122 1,194 72,816 Other income (expense) Interest income (expense), net (6,530 ) (22,895 ) (6,219 ) — (35,644 ) Other, net 541 4,985 (4,611 ) (1,194 ) (279 ) Total other income (expense) (5,989 ) (17,910 ) (10,830 ) (1,194 ) (35,923 ) Income (loss) before taxes (22,788 ) 55,389 4,292 — 36,893 Provision (benefit) for income taxes (8,659 ) 20,525 1,541 — 13,407 Income (loss) before equity in net income of subsidiaries (14,129 ) 34,864 2,751 — 23,486 Equity in net income (loss) of subsidiaries 37,615 4,095 34,864 (76,574 ) — Net income (loss) $ 23,486 $ 38,959 $ 37,615 $ (76,574 ) $ 23,486 Net Income (loss) $ 23,486 $ 38,959 $ 37,615 $ (76,574 ) $ 23,486 Other comprehensive income (loss), net of taxes (40,839 ) (14,578 ) (25,962 ) 40,540 (40,839 ) Comprehensive income (loss) $ (17,353 ) $ 24,381 $ 11,653 $ (36,034 ) $ (17,353 ) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Nine Months Ended June 30, 2014 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 1,133,510 $ 375,877 $ (43,203 ) $ 1,466,184 Cost of goods and services — 860,322 310,887 (38,822 ) 1,132,387 Gross profit — 273,188 64,990 (4,381 ) 333,797 Selling, general and administrative expenses 20,525 207,725 50,025 (4,838 ) 273,437 Restructuring and other related charges — 1,841 51 — 1,892 Total operating expenses 20,525 209,566 50,076 (4,838 ) 275,329 Income (loss) from operations (20,525 ) 63,622 14,914 457 58,468 Other income (expense) Interest income (expense), net (8,240 ) (21,946 ) (6,817 ) — (37,003 ) Loss from debt extinguishment, net (38,890 ) — — — (38,890 ) Other, net 1,563 5,569 (2,365 ) (457 ) 4,310 Total other income (expense) (45,567 ) (16,377 ) (9,182 ) (457 ) (71,583 ) Income (loss) before taxes (66,092 ) 47,245 5,732 — (13,115 ) Provision (benefit) for income taxes (24,901 ) 19,014 897 — (4,990 ) Income (loss) before equity in net income of subsidiaries (41,191 ) 28,231 4,835 — (8,125 ) Equity in net income (loss) of subsidiaries 33,066 4,587 28,231 (65,884 ) — Net income (loss) $ (8,125 ) $ 32,818 $ 33,066 $ (65,884 ) $ (8,125 ) Net Income (loss) $ (8,125 ) $ 32,818 $ 33,066 $ (65,884 ) $ (8,125 ) Other comprehensive income (loss), net of taxes 2,628 1,277 840 (2,117 ) 2,628 Comprehensive income (loss) $ (5,497 ) $ 34,095 $ 33,906 $ (68,001 ) $ (5,497 ) CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Nine Months Ended June 30, 2015 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 23,486 $ 38,959 $ 37,615 $ (76,574 ) $ 23,486 Net cash provided by (used in) operating activities: 4,582 16,063 8,941 — 29,586 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (203 ) (40,918 ) (14,244 ) — (55,365 ) Acquired businesses, net of cash acquired — (2,225 ) — — (2,225 ) Intercompany distributions 10,000 (10,000 ) — — — Proceeds from sale of investments 8,891 — — 8,891 Proceeds from sale of assets — 90 185 — 275 Net cash provided by (used in) investing activities 18,688 (53,053 ) (14,059 ) — (48,424 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 371 — — — 371 Purchase of shares for treasury (58,218 ) — — — (58,218 ) Proceeds from long-term debt 112,000 116 9,407 — 121,523 Payments of long-term debt (73,652 ) (1,009 ) (5,834 ) — (80,495 ) Change in short-term borrowings — — (81 ) — (81 ) Financing costs (592 ) — — — (592 ) Tax benefit from exercise/vesting of equity awards, net 345 — — — 345 Dividends paid (5,807 ) — — — (5,807 ) Other, net 206 19,254 (19,254 ) — 206 Net cash provided by (used in) financing activities (25,347 ) 18,361 (15,762 ) — (22,748 ) CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (830 ) — (830 ) Effect of exchange rate changes on cash and equivalents — — (4,034 ) — (4,034 ) NET DECREASE IN CASH AND EQUIVALENTS (2,077 ) (18,629 ) (25,744 ) — (46,450 ) CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 6,813 31,522 54,070 — 92,405 CASH AND EQUIVALENTS AT END OF PERIOD $ 4,736 $ 12,893 $ 28,326 $ — $ 45,955 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Nine Months Ended June 30, 2014 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ (8,125 ) $ 32,818 $ 33,066 $ (65,884 ) $ (8,125 ) Net cash provided by (used in) operating activities: (10,966 ) (8,300 ) 69,122 — 49,856 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (672 ) (45,749 ) (8,438 ) — (54,859 ) Acquired businesses, net of cash acquired — (1,000 ) (61,306 ) — (62,306 ) Intercompany distributions 10,000 (10,000 ) — — — Investment purchases (8,402 ) — — — (8,402 ) Proceeds from sale of assets — 298 193 — 491 Net cash provided by (used in) investing activities 926 (56,451 ) (69,551 ) — (125,076 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 584 — — — 584 Purchase of shares for treasury (72,518 ) — — — (72,518 ) Proceeds from long-term debt 649,568 (253 ) 33,598 — 682,913 Payments of long-term debt (597,613 ) (708 ) (3,813 ) — (602,134 ) Change in short-term borrowings — — 3,138 — 3,138 Financing costs (10,393 ) — (535 ) — (10,928 ) Purchase of ESOP shares (10,000 ) — — — (10,000 ) Tax benefit from exercise/vesting of equity awards, net 273 — — — 273 Dividends paid (9,841 ) 5,000 — — (4,841 ) Other, net 194 54,869 (54,869 ) — 194 Net cash provided by (used in) financing activities (49,746 ) 58,908 (22,481 ) — (13,319 ) CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (1,018 ) — (1,018 ) Effect of exchange rate changes on cash and equivalents — — (1,136 ) — (1,136 ) NET DECREASE IN CASH AND EQUIVALENTS (59,786 ) (5,843 ) (25,064 ) — (90,693 ) CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 68,994 25,343 83,793 — 178,130 CASH AND EQUIVALENTS AT END OF PERIOD $ 9,208 $ 19,500 $ 58,729 $ — $ 87,437 |
DESCRIPTION OF BUSINESS AND B26
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Jun. 30, 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 accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all the information and footnotes required by U.S. GAAP for complete financial statements. As such, they should be read with reference to Griffon’s Annual Report on Form 10-K for the year ended September 30, 2014 , which provides a more complete explanation of Griffon’s accounting policies, financial position, operating results, business properties and other matters. In the opinion of management, these financial statements reflect all adjustments considered necessary for a fair statement of interim results. Griffon’s HBP operations are seasonal; for this and other reasons, the financial results of the Company for any interim period are not necessarily indicative of the results for the full year. The condensed consolidated balance sheet information at September 30, 2014 was derived from the audited financial statements included in Griffon’s Annual Report on Form 10-K for the year ended September 30, 2014 . The consolidated financial statements include the accounts of Griffon and all subsidiaries. Intercompany accounts and transactions have been eliminated on consolidation. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. These estimates may be adjusted due to changes in economic, industry or customer financial conditions, as well as changes in technology or demand. Significant estimates include allowances for doubtful accounts receivable and returns, net realizable value of inventories, restructuring reserves, valuation of goodwill and intangible assets, percentage of completion method of accounting, pension assumptions, useful lives associated with depreciation and amortization of intangible and fixed assets, warranty reserves, sales incentive accruals, stock based compensation assumptions, income taxes and tax valuation reserves, environmental reserves, legal reserves, insurance reserves and the valuation of assets and liabilities of discontinued operations, acquisition assumptions used and the accompanying disclosures. These estimates are based on management’s best knowledge of current events and actions Griffon may undertake in the future. Actual results may ultimately differ from these estimates. Certain amounts in the prior year have been reclassified to conform to current year presentation. |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The carrying values of cash and equivalents, accounts receivable, accounts and notes payable, and revolving credit and variable interest rate debt approximate fair value due to either the short-term nature of such instruments or the fact that the interest rate of the revolving credit and variable rate debt is based upon current market rates. Applicable accounting guidance establishes a fair value hierarchy requiring the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the hierarchy is based on the lowest level of input that is significant to the fair value measurement. The accounting guidance establishes three levels of inputs that may be used to measure fair value, as follows: • Level 1 inputs are measured and recorded at fair value based upon quoted prices in active markets for identical assets. • Level 2 inputs include inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets and liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of assets or liabilities. • Level 3 inputs are unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair values of Griffon’s 2022 senior notes and 2017, 4% convertible notes approximated $591,000 and $122,250 , respectively, on June 30, 2015 . Fair values were based upon quoted market prices (level 1 inputs). Insurance contracts with values of $3,285 at June 30, 2015 , are measured and recorded at fair value based upon quoted prices in active markets for similar assets (level 2 inputs) and are included in Prepaid and other current assets on the Consolidated Balance Sheets. Items Measured at Fair Value on a Recurring Basis At June 30, 2015, trading securities, measured at fair value based on quoted prices in active markets for similar assets (level 2 inputs), with a fair value of $1,231 ( $1,000 cost basis) were included in Prepaid and other current assets on the Consolidated Balance Sheets. During the second quarter, the Company settled all outstanding available-for-sale securities with proceeds totaling $8,891 and recognized a gain of $489 in Other income, and accordingly, a gain of $870 , net of tax, on available-for-sale securities was reclassified out of Accumulated other comprehensive income (loss) ("AOCI"). Realized and unrealized gains and losses on trading securities, and realized gains and losses on available-for-sale securities are included in Other income in the Consolidated Statements of Operations and Comprehensive Income (Loss). In the normal course of business, Griffon’s operations are exposed to the effect of changes in foreign currency exchange rates. To manage these risks, Griffon may enter into various derivative contracts such as foreign currency exchange contracts, including forwards and options. During 2015, Griffon entered into several such contracts in order to lock into a foreign currency rate for planned settlements of trade and inter-company liabilities payable in US dollars. Griffon had $12,851 of Australian dollar contracts at a weighted average rate of $1.31 . At inception, these hedges were all deemed effective as cash flow hedges with gains and losses related to changes in fair value deferred and recorded in Other comprehensive income (loss) and Prepaid and other current assets, or Accrued liabilities, until settlement. Upon settlement, gains and losses are recognized in the Consolidated Statements of Operations and Comprehensive Income (Loss) in Cost of goods and services ("COGS"). AOCI included deferred gains of $439 ( $307 , net of tax) at June 30, 2015 and gains of $281 and $520 were recorded in COGS during the quarter and nine months ended June 30, 2015, respectively, for all settled contracts. All contracts expire in 7 to 153 days. At June 30, 2015 , Griffon had $1,698 of Canadian dollar contracts at a weighted average rate of $1.25 . The contracts, which protect Canada operations from currency fluctuations for U.S. dollar based purchases, do not qualify for hedge accounting. As of June 30, 2015 , a fair value gain of $159 was recorded to Other income for the outstanding contracts, based on similar contract values (level 2 inputs). All contracts expire in 48 to 108 days. Gains of $78 and $164 were recorded in Other Income during the quarter and nine months ended June 30, 2015, respectively, for all settled contracts. |
Inventories | Inventories are stated at the lower of cost (first-in, first-out or average) or market. |
New Accounting Pronouncements | In July 2013, the FASB issued new accounting guidance requiring an unrecognized tax benefit to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss or tax credit carryforward, except for instances when the carryforward is not available to settle any additional income taxes and an entity does not intend to use the deferred tax benefit for these purposes. In these circumstances, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This standard was effective for fiscal years beginning after December 15, 2013, and accordingly, the Company adopted this guidance effective October 1, 2014. Adoption of this standard did not have a significant impact on the Company's consolidated financial statements. In April 2014, the FASB issued guidance changing the requirements for reporting discontinued operations where a disposal of a component of an entity or group of components of an entity is required to be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity's operations and financial results when either classified as held for sale, or disposed of by sale or otherwise disposed. The amendment also requires enhanced disclosures about the discontinued operation and disclosure information for other significant dispositions. This guidance is effective for the Company beginning in 2015. The Company's adoption of this standard did not have an impact on its consolidated financial statements. In May 2014, the FASB issued guidance on revenue from contracts with customers. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved, in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity's contracts with customers. This guidance permits the use of either the retrospective or cumulative effect transition method and is effective for the Company beginning in 2019; early adoption is permitted beginning in 2018. We have not yet selected a transition method and are currently evaluating the impact of the guidance on the Company's financial condition, results of operations and related disclosures. In August 2014, the FASB issued guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and related footnote disclosures. Management will be required to evaluate, at each reporting period, whether there are conditions or events that raise substantial doubt about a company's ability to continue as a going concern within one year from the date the financial statements are issued. This guidance is effective prospectively for annual and interim reporting periods beginning in 2017; implementation of this guidance is not expected to have a material effect on the Company’s financial condition or results of operations. In April 2015, the FASB issued guidance on simplifying the presentation of debt issuance costs. This guidance requires debt issuance costs on the balance sheet to be presented as a direct deduction from the carrying amount of a related debt liability, similar to debt discounts. The Company early adopted this guidance in March 2015 and applied it retrospectively for all periods presented in the financial statements. Adoption of this standard did not have a significant impact on the Company's consolidated financial statements. The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements, and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | ACQUISITIONS On April 16, 2015, AMES acquired the assets of an operational wood mill in Champion, PA from the Babcock Lumber Company for $2,225 . The purchase price was preliminarily allocated to property, plant and equipment. The wood mill secures wood supplies, lowers overall production costs and mitigates risk associated with manufacturing handles for wheelbarrows and long-handled tools. On May 21, 2014, AMES acquired the Australian Garden and Tools business of Illinois Tool Works, Inc. (“Cyclone”) for approximately $40,000 . Cyclone, which was integrated with AMES, offers a full range of quality garden and hand tool products sold under various leading brand names including Cyclone®, Nylex® and Trojan®, designed to meet the requirements of both the Do-it-Yourself and professional trade segments. Selling, General and Administrative ("SG&A") expenses included $1,600 and $763 of related acquisition costs recorded in the third and fourth quarters of 2014, respectively. On December 31, 2013, AMES acquired Northcote Pottery (“Northcote”), founded in 1897 and a leading brand in the Australian outdoor planter and decor market, for approximately $22,000 . Northcote, which was integrated with AMES, complements Southern Patio, acquired in 2011, and, with Cyclone, adds to AMES’ existing lawn and garden operations in Australia. First quarter 2014 SG&A expenses included $798 of related acquisition costs. The accounts of the acquired companies, after adjustment to reflect fair market values (level 3 inputs), have been included in the consolidated financial statements from the date of acquisition; in each instance, acquired inventory was not significant. The following table summarizes the fair values of the Cyclone and Northcote assets and liabilities as of the date of acquisition: Cyclone Northcote Total Current Assets, net of cash acquired $ 21,116 $ 7,398 $ 28,514 PP&E 488 1,385 1,873 Goodwill 14,770 11,254 26,024 Amortizable intangible assets 11,608 6,098 17,706 Indefinite life intangible assets 3,548 3,121 6,669 Total assets acquired 51,530 29,256 80,786 Total liabilities assumed (12,005 ) (7,475 ) (19,480 ) Net assets acquired $ 39,525 $ 21,781 $ 61,306 |
Schedule of Intangible Assets and Goodwill | mounts assigned to major intangible assets, none of which are tax deductible, for Cyclone and Northcote are as follows: Cyclone Northcote Total Amortization Period (Years) Goodwill $ 14,770 $ 11,254 26,024 N/A Tradenames 3,548 3,121 6,669 Indefinite Customer relationships 11,608 6,098 17,706 25 $ 29,926 $ 20,473 50,399 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The following table details the components of inventory: At June 30, 2015 At September 30, 2014 Raw materials and supplies $ 78,225 $ 75,560 Work in process 79,029 67,866 Finished goods 160,939 146,709 Total $ 318,193 $ 290,135 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | The following table details the components of property, plant and equipment, net: At June 30, 2015 At September 30, 2014 Land, building and building improvements $ 123,874 $ 127,714 Machinery and equipment 736,021 720,417 Leasehold improvements 46,487 42,852 906,382 890,983 Accumulated depreciation and amortization (540,018 ) (520,418 ) Total $ 366,364 $ 370,565 |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table provides changes in the carrying value of goodwill by segment during the nine months ended June 30, 2015 : At September 30, 2014 Other At June 30, 2015 Home & Building Products $ 291,844 $ (3,303 ) $ 288,541 Telephonics 18,545 — 18,545 Plastics 64,905 (9,246 ) 55,659 Total $ 375,294 $ (12,549 ) $ 362,745 |
Schedule Of Identifiable Intangible Assets | The following table provides the gross carrying value and accumulated amortization for each major class of intangible assets: At June 30, 2015 At September 30, 2014 Gross Carrying Amount Accumulated Amortization Average Life (Years) Gross Carrying Amount Accumulated Amortization Customer relationships $ 171,959 $ 38,676 25 $ 180,282 $ 35,280 Unpatented technology 6,144 3,435 13 6,500 3,313 Total amortizable intangible assets 178,103 42,111 186,782 38,593 Trademarks 83,661 — 85,434 — Total intangible assets $ 261,764 $ 42,111 $ 272,216 $ 38,593 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | At June 30, 2015 At September 30, 2014 Outstanding Balance Original Issuer Discount Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate (1) Outstanding Balance Original Issuer Discount Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate (1) Senior notes due 2022 (a) $ 600,000 $ — $ (8,587 ) $ 591,413 5.25 % $ 600,000 $ — $ (9,553 ) $ 590,447 5.25 % Revolver due 2020 (b) 65,000 — (2,162 ) 62,838 n/a 25,000 — (2,009 ) 22,991 n/a Convert. debt due 2017 (c) 100,000 (6,628 ) (702 ) 92,670 4.00 % 100,000 (9,584 ) (1,034 ) 89,382 4.00 % Real estate mortgages (d) 15,744 — (468 ) 15,276 n/a 16,388 — (576 ) 15,812 n/a ESOP Loans (e) 37,295 — (239 ) 37,056 n/a 38,946 — (262 ) 38,684 n/a Capital lease - real estate (f) 7,785 — (162 ) 7,623 5.00 % 8,551 — (181 ) 8,370 5.00 % Non U.S. lines of credit (g) 7,116 — (8 ) 7,108 n/a 3,306 — — 3,306 n/a Non U.S. term loans (h) 24,879 — (96 ) 24,783 n/a 28,470 — (161 ) 28,309 n/a Other long term debt (i) 1,703 — — 1,703 n/a 1,910 — (24 ) 1,886 n/a Totals 859,522 (6,628 ) (12,424 ) 840,470 822,571 (9,584 ) (13,800 ) 799,187 less: Current portion (11,771 ) — — (11,771 ) (7,886 ) — — (7,886 ) Long-term debt $ 847,751 $ (6,628 ) $ (12,424 ) $ 828,699 $ 814,685 $ (9,584 ) $ (13,800 ) $ 791,301 On February 27, 2014, in an unregistered offering through a private placement under Rule 144A, Griffon issued, at par, $600,000 of 5.25% Senior Notes due 2022 (“Senior Notes”); interest is payable semi-annually on March 1 and September 1. Proceeds from the Senior Notes were used to redeem $550,000 of 7.125% senior notes due 2018, to pay a call and tender offer premium of $31,530 and to make interest payments of $16,716 , with the balance used to pay a portion of the related transaction fees and expenses. In connection with the issuance of the Senior Notes, all obligations under the $550,000 of 7.125% senior notes due 2018 were discharged. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On June 18, 2014, Griffon exchanged all of the Senior Notes for substantially identical Senior Notes registered under the Securities Act of 1933 via an exchange offer. The fair value of the Senior Notes approximated $591,000 on June 30, 2015 based upon quoted market prices (level 1 inputs). In connection with these transactions, Griffon capitalized $10,313 of underwriting fees and other expenses incurred related to the issuance and exchange of the Senior Notes, which will amortize over the term of such notes. Griffon recognized a loss on the early extinguishment of debt on the 7.125% senior notes aggregating $38,890 , comprised of the $31,530 tender offer premium, the write-off of $6,574 of remaining deferred financing fees and $786 of prepaid interest on defeased notes. (b) On March 13, 2015, Griffon amended its Revolving Credit Facility (the “Credit Agreement”) to increase the credit facility from $225,000 to $250,000 , extend its maturity date from March 28, 2019 to March 13, 2020 and modify certain other provisions of the facility. The facility includes a letter of credit sub-facility with a limit of $50,000 (decreased from $60,000 ), and a multi-currency sub-facility of $50,000 . The Credit Agreement provides for same day borrowings of base rate loans in lieu of a swing line sub-facility. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time, subject to final maturity of the facility, or the occurrence or event of default under the Credit Agreement. Interest is payable on borrowings at either a LIBOR or base rate benchmark rate, in each case without a floor, plus an applicable margin, which adjusts based on financial performance. Current margins are 1.25% for base rate loans and 2.25% for LIBOR loans. The Credit Agreement has certain financial maintenance tests including a maximum total leverage ratio, a maximum senior secured leverage ratio and a minimum interest coverage ratio, as well as customary affirmative and negative covenants, and events of default. The negative covenants place limits on Griffon's ability to, among other things, incur indebtedness, incur liens, and make restricted payments and investments. Borrowings under the Credit Agreement are guaranteed by Griffon’s material domestic subsidiaries and are secured, on a first priority basis, by substantially all domestic assets of the Company and the guarantors, and a pledge of not greater than 65% of the equity interest in each of Griffon’s material, first-tier foreign subsidiaries (except that a lien on the assets of Griffon's material domestic subsidiaries securing a limited amount of the debt under the credit agreement relating to Griffon's Employee Stock Ownership Plan ("ESOP") ranks pari passu with the lien granted on such assets under the Credit Agreement; see footnote (e) below). At June 30, 2015 , outstanding borrowings and standby letters of credit were $65,000 and $17,200 , respectively, under the Credit Agreement; $167,800 was available for borrowing at that date. (c) On December 21, 2009, Griffon issued $100,000 principal of 4% convertible subordinated notes due 2017 (the “2017 Notes”). The current conversion rate of the 2017 Notes is 69.3811 shares of Griffon’s common stock per $1 principal amount of notes, corresponding to a conversion price of $14.41 per share. When a cash dividend is declared that would result in an adjustment to the conversion ratio of less than 1% , any adjustment to the conversion ratio is deferred until the first to occur of (i) actual conversion; (ii) the 42nd trading day prior to maturity of the notes; and (iii) such time as the cumulative adjustment equals or exceeds 1% . As of June 30, 2015 , aggregate dividends since the last conversion price adjustment of $0.04 per share would have resulted in an adjustment to the conversion ratio of approximately 0.25% . At both June 30, 2015 and 2014, the 2017 Notes had a capital in excess of par component, net of tax, of $15,720 . The fair value of the 2017 Notes approximated $122,250 on June 30, 2015 based upon quoted market prices (level 1 inputs). (d) On October 21, 2013, Griffon refinanced two real estate mortgages to secure loans totaling $17,175 . The loans mature in October 2018, are collateralized by the related properties and are guaranteed by Griffon. The loans bear interest at a rate of LIBOR plus 2.75% . (e) In December 2013, Griffon’s ESOP entered into an agreement that refinanced the two existing ESOP loans into one new Term Loan in the amount of $21,098 (the "Agreement"). The Agreement also provided for a Line Note with $10,000 available to purchase shares of Griffon common stock in the open market. In July 2014, Griffon's ESOP entered into an amendment to the existing Agreement which provided an additional $10,000 Line Note available to purchase shares in the open market. During 2014, the Line Notes were combined with the Term Loan to form one new Term Loan. The Term Loan bears interest at LIBOR plus 2.38% or the lender’s prime rate, at Griffon’s option. The Term Loan requires quarterly principal payments of $551 , with a balloon payment of approximately $30,137 due at maturity on December 31, 2018. During 2014, 1,591,117 shares of Griffon common stock, for a total of $20,000 or $12.57 per share, were purchased with proceeds from the Line Notes. The Term Loan is secured by shares purchased with the proceeds of the loan and with a lien on a specific amount of Griffon assets (which lien ranks pari passu with the lien granted on such assets under the Credit Agreement) and is guaranteed by Griffon. (f) In October 2006, CBP entered into a capital lease totaling $14,290 for real estate in Troy, Ohio. The lease matures in 2022 , bears interest at a fixed rate of 5.0% , is secured by a mortgage on the real estate and is guaranteed by Griffon. (g) In November 2010, Clopay Europe GmbH (“Clopay Europe”) entered into a €10,000 revolving credit facility and a €20,000 term loan. The term loan was paid off in December 2013 and the revolver had no borrowings outstanding at June 30, 2015 . The revolving facility matures in November 2015 and is renewable upon mutual agreement with the bank. The revolving credit facility accrues interest at EURIBOR plus 2.20% per annum (2.20% at June 30, 2015). Clopay Europe is required to maintain a certain minimum equity to assets ratio and keep leverage below a certain level, defined as the ratio of total debt to EBITDA. Clopay do Brazil maintains lines of credit of $4,125 . Interest on borrowings accrues at a rate of Brazilian CDI plus 6.0% ( 19.64% at June 30, 2015 ). At June 30, 2015 there was $2,769 borrowed under the lines. Clopay Plastic Products Company, Inc. guarantees the loan and lines. In November 2012, Garant G.P. (“Garant”) entered into a CAD $15,000 revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 1.58% LIBOR USD and 2.22% Bankers Acceptance Rate CDN as of June 30, 2015 ). The revolving facility matures in November 2015. Garant is required to maintain a certain minimum equity. At June 30, 2015 , there was $4,347 (CAD $5,355 ) borrowed under the revolving credit facility with $7,829 (CAD $9,645 ) available. (h) In December 2013 and May 2014, Northcote Holdings Pty Ltd entered into two unsecured term loans in the outstanding amounts of AUD $12,500 and AUD $20,000 , respectively. The AUD $12,500 term loan requires quarterly interest payments with principal due upon maturity in December 2016. The AUD $20,000 term loan requires quarterly principal payments of AUD $625 beginning in August 2015, with a balloon payment due upon maturity in May 2017. The loans accrue interest at Bank Bill Swap Bid Rate “BBSY” plus 2.8% per annum ( 4.96% at June 30, 2015 for each loan). As of June 30, 2015 , Northcote had an outstanding combined balance of $24,783 on the term loans, net of deferred costs. Subsidiaries of Northcote Holdings Pty Ltd also maintain two lines of credit of AUD $3,000 and AUD $5,000 which accrue interest at BBSY plus 2.25% per annum ( 4.41% at June 30, 2015 ) and 2.50% per annum ( 4.66% at June 30, 2015 ), respectively. At June 30, 2015 , there were no outstanding borrowings under the lines. Griffon guarantees the term loans and the AUD $3,000 line of credit; the assets of a subsidiary of Northcote Holdings Pty Ltd secures the AUD $5,000 line of credit. (i) Other long-term debt primarily consists of capital leases. |
Schedule of Interest Expense For Long Term Debt | Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Effective Interest Rate (1) Cash Interest Amort. Debt Amort. Debt Issuance Costs Total Interest Expense Effective Interest Rate (1) Cash Interest Amort. Debt Amort. Total Interest Expense Senior notes due 2022 (a) 5.5 % 7,875 — 323 8,198 5.5% 7,875 — 310 8,185 Revolver due 2020 (b) n/a 761 — 116 877 n/a 309 — 144 453 Convert. debt due 2017 (c) 9.2 % 1,000 1,004 111 2,115 9.1 % 1,000 921 112 2,033 Real estate mortgages (d) 3.8 % 117 — 36 153 3.8 % 124 — 35 159 ESOP Loans (e) 2.9 % 255 — 17 272 2.9 % 192 — 25 217 Capital lease - real estate (f) 5.3 % 100 — 6 106 5.3 % 112 — 5 117 Non U.S. lines of credit (g) n/a 195 — — 195 n/a 307 — 27 334 Non U.S. term loans (h) n/a 324 — 14 338 n/a 273 — 13 286 Other long term debt (i) n/a 12 — 1 13 n/a 6 — 9 15 Capitalized interest (98 ) — — (98 ) (138 ) — — (138 ) Totals $ 10,541 $ 1,004 $ 624 $ 12,169 $ 10,060 $ 921 $ 680 $ 11,661 (1) not applicable = n/a Nine Months Ended June 30, 2015 Nine Months Ended June 30, 2014 Effective Interest Rate (1) Cash Interest Amort. Debt Discount Amort. Debt Issuance Costs & Other Fees Total Interest Expense Effective Interest Rate (1) Cash Interest Amort. Debt Discount Amort. Debt Issuance Costs & Other Fees Total Interest Expense Senior notes due 2018 (a) n/a $ — $ — $ — $ — 7.4 % $ 15,930 $ — $ 667 $ 16,597 Senior notes due 2022 (a) 5.5 % 23,625 — 967 24,592 5.5 % 10,675 — 421 11,096 Revolver due 2020 (b) n/a 1,758 — 407 2,165 n/a 782 — 422 1,204 Convert. debt due 2017 (c) 9.1 % 3,000 2,956 332 6,288 9.1 % 3,000 2,713 333 6,046 Real estate mortgages (d) 3.9 % 357 — 108 465 4.0 % 376 — 108 484 ESOP Loans (e) 2.9 % 769 — 52 821 3.2 % 524 — 32 556 Capital lease - real estate (f) 5.3 % 308 — 19 327 5.4 % 345 — 19 364 Non U.S. lines of credit (g) n/a 445 — — 445 n/a 724 — 27 751 Non U.S. term loans (h) n/a 1,049 — 44 1,093 n/a 426 — 17 443 Other long term debt (i) n/a 65 — 9 74 n/a 17 — 30 47 Capitalized interest (335 ) — — (335 ) (404 ) — — (404 ) Totals $ 31,041 $ 2,956 $ 1,938 $ 35,935 $ 32,395 $ 2,713 $ 2,076 $ 37,184 On February 27, 2014, in an unregistered offering through a private placement under Rule 144A, Griffon issued, at par, $600,000 of 5.25% Senior Notes due 2022 (“Senior Notes”); interest is payable semi-annually on March 1 and September 1. Proceeds from the Senior Notes were used to redeem $550,000 of 7.125% senior notes due 2018, to pay a call and tender offer premium of $31,530 and to make interest payments of $16,716 , with the balance used to pay a portion of the related transaction fees and expenses. In connection with the issuance of the Senior Notes, all obligations under the $550,000 of 7.125% senior notes due 2018 were discharged. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On June 18, 2014, Griffon exchanged all of the Senior Notes for substantially identical Senior Notes registered under the Securities Act of 1933 via an exchange offer. The fair value of the Senior Notes approximated $591,000 on June 30, 2015 based upon quoted market prices (level 1 inputs). In connection with these transactions, Griffon capitalized $10,313 of underwriting fees and other expenses incurred related to the issuance and exchange of the Senior Notes, which will amortize over the term of such notes. Griffon recognized a loss on the early extinguishment of debt on the 7.125% senior notes aggregating $38,890 , comprised of the $31,530 tender offer premium, the write-off of $6,574 of remaining deferred financing fees and $786 of prepaid interest on defeased notes. (b) On March 13, 2015, Griffon amended its Revolving Credit Facility (the “Credit Agreement”) to increase the credit facility from $225,000 to $250,000 , extend its maturity date from March 28, 2019 to March 13, 2020 and modify certain other provisions of the facility. The facility includes a letter of credit sub-facility with a limit of $50,000 (decreased from $60,000 ), and a multi-currency sub-facility of $50,000 . The Credit Agreement provides for same day borrowings of base rate loans in lieu of a swing line sub-facility. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time, subject to final maturity of the facility, or the occurrence or event of default under the Credit Agreement. Interest is payable on borrowings at either a LIBOR or base rate benchmark rate, in each case without a floor, plus an applicable margin, which adjusts based on financial performance. Current margins are 1.25% for base rate loans and 2.25% for LIBOR loans. The Credit Agreement has certain financial maintenance tests including a maximum total leverage ratio, a maximum senior secured leverage ratio and a minimum interest coverage ratio, as well as customary affirmative and negative covenants, and events of default. The negative covenants place limits on Griffon's ability to, among other things, incur indebtedness, incur liens, and make restricted payments and investments. Borrowings under the Credit Agreement are guaranteed by Griffon’s material domestic subsidiaries and are secured, on a first priority basis, by substantially all domestic assets of the Company and the guarantors, and a pledge of not greater than 65% of the equity interest in each of Griffon’s material, first-tier foreign subsidiaries (except that a lien on the assets of Griffon's material domestic subsidiaries securing a limited amount of the debt under the credit agreement relating to Griffon's Employee Stock Ownership Plan ("ESOP") ranks pari passu with the lien granted on such assets under the Credit Agreement; see footnote (e) below). At June 30, 2015 , outstanding borrowings and standby letters of credit were $65,000 and $17,200 , respectively, under the Credit Agreement; $167,800 was available for borrowing at that date. (c) On December 21, 2009, Griffon issued $100,000 principal of 4% convertible subordinated notes due 2017 (the “2017 Notes”). The current conversion rate of the 2017 Notes is 69.3811 shares of Griffon’s common stock per $1 principal amount of notes, corresponding to a conversion price of $14.41 per share. When a cash dividend is declared that would result in an adjustment to the conversion ratio of less than 1% , any adjustment to the conversion ratio is deferred until the first to occur of (i) actual conversion; (ii) the 42nd trading day prior to maturity of the notes; and (iii) such time as the cumulative adjustment equals or exceeds 1% . As of June 30, 2015 , aggregate dividends since the last conversion price adjustment of $0.04 per share would have resulted in an adjustment to the conversion ratio of approximately 0.25% . At both June 30, 2015 and 2014, the 2017 Notes had a capital in excess of par component, net of tax, of $15,720 . The fair value of the 2017 Notes approximated $122,250 on June 30, 2015 based upon quoted market prices (level 1 inputs). (d) On October 21, 2013, Griffon refinanced two real estate mortgages to secure loans totaling $17,175 . The loans mature in October 2018, are collateralized by the related properties and are guaranteed by Griffon. The loans bear interest at a rate of LIBOR plus 2.75% . (e) In December 2013, Griffon’s ESOP entered into an agreement that refinanced the two existing ESOP loans into one new Term Loan in the amount of $21,098 (the "Agreement"). The Agreement also provided for a Line Note with $10,000 available to purchase shares of Griffon common stock in the open market. In July 2014, Griffon's ESOP entered into an amendment to the existing Agreement which provided an additional $10,000 Line Note available to purchase shares in the open market. During 2014, the Line Notes were combined with the Term Loan to form one new Term Loan. The Term Loan bears interest at LIBOR plus 2.38% or the lender’s prime rate, at Griffon’s option. The Term Loan requires quarterly principal payments of $551 , with a balloon payment of approximately $30,137 due at maturity on December 31, 2018. During 2014, 1,591,117 shares of Griffon common stock, for a total of $20,000 or $12.57 per share, were purchased with proceeds from the Line Notes. The Term Loan is secured by shares purchased with the proceeds of the loan and with a lien on a specific amount of Griffon assets (which lien ranks pari passu with the lien granted on such assets under the Credit Agreement) and is guaranteed by Griffon. (f) In October 2006, CBP entered into a capital lease totaling $14,290 for real estate in Troy, Ohio. The lease matures in 2022 , bears interest at a fixed rate of 5.0% , is secured by a mortgage on the real estate and is guaranteed by Griffon. (g) In November 2010, Clopay Europe GmbH (“Clopay Europe”) entered into a €10,000 revolving credit facility and a €20,000 term loan. The term loan was paid off in December 2013 and the revolver had no borrowings outstanding at June 30, 2015 . The revolving facility matures in November 2015 and is renewable upon mutual agreement with the bank. The revolving credit facility accrues interest at EURIBOR plus 2.20% per annum (2.20% at June 30, 2015). Clopay Europe is required to maintain a certain minimum equity to assets ratio and keep leverage below a certain level, defined as the ratio of total debt to EBITDA. Clopay do Brazil maintains lines of credit of $4,125 . Interest on borrowings accrues at a rate of Brazilian CDI plus 6.0% ( 19.64% at June 30, 2015 ). At June 30, 2015 there was $2,769 borrowed under the lines. Clopay Plastic Products Company, Inc. guarantees the loan and lines. In November 2012, Garant G.P. (“Garant”) entered into a CAD $15,000 revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 1.58% LIBOR USD and 2.22% Bankers Acceptance Rate CDN as of June 30, 2015 ). The revolving facility matures in November 2015. Garant is required to maintain a certain minimum equity. At June 30, 2015 , there was $4,347 (CAD $5,355 ) borrowed under the revolving credit facility with $7,829 (CAD $9,645 ) available. (h) In December 2013 and May 2014, Northcote Holdings Pty Ltd entered into two unsecured term loans in the outstanding amounts of AUD $12,500 and AUD $20,000 , respectively. The AUD $12,500 term loan requires quarterly interest payments with principal due upon maturity in December 2016. The AUD $20,000 term loan requires quarterly principal payments of AUD $625 beginning in August 2015, with a balloon payment due upon maturity in May 2017. The loans accrue interest at Bank Bill Swap Bid Rate “BBSY” plus 2.8% per annum ( 4.96% at June 30, 2015 for each loan). As of June 30, 2015 , Northcote had an outstanding combined balance of $24,783 on the term loans, net of deferred costs. Subsidiaries of Northcote Holdings Pty Ltd also maintain two lines of credit of AUD $3,000 and AUD $5,000 which accrue interest at BBSY plus 2.25% per annum ( 4.41% at June 30, 2015 ) and 2.50% per annum ( 4.66% at June 30, 2015 ), respectively. At June 30, 2015 , there were no outstanding borrowings under the lines. Griffon guarantees the term loans and the AUD $3,000 line of credit; the assets of a subsidiary of Northcote Holdings Pty Ltd secures the AUD $5,000 line of credit. (i) Other long-term debt primarily consists of capital leases. |
EARNINGS PER SHARE (EPS) (Table
EARNINGS PER SHARE (EPS) (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table is a reconciliation of the share amounts (in thousands) used in computing earnings per share: Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Weighted average shares outstanding - basic 44,025 48,370 45,228 50,038 Incremental shares from stock based compensation 2,056 1,466 1,929 — Convertible debt due 2017 899 — 128 — Weighted average shares outstanding - diluted 46,980 49,836 47,285 50,038 Anti-dilutive options excluded from diluted EPS computation 480 643 514 643 Anti-dilutive restricted stock excluded from diluted EPS computation — — — 1,609 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Information on Griffon’s reportable segments is as follows: For the Three Months Ended June 30, For the Nine Months Ended June 30, REVENUE 2015 2014 2015 2014 Home & Building Products: AMES $ 140,614 $ 132,179 $ 432,816 $ 389,492 CBP 131,577 121,814 374,690 334,494 Home & Building Products 272,191 253,993 807,506 723,986 Telephonics 115,340 102,446 304,685 302,656 Plastics 124,163 148,600 401,683 439,542 Total consolidated net sales $ 511,694 $ 505,039 $ 1,513,874 $ 1,466,184 The following table reconciles segment operating profit to income before taxes: For the Three Months Ended June 30, For the Nine Months Ended June 30, INCOME (LOSS) BEFORE TAXES 2015 2014 2015 2014 Segment operating profit: Home & Building Products $ 16,268 $ 9,747 $ 41,288 $ 27,958 Telephonics 13,284 13,134 29,915 34,463 Plastics 8,299 8,075 26,186 23,252 Total segment operating profit 37,851 30,956 97,389 85,673 Net interest expense (12,150 ) (11,541 ) (35,644 ) (37,003 ) Unallocated amounts (9,008 ) (6,521 ) (24,852 ) (22,895 ) Loss from debt extinguishment, net — — — (38,890 ) Income before taxes $ 16,693 $ 12,894 $ 36,893 $ (13,115 ) The following table provides a reconciliation of Segment adjusted EBITDA to Income (loss) before taxes: For the Three Months Ended June 30, For the Nine Months Ended June 30, 2015 2014 2015 2014 Segment adjusted EBITDA: Home & Building Products $ 25,386 $ 19,596 $ 67,186 $ 55,787 Telephonics 15,712 15,087 37,360 40,018 Plastics 14,084 14,922 44,399 43,881 Total Segment adjusted EBITDA 55,182 49,605 148,945 139,686 Net interest expense (12,150 ) (11,541 ) (35,644 ) (37,003 ) Segment depreciation and amortization (17,331 ) (16,691 ) (51,556 ) (49,723 ) Unallocated amounts (9,008 ) (6,521 ) (24,852 ) (22,895 ) Loss from debt extinguishment, net — — — (38,890 ) Restructuring charges — (358 ) — (1,892 ) Acquisition costs — (1,600 ) — (2,398 ) Income (loss) before taxes $ 16,693 $ 12,894 $ 36,893 $ (13,115 ) Unallocated amounts typically include general corporate expenses not attributable to a reportable segment. For the Three Months Ended June 30, For the Nine Months Ended June 30, DEPRECIATION and AMORTIZATION 2015 2014 2015 2014 Segment: Home & Building Products $ 9,118 $ 7,891 $ 25,898 $ 23,539 Telephonics 2,428 1,953 7,445 5,555 Plastics 5,785 6,847 18,213 20,629 Total segment depreciation and amortization 17,331 16,691 51,556 49,723 Corporate 117 104 345 304 Total consolidated depreciation and amortization $ 17,448 $ 16,795 $ 51,901 $ 50,027 CAPITAL EXPENDITURES Segment: Home & Building Products $ 8,644 $ 8,194 $ 30,019 $ 23,384 Telephonics 1,644 6,082 3,952 14,969 Plastics 4,820 5,063 19,985 15,213 Total segment 15,108 19,339 53,956 53,566 Corporate 544 675 1,409 1,293 Total consolidated capital expenditures $ 15,652 $ 20,014 $ 55,365 $ 54,859 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | ASSETS At June 30, 2015 At September 30, 2014 Segment assets: Home & Building Products $ 1,062,188 $ 1,033,453 Telephonics 296,937 319,327 Plastics 348,743 389,464 Total segment assets 1,707,868 1,742,244 Corporate 10,128 64,015 Total continuing assets 1,717,996 1,806,259 Assets of discontinued operations 3,756 3,750 Consolidated total $ 1,721,752 $ 1,810,009 |
DEFINED BENEFIT PENSION EXPEN34
DEFINED BENEFIT PENSION EXPENSE (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Defined Benefit Plans Disclosures | Defined benefit pension expense (income) was as follows: Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Service cost $ — $ — $ — $ 90 Interest cost 2,207 2,416 6,621 7,415 Expected return on plan assets (2,932 ) (2,820 ) (8,796 ) (8,590 ) Amortization: Prior service cost 4 4 12 11 Recognized actuarial loss 541 485 1,623 1,463 Net periodic expense (income) $ (180 ) $ 85 $ (540 ) $ 389 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | The following amounts related to the Installation Services segment, discontinued in 2008, and other businesses discontinued several years ago, which have been segregated from Griffon’s continuing operations, and are reported as assets and liabilities of discontinued operations in the condensed consolidated balance sheets: At June 30, 2015 At September 30, 2014 Assets of discontinued operations: Prepaid and other current assets $ 1,625 $ 1,624 Other long-term assets 2,131 2,126 Total assets of discontinued operations $ 3,756 $ 3,750 Liabilities of discontinued operations: Accrued liabilities, current $ 2,392 $ 3,282 Other long-term liabilities 3,244 3,830 Total liabilities of discontinued operations $ 5,636 $ 7,112 |
RESTRUCTURING AND OTHER RELAT36
RESTRUCTURING AND OTHER RELATED CHARGES (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Schedule Of Restructuring And Other Related Charges | A summary of the restructuring and other related charges included in the line item “Restructuring and other related charges” in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) were recognized as follows: Workforce Facilities & Other Total Amounts incurred in: Quarter ended December 31, 2013 $ 638 $ 95 $ 109 $ 842 Quarter ended March 31, 2014 495 137 60 692 Quarter ended June 30, 2014 $ 289 $ 47 $ 22 $ 358 Nine Months Ended June 30, 2014 $ 1,422 $ 279 $ 191 $ 1,892 |
Schedule of Restructuring Reserve by Type of Cost | The activity in the restructuring accrual recorded in accrued liabilities consisted of the following: Workforce Accrued liability at September 30, 2014 $ 5,228 Payments (4,396 ) Accrued liability at June 30, 2015 $ 832 |
WARRANTY LIABILITY (Tables)
WARRANTY LIABILITY (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Product Warranty Liability | Changes in Griffon’s warranty liability, included in Accrued liabilities, were as follows: Three Months Ended June 30, Nine Months Ended June 30, 2015 2014 2015 2014 Balance, beginning of period $ 5,674 $ 7,111 $ 4,934 $ 6,649 Warranties issued and changes in estimated pre-existing warranties 1,057 576 3,848 2,677 Actual warranty costs incurred (1,803 ) (1,199 ) (3,854 ) (2,838 ) Balance, end of period $ 4,928 $ 6,488 $ 4,928 $ 6,488 |
OTHER COMPREHENSIVE INCOME (LOS
OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Comprehensive Income (Loss) | The amounts recognized in other comprehensive income (loss) were as follows: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ 4,801 $ — $ 4,801 $ 2,809 $ — $ 2,809 Pension and other defined benefit plans 545 (192 ) 353 491 (174 ) 317 Gain on cash flow hedge 278 (69 ) 209 — — — Total other comprehensive income (loss) $ 5,624 $ (261 ) $ 5,363 $ 3,300 $ (174 ) $ 3,126 Nine Months Ended June 30, 2015 Nine Months Ended June 30, 2014 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ (41,083 ) $ — $ (41,083 ) $ 896 $ — $ 896 Pension and other defined benefit plans 1,635 (576 ) 1,059 2,682 (950 ) 1,732 Gain on cash flow hedge 74 (19 ) 55 — — — Available-for-sale securities (1,370 ) 500 (870 ) — — — Total other comprehensive income (loss) $ (40,744 ) $ (95 ) $ (40,839 ) $ 3,578 $ (950 ) $ 2,628 The components of Accumulated other comprehensive income (loss) are as follows: June 30, 2015 September 30, 2014 Foreign currency translation adjustments $ (44,903 ) $ (3,820 ) Pension and other defined benefit plans (26,307 ) (27,366 ) Gain on cash flow hedge 307 252 Available-for-sale securities — 870 $ (70,903 ) $ (30,064 ) Total comprehensive income (loss) were as follows: For the Three Months Ended June 30, For the Nine Months Ended June 30, 2015 2014 2015 2014 Net income (loss) $ 10,893 $ 14,464 $ 23,486 $ (8,125 ) Other comprehensive income (loss), net of taxes 5,363 3,126 (40,839 ) 2,628 Comprehensive loss $ 16,256 $ 17,590 $ (17,353 ) $ (5,497 ) |
Comprehensive Income (Loss) Note [Text Block] | OTHER COMPREHENSIVE INCOME (LOSS) The amounts recognized in other comprehensive income (loss) were as follows: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ 4,801 $ — $ 4,801 $ 2,809 $ — $ 2,809 Pension and other defined benefit plans 545 (192 ) 353 491 (174 ) 317 Gain on cash flow hedge 278 (69 ) 209 — — — Total other comprehensive income (loss) $ 5,624 $ (261 ) $ 5,363 $ 3,300 $ (174 ) $ 3,126 Nine Months Ended June 30, 2015 Nine Months Ended June 30, 2014 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ (41,083 ) $ — $ (41,083 ) $ 896 $ — $ 896 Pension and other defined benefit plans 1,635 (576 ) 1,059 2,682 (950 ) 1,732 Gain on cash flow hedge 74 (19 ) 55 — — — Available-for-sale securities (1,370 ) 500 (870 ) — — — Total other comprehensive income (loss) $ (40,744 ) $ (95 ) $ (40,839 ) $ 3,578 $ (950 ) $ 2,628 The components of Accumulated other comprehensive income (loss) are as follows: June 30, 2015 September 30, 2014 Foreign currency translation adjustments $ (44,903 ) $ (3,820 ) Pension and other defined benefit plans (26,307 ) (27,366 ) Gain on cash flow hedge 307 252 Available-for-sale securities — 870 $ (70,903 ) $ (30,064 ) Total comprehensive income (loss) were as follows: For the Three Months Ended June 30, For the Nine Months Ended June 30, 2015 2014 2015 2014 Net income (loss) $ 10,893 $ 14,464 $ 23,486 $ (8,125 ) Other comprehensive income (loss), net of taxes 5,363 3,126 (40,839 ) 2,628 Comprehensive loss $ 16,256 $ 17,590 $ (17,353 ) $ (5,497 ) Amounts reclassified from accumulated other comprehensive income (loss) to income (loss) were as follows: For the Three Months Ended June 30, For the Nine Months Ended June 30, Gain (Loss) 2015 2014 2015 2014 Pension amortization $ (545 ) $ (491 ) $ (1,635 ) $ (2,682 ) Cash flow hedges 100 — 520 — Available-for-sale securities — — 1,370 — Total gain (loss) (445 ) (491 ) 255 (2,682 ) Tax benefit (expense) 162 174 (80 ) 950 Total $ (283 ) $ (317 ) $ 175 $ (1,732 ) |
Reclassification out of Accumulated Other Comprehensive Income | Amounts reclassified from accumulated other comprehensive income (loss) to income (loss) were as follows: For the Three Months Ended June 30, For the Nine Months Ended June 30, Gain (Loss) 2015 2014 2015 2014 Pension amortization $ (545 ) $ (491 ) $ (1,635 ) $ (2,682 ) Cash flow hedges 100 — 520 — Available-for-sale securities — — 1,370 — Total gain (loss) (445 ) (491 ) 255 (2,682 ) Tax benefit (expense) 162 174 (80 ) 950 Total $ (283 ) $ (317 ) $ 175 $ (1,732 ) |
CONSOLIDATING GUARANTOR AND N39
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 9 Months Ended |
Jun. 30, 2015 | |
Consolidating Guarantor And Non Guarantor Financial Information [Abstract] | |
Condensed Balance Sheet | CONDENSED CONSOLIDATING BALANCE SHEETS At June 30, 2015 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 4,736 $ 12,893 $ 28,326 $ — $ 45,955 Accounts receivable, net of allowances — 214,674 62,298 (36,783 ) 240,189 Contract costs and recognized income not yet billed, net of progress payments — 103,860 151 — 104,011 Inventories, net — 255,192 63,001 — 318,193 Prepaid and other current assets 11,960 24,806 12,616 (2,635 ) 46,747 Assets of discontinued operations — — 1,625 — 1,625 Total Current Assets 16,696 611,425 168,017 (39,418 ) 756,720 PROPERTY, PLANT AND EQUIPMENT, net 1,142 274,343 90,879 — 366,364 GOODWILL — 284,875 77,870 — 362,745 INTANGIBLE ASSETS, net 93 153,432 66,128 — 219,653 INTERCOMPANY RECEIVABLE 587,567 981,607 226,066 (1,795,240 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 757,858 644,539 1,757,687 (3,160,084 ) — OTHER ASSETS 41,319 50,321 9,948 (87,449 ) 14,139 ASSETS OF DISCONTINUED OPERATIONS — — 2,131 — 2,131 Total Assets $ 1,404,675 $ 3,000,542 $ 2,398,726 $ (5,082,191 ) $ 1,721,752 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,203 $ 1,176 $ 8,392 $ — $ 11,771 Accounts payable and accrued liabilities 33,668 196,298 68,430 (23,798 ) 274,598 Liabilities of discontinued operations — 2,392 — 2,392 Total Current Liabilities 35,871 197,474 79,214 (23,798 ) 288,761 LONG-TERM DEBT, net 781,774 6,745 40,180 — 828,699 INTERCOMPANY PAYABLES 60,428 944,302 742,973 (1,747,703 ) — OTHER LIABILITIES 59,213 155,397 26,185 (101,995 ) 138,800 LIABILITIES OF DISCONTINUED OPERATIONS — — 3,244 — 3,244 Total Liabilities 937,286 1,303,918 891,796 (1,873,496 ) 1,259,504 SHAREHOLDERS’ EQUITY 467,389 1,696,624 1,506,930 (3,208,695 ) 462,248 Total Liabilities and Shareholders’ Equity $ 1,404,675 $ 3,000,542 $ 2,398,726 $ (5,082,191 ) $ 1,721,752 CONDENSED CONSOLIDATING BALANCE SHEETS At September 30, 2014 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 6,813 $ 31,522 $ 54,070 $ — $ 92,405 Accounts receivable, net of allowances — 213,922 77,218 (32,704 ) 258,436 Contract costs and recognized income not yet billed, net of progress payments — 109,804 126 — 109,930 Inventories, net — 219,326 70,537 272 290,135 Prepaid and other current assets 4,366 26,319 17,101 14,783 62,569 Assets of discontinued operations — — 1,624 — 1,624 Total Current Assets 11,179 600,893 220,676 (17,649 ) 815,099 PROPERTY, PLANT AND EQUIPMENT, net 1,327 270,519 98,643 76 370,565 GOODWILL — 284,875 90,419 — 375,294 INTANGIBLE ASSETS, net — 156,772 76,851 — 233,623 INTERCOMPANY RECEIVABLE 540,080 892,433 213,733 (1,646,246 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 780,600 662,403 1,782,406 (3,225,409 ) — OTHER ASSETS 27,880 53,896 6,739 (75,213 ) 13,302 ASSETS OF DISCONTINUED OPERATIONS — — 2,126 — 2,126 Total Assets $ 1,361,066 $ 2,921,791 $ 2,491,593 $ (4,964,441 ) $ 1,810,009 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,202 $ 1,144 $ 4,540 $ — $ 7,886 Accounts payable and accrued liabilities 25,703 227,419 91,132 (20,811 ) 323,443 Liabilities of discontinued operations — — 3,282 — 3,282 Total Current Liabilities 27,905 228,563 98,954 (20,811 ) 334,611 LONG-TERM DEBT, net 738,360 7,806 45,135 — 791,301 INTERCOMPANY PAYABLES 21,573 815,094 762,192 (1,598,859 ) — OTHER LIABILITIES 41,201 151,674 26,949 (71,584 ) 148,240 LIABILITIES OF DISCONTINUED OPERATIONS — — 3,830 — 3,830 Total Liabilities 829,039 1,203,137 937,060 (1,691,254 ) 1,277,982 SHAREHOLDERS’ EQUITY 532,027 1,718,654 1,554,533 (3,273,187 ) 532,027 Total Liabilities and Shareholders’ Equity $ 1,361,066 $ 2,921,791 $ 2,491,593 $ (4,964,441 ) $ 1,810,009 |
Condensed Income Statement | CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Three Months Ended June 30, 2015 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 416,433 $ 110,204 $ (14,943 ) $ 511,694 Cost of goods and services — 310,578 85,841 (8,214 ) 388,205 Gross profit — 105,855 24,363 (6,729 ) 123,489 Selling, general and administrative expenses 5,978 73,190 24,286 (7,879 ) 95,575 Total operating expenses 5,978 73,190 24,286 (7,879 ) 95,575 Income (loss) from operations (5,978 ) 32,665 77 1,150 27,914 Other income (expense) Interest income (expense), net (2,402 ) (7,770 ) (1,978 ) — (12,150 ) Other, net (26 ) 2,075 30 (1,150 ) 929 Total other income (expense) (2,428 ) (5,695 ) (1,948 ) (1,150 ) (11,221 ) Income (loss) before taxes (8,406 ) 26,970 (1,871 ) — 16,693 Provision (benefit) for income taxes (3,194 ) 9,726 (732 ) — 5,800 Income (loss) before equity in net income of subsidiaries (5,212 ) 17,244 (1,139 ) — 10,893 Equity in net income (loss) of subsidiaries 16,105 (1,206 ) 17,244 (32,143 ) — Net income (loss) $ 10,893 $ 16,038 $ 16,105 $ (32,143 ) $ 10,893 Net Income (loss) $ 10,893 $ 16,038 $ 16,105 $ (32,143 ) $ 10,893 Other comprehensive income (loss), net of taxes 5,363 2,077 3,258 (5,335 ) 5,363 Comprehensive income (loss) $ 16,256 $ 18,115 $ 19,363 $ (37,478 ) $ 16,256 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Three Months Ended June 30, 2014 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 392,361 $ 126,343 $ (13,665 ) $ 505,039 Cost of goods and services — 295,148 103,938 (12,354 ) 386,732 Gross profit — 97,213 22,405 (1,311 ) 118,307 Selling, general and administrative expenses 7,034 71,110 19,617 (1,626 ) 96,135 Restructuring and other related charges — 349 9 — 358 Total operating expenses 7,034 71,459 19,626 (1,626 ) 96,493 Income (loss) from operations (7,034 ) 25,754 2,779 315 21,814 Other income (expense) Interest income (expense), net (1,750 ) (7,367 ) (2,424 ) — (11,541 ) Loss from debt extinguishment, net — — — — — Other, net 1,436 2,497 (997 ) (315 ) 2,621 Total other income (expense) (314 ) (4,870 ) (3,421 ) (315 ) (8,920 ) Income (loss) before taxes (7,348 ) 20,884 (642 ) — 12,894 Provision (benefit) for income taxes (9,322 ) 7,322 430 — (1,570 ) Income (loss) before equity in net income of subsidiaries 1,974 13,562 (1,072 ) — 14,464 Equity in net income (loss) of subsidiaries 12,490 (1,161 ) 13,562 (24,891 ) — Net income (loss) $ 14,464 $ 12,401 $ 12,490 $ (24,891 ) $ 14,464 Net Income (loss) $ 14,464 $ 12,401 $ 12,490 $ (24,891 ) $ 14,464 Other comprehensive income (loss), net of taxes 3,126 (592 ) 3,547 (2,955 ) 3,126 Comprehensive income (loss) $ 17,590 $ 11,809 $ 16,037 $ (27,846 ) $ 17,590 |
Condensed Cash Flow Statement | CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Nine Months Ended June 30, 2015 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 23,486 $ 38,959 $ 37,615 $ (76,574 ) $ 23,486 Net cash provided by (used in) operating activities: 4,582 16,063 8,941 — 29,586 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (203 ) (40,918 ) (14,244 ) — (55,365 ) Acquired businesses, net of cash acquired — (2,225 ) — — (2,225 ) Intercompany distributions 10,000 (10,000 ) — — — Proceeds from sale of investments 8,891 — — 8,891 Proceeds from sale of assets — 90 185 — 275 Net cash provided by (used in) investing activities 18,688 (53,053 ) (14,059 ) — (48,424 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 371 — — — 371 Purchase of shares for treasury (58,218 ) — — — (58,218 ) Proceeds from long-term debt 112,000 116 9,407 — 121,523 Payments of long-term debt (73,652 ) (1,009 ) (5,834 ) — (80,495 ) Change in short-term borrowings — — (81 ) — (81 ) Financing costs (592 ) — — — (592 ) Tax benefit from exercise/vesting of equity awards, net 345 — — — 345 Dividends paid (5,807 ) — — — (5,807 ) Other, net 206 19,254 (19,254 ) — 206 Net cash provided by (used in) financing activities (25,347 ) 18,361 (15,762 ) — (22,748 ) CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (830 ) — (830 ) Effect of exchange rate changes on cash and equivalents — — (4,034 ) — (4,034 ) NET DECREASE IN CASH AND EQUIVALENTS (2,077 ) (18,629 ) (25,744 ) — (46,450 ) CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 6,813 31,522 54,070 — 92,405 CASH AND EQUIVALENTS AT END OF PERIOD $ 4,736 $ 12,893 $ 28,326 $ — $ 45,955 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Nine Months Ended June 30, 2014 Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ (8,125 ) $ 32,818 $ 33,066 $ (65,884 ) $ (8,125 ) Net cash provided by (used in) operating activities: (10,966 ) (8,300 ) 69,122 — 49,856 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (672 ) (45,749 ) (8,438 ) — (54,859 ) Acquired businesses, net of cash acquired — (1,000 ) (61,306 ) — (62,306 ) Intercompany distributions 10,000 (10,000 ) — — — Investment purchases (8,402 ) — — — (8,402 ) Proceeds from sale of assets — 298 193 — 491 Net cash provided by (used in) investing activities 926 (56,451 ) (69,551 ) — (125,076 ) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 584 — — — 584 Purchase of shares for treasury (72,518 ) — — — (72,518 ) Proceeds from long-term debt 649,568 (253 ) 33,598 — 682,913 Payments of long-term debt (597,613 ) (708 ) (3,813 ) — (602,134 ) Change in short-term borrowings — — 3,138 — 3,138 Financing costs (10,393 ) — (535 ) — (10,928 ) Purchase of ESOP shares (10,000 ) — — — (10,000 ) Tax benefit from exercise/vesting of equity awards, net 273 — — — 273 Dividends paid (9,841 ) 5,000 — — (4,841 ) Other, net 194 54,869 (54,869 ) — 194 Net cash provided by (used in) financing activities (49,746 ) 58,908 (22,481 ) — (13,319 ) CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (1,018 ) — (1,018 ) Effect of exchange rate changes on cash and equivalents — — (1,136 ) — (1,136 ) NET DECREASE IN CASH AND EQUIVALENTS (59,786 ) (5,843 ) (25,064 ) — (90,693 ) CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 68,994 25,343 83,793 — 178,130 CASH AND EQUIVALENTS AT END OF PERIOD $ 9,208 $ 19,500 $ 58,729 $ — $ 87,437 |
DESCRIPTION OF BUSINESS AND B40
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Details) - 9 months ended Jun. 30, 2015 | segmentcompany |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | segment | 3 |
Number of companies | 2 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | |
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Investment sales (purchases) | $ 8,891,000 | $ 8,891,000 | $ (8,402,000) | ||
Gain on settlement of available-for-sale securities | 489,000 | ||||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI for Sale of Securities, Net of Tax | $ 870,000 | ||||
Gains recorded in Other Income for settled contracts | $ 281 | $ 520 | |||
Minimum [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Foreign currency contracts duration | 48 days | ||||
Maximum [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Foreign currency contracts duration | 108 days | ||||
Designated as Hedging Instrument [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Contracts Revenue | $ 12,851,000 | ||||
Contracts Weighted Average Rate Price | $ 1.31 | ||||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Before Tax | 439,000 | $ 439,000 | |||
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax | 307,000 | 307,000 | |||
Gain (loss) recorded in Other Income for settled contracts | 78,000 | 164,000 | |||
Canadian Dollar Forward Contracts [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Derivative asset, notional amount | $ 1,698,000 | $ 1,698,000 | |||
Canadian Dollar Forward Contracts [Member] | Not Designated as Hedging Instrument [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Derivative, average forward exchange rate | 1.25 | 1.25 | |||
Fair Value, Inputs, Level 2 [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Insurance contracts fair value | $ 3,285,000 | $ 3,285,000 | |||
Fair Value, Inputs, Level 2 [Member] | Canadian Dollar Forward Contracts [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Gain (loss) on foreign currency derivative instruments not designated as hedging instruments | $ (159,000) | ||||
Convertible Notes 2017 [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Debt instrument, interest rate, effective percentage | 4.00% | 4.00% | |||
Convertible Notes 2017 [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Convertible debt, fair value disclosures | $ 122,250,000 | $ 122,250,000 | |||
Senior Notes 2022 [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Debt instrument, interest rate, effective percentage | 5.25% | 5.25% | 5.25% | ||
Senior Notes 2022 [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Convertible debt, fair value disclosures | $ 591,000,000 | $ 591,000,000 | |||
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Trading securities | 1,231,000 | 1,231,000 | |||
Portion at Other than Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | |||||
Trading securities | $ 1,000,000 | $ 1,000,000 |
ACQUISITIONS (Details)
ACQUISITIONS (Details) - USD ($) | Apr. 16, 2015 | May. 21, 2014 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 |
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | $ 2,225,000 | $ 62,306,000 | ||||
Guarantor Companies [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | $ 2,225,000 | 1,000,000 | ||||
Babcock Lumber Company Operational Woodmill [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business combination, consideration transferred | $ 2,225,000 | |||||
Cyclone [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business combination, consideration transferred | $ 40,000,000 | |||||
Business acquisition, transaction costs | $ 1,600,000 | 1,600,000 | $ 763 | |||
Northcote Pottery [Member] | Guarantor Companies [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | 22,000,000 | |||||
Business acquisition, transaction costs | $ 798,000 | $ 798,000 |
ACQUISITIONS (Details) - Summar
ACQUISITIONS (Details) - Summary of Fair Values of Assets Acquired - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | May. 21, 2014 |
Business Acquisition [Line Items] | ||||
GOODWILL | $ 362,745 | $ 375,294 | ||
Recent Acquirees [Member] | ||||
Business Acquisition [Line Items] | ||||
GOODWILL | $ 26,024 | |||
Cyclone [Member] | ||||
Business Acquisition [Line Items] | ||||
Current Assets, net of cash acquired | $ 21,116 | |||
PP&E | 488 | |||
GOODWILL | 14,770 | |||
Amortizable intangible assets | 11,608 | |||
Indefinite life intangible assets | 3,548 | |||
Total assets acquired | 51,530 | |||
Total liabilities assumed | (12,005) | |||
Net assets acquired | $ 39,525 | |||
Northcote [Member] | ||||
Business Acquisition [Line Items] | ||||
Current Assets, net of cash acquired | $ 7,398 | |||
PP&E | 1,385 | |||
GOODWILL | 11,254 | |||
Amortizable intangible assets | 6,098 | |||
Indefinite life intangible assets | 3,121 | |||
Total assets acquired | 29,256 | |||
Total liabilities assumed | (7,475) | |||
Net assets acquired | $ 21,781 | |||
2014 Acquirees [Member] | ||||
Business Acquisition [Line Items] | ||||
Current Assets, net of cash acquired | 28,514 | |||
PP&E | 1,873 | |||
GOODWILL | 26,024 | |||
Amortizable intangible assets | 17,706 | |||
Indefinite life intangible assets | 6,669 | |||
Total assets acquired | 80,786 | |||
Total liabilities assumed | (19,480) | |||
Net assets acquired | $ 61,306 |
ACQUISITIONS (Details) - Summ44
ACQUISITIONS (Details) - Summary of Goodwill and Intangible Asset Classifications - USD ($) $ in Thousands | 9 Months Ended | |||
Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | May. 21, 2014 | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 362,745 | $ 375,294 | ||
Customer relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Amortization Period (Years) | 25 years | |||
Recent Acquirees [Member] | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 26,024 | |||
Total Goodwill and Intangibles | 50,399 | |||
Recent Acquirees [Member] | Customer relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Amortizable intangible assets | 17,706 | |||
Recent Acquirees [Member] | Tradenames [Member] | ||||
Business Acquisition [Line Items] | ||||
Indefinite life intangible assets | $ 6,669 | |||
Cyclone [Member] | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 14,770 | |||
Indefinite life intangible assets | 3,548 | |||
Amortizable intangible assets | 11,608 | |||
Total Goodwill and Intangibles | 29,926 | |||
Cyclone [Member] | Customer relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Amortizable intangible assets | 11,608 | |||
Cyclone [Member] | Tradenames [Member] | ||||
Business Acquisition [Line Items] | ||||
Indefinite life intangible assets | $ 3,548 | |||
Northcote [Member] | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 11,254 | |||
Indefinite life intangible assets | 3,121 | |||
Amortizable intangible assets | 6,098 | |||
Total Goodwill and Intangibles | 20,473 | |||
Northcote [Member] | Customer relationships [Member] | ||||
Business Acquisition [Line Items] | ||||
Amortizable intangible assets | 6,098 | |||
Northcote [Member] | Tradenames [Member] | ||||
Business Acquisition [Line Items] | ||||
Indefinite life intangible assets | $ 3,121 |
INVENTORIES (Details) - Summary
INVENTORIES (Details) - Summary of Inventories Stated at Lower Cost - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 78,225 | $ 75,560 |
Work in process | 79,029 | 67,866 |
Finished goods | 160,939 | 146,709 |
Total | $ 318,193 | $ 290,135 |
PROPERTY, PLANT AND EQUIPMENT46
PROPERTY, PLANT AND EQUIPMENT (Details) - Summary of Property Plant and Equipment - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 906,382 | $ 890,983 |
Accumulated depreciation and amortization | (540,018) | (520,418) |
Total | 366,364 | 370,565 |
Land, building and building improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | 123,874 | 127,714 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | 736,021 | 720,417 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property Plant And Equipment Gross | $ 46,487 | $ 42,852 |
PROPERTY, PLANT AND EQUIPMENT47
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense | $ 15,541 | $ 14,766 | $ 46,100 | $ 44,163 |
Selling, general and administrative expense [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation and amortization expense | $ 3,257 | $ 2,507 | $ 9,688 | $ 7,743 |
GOODWILL AND OTHER INTANGIBLE48
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Changes in Carrying Value of Goodwill $ in Thousands | 9 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill [Roll Forward] | |
September 30, 2014 | $ 375,294 |
Other adjustments including currency translations | (12,549) |
June 30, 2015 | 362,745 |
Home & Building Products [Member] | |
Goodwill [Roll Forward] | |
September 30, 2014 | 291,844 |
Other adjustments including currency translations | (3,303) |
June 30, 2015 | 288,541 |
Telephonics [Member] | |
Goodwill [Roll Forward] | |
September 30, 2014 | 18,545 |
June 30, 2015 | 18,545 |
Plastics [Member] | |
Goodwill [Roll Forward] | |
September 30, 2014 | 64,905 |
Other adjustments including currency translations | (9,246) |
June 30, 2015 | $ 55,659 |
GOODWILL AND OTHER INTANGIBLE49
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Gross Carrying Value and Accumulated Amortization of Intangible Assets - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2015 | Sep. 30, 2014 | |
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Gross Carrying Value and Accumulated Amortization of Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 178,103 | $ 186,782 |
Accumulated Amortization | 42,111 | 38,593 |
Trademarks | 83,661 | 85,434 |
Total intangible assets | 261,764 | 272,216 |
Customer Relationships [Member] | ||
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Gross Carrying Value and Accumulated Amortization of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 171,959 | 180,282 |
Accumulated Amortization | $ 38,676 | 35,280 |
Average Life (Years) | 25 years | |
Unpatented Technology [Member] | ||
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Gross Carrying Value and Accumulated Amortization of Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 6,144 | 6,500 |
Accumulated Amortization | $ 3,435 | $ 3,313 |
Average Life (Years) | 13 years |
GOODWILL AND OTHER INTANGIBLE50
GOODWILL AND OTHER INTANGIBLES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of Intangible Assets | $ 1,907 | $ 2,028 | $ 5,801 | $ 5,864 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate reconciliation, provision (benefit) percent | (34.70%) | 12.20% | (36.30%) | (38.00%) |
Effective income tax rate reconciliation, change in enacted tax rate, amount | $ (250) | $ (1,540) | $ 244 | $ (1,860) |
Effective income tax rate reconciliation, nondeductible provision (benefit) percent | 36.30% | 36.60% | 35.70% | 36.70% |
LONG-TERM DEBT (Details) - Summ
LONG-TERM DEBT (Details) - Summary of Long-Term Debt - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 859,522 | $ 822,571 |
less: Current portion, Outstanding Balance | (11,771) | (7,886) |
Long-term debt, Outstanding Balance | 847,751 | 814,685 |
Original Issuer Discount | (6,628) | (9,584) |
less: Current portion, Original Issuer Discount | 0 | 0 |
Long-term debt, Original Issuer Discount | (6,628) | (9,584) |
Balance Sheet | 840,470 | 799,187 |
less: Current portion | (11,771) | (7,886) |
Long-term debt | 828,699 | 791,301 |
Capitalized Fees & Expenses | (12,424) | (13,800) |
Senior notes due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 600,000 | 600,000 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 591,413 | 590,447 |
Capitalized Fees & Expenses | $ (8,587) | $ (9,553) |
Coupon Interest Rate | 5.25% | 5.25% |
Revolver due 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 65,000 | $ 25,000 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 62,838 | 22,991 |
Capitalized Fees & Expenses | (2,162) | (2,009) |
Convert. debt due 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 100,000 | 100,000 |
Original Issuer Discount | (6,628) | (9,584) |
Balance Sheet | 92,670 | 89,382 |
Capitalized Fees & Expenses | $ (702) | $ (1,034) |
Coupon Interest Rate | 4.00% | 4.00% |
Real estate mortgages [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 15,744 | $ 16,388 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 15,276 | 15,812 |
Capitalized Fees & Expenses | (468) | (576) |
ESOP Loans [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 37,295 | 38,946 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 37,056 | 38,684 |
Capitalized Fees & Expenses | (239) | (262) |
Capital lease - real estate [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 7,785 | 8,551 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 7,623 | 8,370 |
Capitalized Fees & Expenses | $ (162) | $ (181) |
Coupon Interest Rate | 5.00% | 5.00% |
Non U.S. lines of credit [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 7,116 | $ 3,306 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 7,108 | 3,306 |
Capitalized Fees & Expenses | (8) | 0 |
Non U.S. term loans [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 24,879 | 28,470 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 24,783 | 28,309 |
Capitalized Fees & Expenses | (96) | (161) |
Other long term debt [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 1,703 | 1,910 |
Original Issuer Discount | 0 | 0 |
Balance Sheet | 1,703 | 1,886 |
Capitalized Fees & Expenses | $ 0 | $ (24) |
LONG-TERM DEBT (Details) - Su53
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Effective Interest Rate | 6.00% | |||
Cash Interest | $ (10,541) | $ (10,060) | $ (31,041) | $ (32,395) |
Amort. Debt Discount | (1,004) | (921) | (2,956) | (2,713) |
Amort. Deferred Cost & Other Fees | 624 | 680 | 1,938 | 2,076 |
Total Interest Expense | $ (12,169) | (11,661) | (35,935) | $ (37,184) |
Senior notes due 2018 [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Effective Interest Rate | 7.40% | |||
Cash Interest | 0 | $ (15,930) | ||
Amort. Debt Discount | 0 | 0 | ||
Amort. Deferred Cost & Other Fees | 0 | 667 | ||
Total Interest Expense | $ 0 | $ (16,597) | ||
Senior notes due 2022 [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Effective Interest Rate | 5.50% | 5.50% | 5.50% | |
Cash Interest | $ (7,875) | (7,875) | $ (23,625) | $ (10,675) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 323 | 310 | 967 | 421 |
Total Interest Expense | (8,198) | (8,185) | (24,592) | (11,096) |
Revolver due 2019 [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Cash Interest | (761) | (309) | (1,758) | (782) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 116 | 144 | 407 | 422 |
Total Interest Expense | $ (877) | $ (453) | $ (2,165) | $ (1,204) |
Convert. debt due 2017 [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Effective Interest Rate | 9.20% | 9.10% | 9.10% | 9.10% |
Cash Interest | $ (1,000) | $ (1,000) | $ (3,000) | $ (3,000) |
Amort. Debt Discount | (1,004) | (921) | (2,956) | (2,713) |
Amort. Deferred Cost & Other Fees | 111 | 112 | 332 | 333 |
Total Interest Expense | $ (2,115) | $ (2,033) | $ (6,288) | $ (6,046) |
Real estate mortgages [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Effective Interest Rate | 3.80% | 3.80% | 3.90% | 4.00% |
Cash Interest | $ (117) | $ (124) | $ (357) | $ (376) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 36 | 35 | 108 | 108 |
Total Interest Expense | $ (153) | $ (159) | $ (465) | $ (484) |
ESOP Loans [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Effective Interest Rate | 2.90% | 2.90% | 2.90% | 3.20% |
Cash Interest | $ (255) | $ (192) | $ (769) | $ (524) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 17 | 25 | 52 | 32 |
Total Interest Expense | $ (272) | $ (217) | $ (821) | $ (556) |
Capital lease - real estate [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Effective Interest Rate | 5.30% | 5.30% | 5.30% | 5.40% |
Cash Interest | $ (100) | $ (112) | $ (308) | $ (345) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 6 | 5 | 19 | 19 |
Total Interest Expense | (106) | (117) | (327) | (364) |
Non U.S. lines of credit [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Cash Interest | (195) | (307) | (445) | (724) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 0 | 27 | 0 | 27 |
Total Interest Expense | (195) | (334) | (445) | (751) |
Non U.S. term loans [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Cash Interest | (324) | (273) | (1,049) | (426) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 14 | 13 | 44 | 17 |
Total Interest Expense | (338) | (286) | (1,093) | (443) |
Other long term debt [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Cash Interest | (12) | (6) | (65) | (17) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 1 | 9 | 9 | 30 |
Total Interest Expense | (13) | (15) | (74) | (47) |
Capitalized interest [Member] | ||||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||||
Cash Interest | (98) | (138) | (335) | (404) |
Amort. Debt Discount | 0 | 0 | 0 | 0 |
Amort. Deferred Cost & Other Fees | 0 | 0 | 0 | 0 |
Total Interest Expense | $ (98) | $ (138) | $ (335) | $ (404) |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) | Mar. 13, 2015USD ($) | Feb. 27, 2014USD ($) | Dec. 21, 2009USD ($) | Jul. 31, 2014USD ($) | May. 31, 2014USD ($) | Dec. 31, 2013USD ($)loan | Nov. 30, 2010EUR (€) | Jun. 30, 2015USD ($) | Jun. 30, 2015CAD | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2014USD ($) | Jun. 30, 2014CAD | Sep. 30, 2014USD ($) | Sep. 30, 2011EUR (€) | Sep. 30, 2007USD ($) | Jun. 30, 2015AUDline_of_credit | Jun. 30, 2015USD ($)line_of_credit$ / shares | Jun. 30, 2015CADline_of_credit | Jun. 30, 2014AUD | Jun. 30, 2014USD ($) | May. 31, 2014AUDloan | Feb. 14, 2014USD ($) | Oct. 21, 2013USD ($)property |
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | $ 21,098,000 | $ 17,175,000 | ||||||||||||||||||||||
Payment of tender offer premium | $ 31,530,000 | |||||||||||||||||||||||
Interest paid | $ 10,541,000 | $ 10,060,000 | 31,041,000 | $ 32,395,000 | ||||||||||||||||||||
Underwriting fees and other expense capitalized | $ 10,313,000 | |||||||||||||||||||||||
Loss from debt extinguishment, net | 0 | $ 0 | 0 | (38,890,000) | ||||||||||||||||||||
Write off of deferred debt issuance cost | 6,574,000 | |||||||||||||||||||||||
Prepaid interest on defeased note on extinguishment of debt | $ 786,000 | |||||||||||||||||||||||
Maximum percentage of equity interest of subsidiaries borrowings guaranteed | 65.00% | |||||||||||||||||||||||
Line of credit facility, amount outstanding | $ 17,200,000 | |||||||||||||||||||||||
Number of properties refinanced | property | 2 | |||||||||||||||||||||||
Debt instrument, description of variable rate basis | The revolving credit facility accrues interest at EURIBOR plus 2.20% per annum (2.20% at June 30, 2015). | |||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 1.30% | 2.20% | ||||||||||||||||||||||
Long-term debt, gross | 822,571,000 | 859,522,000 | ||||||||||||||||||||||
Number of refinanced ESOP loan | loan | 2 | |||||||||||||||||||||||
Number of new term loan refinance from esop loans | loan | 1 | |||||||||||||||||||||||
Amount of line note available to purchase common stock in open market | $ 10,000,000 | |||||||||||||||||||||||
Shares purchased for award value | $ 20,000,000 | |||||||||||||||||||||||
Shares purchased for award value (usd per share) | $ / shares | $ 12.57 | |||||||||||||||||||||||
Stock Issued During Period, Shares, Employee Stock Ownership Plan | shares | 1,591,117 | |||||||||||||||||||||||
Proceeds from issuance of long-term debt | $ 121,523,000 | 682,913,000 | ||||||||||||||||||||||
Capital lease maturity year | 2,022 | |||||||||||||||||||||||
Long-term debt, percentage bearing fixed interest, percentage rate | 5.00% | |||||||||||||||||||||||
Debt instrument, interest rate during period | 6.00% | |||||||||||||||||||||||
Northcote Holdings Pty. Ltd [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, amount outstanding | $ 0 | |||||||||||||||||||||||
Debt instrument, number of loans | 2 | 2 | 2 | 2 | ||||||||||||||||||||
Convert. debt due 2017 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | $ 100,000,000 | |||||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 4.00% | |||||||||||||||||||||||
Debt instrument, convertible, conversion ratio | 69.3811 | |||||||||||||||||||||||
Debt conversion, converted instrument, amount | 1,000 | |||||||||||||||||||||||
Debt instrument, convertible, conversion price (in Dollars per share) | $ / shares | $ 14.41 | |||||||||||||||||||||||
Debt instrument, convertible, terms of conversion feature | 1.00% | |||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price Adjustment | $ / shares | $ 0.04 | |||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Ratio Adjustment | 0.25% | 0.25% | 0.25% | |||||||||||||||||||||
Debt instrument, convertible, if-converted value in excess of principal | $ 15,720,000 | |||||||||||||||||||||||
LIBOR Rate [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, interest rate during period | 2.25% | |||||||||||||||||||||||
Revolver due 2019 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, amount outstanding | $ 65,000,000 | |||||||||||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 167,800,000 | |||||||||||||||||||||||
Revolver due 2019 [Member] | Letter Of Credit Subfacility [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 50,000 | $ 60,000,000 | ||||||||||||||||||||||
Revolver due 2019 [Member] | Multicurrency Subfacility [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | 50,000,000 | |||||||||||||||||||||||
Revolver due 2019 [Member] | Margin Rate [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, interest rate during period | 1.25% | |||||||||||||||||||||||
Revolver Due 2020 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 250,000 | |||||||||||||||||||||||
Convertible Notes 2017 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 4.00% | 4.00% | 4.00% | |||||||||||||||||||||
Senior notes due 2022 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | $ 600,000,000 | |||||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 5.25% | |||||||||||||||||||||||
Interest paid | $ 7,875,000 | $ 7,875,000 | $ 23,625,000 | $ 10,675,000 | ||||||||||||||||||||
Long-term debt, gross | $ 600,000,000 | $ 600,000,000 | ||||||||||||||||||||||
Debt instrument, interest rate during period | 5.50% | 5.50% | 5.50% | 5.50% | 5.50% | |||||||||||||||||||
Debt instrument, interest rate, effective percentage | 5.25% | 5.25% | 5.25% | 5.25% | ||||||||||||||||||||
Senior notes due 2018 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 7.125% | 7.125% | 7.125% | |||||||||||||||||||||
Interest paid | $ 0 | $ 15,930,000 | ||||||||||||||||||||||
Loss from debt extinguishment, net | $ (38,890,000) | |||||||||||||||||||||||
Debt instrument, interest rate during period | 7.40% | 7.40% | ||||||||||||||||||||||
Senior Notes [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest paid | 16,716,000 | |||||||||||||||||||||||
Real estate mortgages [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest paid | $ 117,000 | $ 124,000 | $ 357,000 | $ 376,000 | ||||||||||||||||||||
Debt instrument, description of variable rate basis | The loans bear interest at a rate of LIBOR plus 2.75% | |||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||||||||||||||||||||
Long-term debt, gross | $ 16,388,000 | $ 15,744,000 | ||||||||||||||||||||||
Debt instrument, interest rate during period | 3.80% | 3.80% | 3.80% | 3.90% | 4.00% | 4.00% | ||||||||||||||||||
ESOP Loans [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest paid | $ 255,000 | $ 192,000 | $ 769,000 | $ 524,000 | ||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.38% | |||||||||||||||||||||||
Long-term debt, gross | 38,946,000 | 37,295,000 | ||||||||||||||||||||||
Debt instrument, periodic payment, principal | $ 551,000 | |||||||||||||||||||||||
Debt instrument balloon payment | $ 30,137,000 | |||||||||||||||||||||||
Debt instrument, interest rate during period | 2.90% | 2.90% | 2.90% | 2.90% | 3.20% | 3.20% | ||||||||||||||||||
ESOP Loan July 2014 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Amount of line note available to purchase common stock in open market | $ 10,000,000 | |||||||||||||||||||||||
ESOP Loan July 2014 [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.38% | |||||||||||||||||||||||
Term Loan December 2013 and May 2014 [Member] | Northcote Holdings Pty. Ltd [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, amount outstanding | $ 24,783,000 | |||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.80% | |||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 4.96% | 4.96% | 4.96% | |||||||||||||||||||||
Term Loan [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Proceeds from long-term lines of credit | € | € 20,000,000 | |||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 2.20% | 2.20% | 2.20% | |||||||||||||||||||||
Term Loan [Member] | Northcote Holdings Pty. Ltd [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | AUD | AUD 12,500,000 | |||||||||||||||||||||||
Term Loan [Member] | Brazilian CDI [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Debt instrument, interest rate during period | 19.64% | |||||||||||||||||||||||
Term Loan May 2014 [Member] | Northcote Holdings Pty. Ltd [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | AUD | AUD 20,000,000 | |||||||||||||||||||||||
Debt instrument, periodic payment, principal | $ 625,000 | |||||||||||||||||||||||
Capital lease - real estate [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest paid | $ 100,000 | $ 112,000 | $ 308,000 | $ 345,000 | ||||||||||||||||||||
Long-term debt, gross | $ 8,551,000 | $ 7,785,000 | ||||||||||||||||||||||
Proceeds from issuance of long-term debt | $ 14,290,000 | |||||||||||||||||||||||
Debt instrument, interest rate during period | 5.30% | 5.30% | 5.30% | 5.30% | 5.40% | 5.40% | ||||||||||||||||||
Debt instrument, interest rate, effective percentage | 5.00% | 5.00% | 5.00% | 5.00% | ||||||||||||||||||||
Revolver Due 2013 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Proceeds from long-term lines of credit | € | € 10,000,000 | |||||||||||||||||||||||
Non U.S. term loans [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest paid | $ 324,000 | $ 273,000 | $ 1,049,000 | $ 426,000 | ||||||||||||||||||||
Line of credit facility, amount outstanding | $ 2,769,000 | |||||||||||||||||||||||
Long-term debt, gross | $ 28,470,000 | 24,879,000 | ||||||||||||||||||||||
Maintains maximum amount of line of credit | 4,125,000 | |||||||||||||||||||||||
Non U.S. lines of credit [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest paid | 195,000 | 307,000 | 445,000 | 724,000 | ||||||||||||||||||||
Line of credit facility, amount outstanding | 4,347,000 | CAD 5,355,000 | ||||||||||||||||||||||
Long-term debt, gross | 3,306,000 | 7,116,000 | ||||||||||||||||||||||
Proceeds from long-term lines of credit | 7,829,000 | CAD 9,645,000 | CAD 15,000,000 | |||||||||||||||||||||
Non U.S. lines of credit [Member] | Line of Credit One [Member] | Northcote Holdings Pty. Ltd [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 3,000,000 | |||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 4.41% | 4.41% | 4.41% | |||||||||||||||||||||
Non U.S. lines of credit [Member] | Line of Credit Two [Member] | Northcote Holdings Pty. Ltd [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | AUD 5,000,000 | $ 5,000,000 | ||||||||||||||||||||||
Debt instrument, basis spread on variable rate | 2.50% | |||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 4.66% | 4.66% | 4.66% | |||||||||||||||||||||
Non U.S. lines of credit [Member] | LIBOR Rate [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, interest rate at period end | 1.58% | 1.58% | 1.58% | |||||||||||||||||||||
Non U.S. lines of credit [Member] | Bankers Acceptance Rate [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Line of credit facility, interest rate at period end | 2.22% | 2.22% | 2.22% | |||||||||||||||||||||
Revolver due 2019 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Interest paid | $ 761,000 | $ 309,000 | $ 1,758,000 | $ 782,000 | ||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 225,000,000 | |||||||||||||||||||||||
Long-term debt, gross | $ 25,000,000 | $ 65,000,000 | ||||||||||||||||||||||
Senior notes due 2018 [Member] | Senior Notes [Member] | Senior Notes 2022 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Face amount | $ 550,000,000 | |||||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 7.125% | |||||||||||||||||||||||
Payment of tender offer premium | $ 31,530,000 | |||||||||||||||||||||||
Fair Value, Inputs, Level 1 [Member] | Convertible Notes 2017 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Convertible debt, fair value disclosures | 122,250,000 | |||||||||||||||||||||||
Fair Value, Inputs, Level 1 [Member] | Senior notes due 2022 [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||
Convertible debt, fair value disclosures | $ 591,000,000 |
EARNINGS PER SHARE (EPS) (Detai
EARNINGS PER SHARE (EPS) (Details) - Summary of Reconciliation of Share Amounts Used in Earnings Per Share - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average shares outstanding - basic | 44,025 | 48,370 | 45,228 | 50,038 |
Incremental shares from stock based compensation | 2,056 | 1,466 | 1,929 | 0 |
Convertible debt due 2017 | 899 | 0 | 128 | 0 |
Weighted average shares outstanding - diluted | 46,980 | 49,836 | 47,285 | 50,038 |
Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive restricted stock excluded from diluted EPS computation | 480 | 643 | 514 | 643 |
Restricted stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive restricted stock excluded from diluted EPS computation | 0 | 0 | 0 | 1,609 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) - USD ($) | Jul. 30, 2015 | Jan. 30, 2014 | Jul. 29, 2015 | Dec. 31, 2013 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Sep. 30, 2014 | Jun. 30, 2015 | Mar. 20, 2015 | May. 31, 2014 | Dec. 10, 2013 |
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Common stock, dividends, per share, cash paid (in Dollars per share) | $ 0.04 | $ 0.03 | $ 0.12 | $ 0.09 | $ 0.12 | ||||||||||
Number of additional shares authorized for awards (in Shares) | 1,200,000 | ||||||||||||||
Share-based compensation arrangement by share-based payment award, description | Options granted under the Incentive Plan may be either “incentive stock options” or nonqualified stock options, generally expire ten years after the date of grant and are granted at an exercise price of not less than 100% of the fair market value at the date of grant. | ||||||||||||||
Share-based compensation arrangement by share-based payment award, expiration period | 10 years | ||||||||||||||
Maximum percentage of exercise price at grand date fair value | 100.00% | ||||||||||||||
Stock-based compensation | $ 2,931,000 | $ 3,137,000 | $ 8,303,000 | $ 8,133,000 | |||||||||||
Stock repurchase program, authorized amount | $ 50,000,000 | $ 50,000,000 | |||||||||||||
Stock Repurchase Program, Additional Authorized Amount | $ 50,000 | ||||||||||||||
Stock Repurchased During Period, Shares | 630,185 | 4,444,444 | 1,234,214 | 3,840,455,000 | 10,835,317 | ||||||||||
Stock repurchased during period, value | $ 10,109,000 | $ 20,628,000 | $ 57,126,000 | $ 129,323,000 | |||||||||||
Stock repurchased during period per share (in Dollars per share) | $ 11.25 | $ 16.71 | $ 14.87 | $ 11.94 | |||||||||||
Stock repurchase program, remaining authorized repurchase amount | $ 71,625,000 | $ 21,625,000 | $ 31,734,000 | $ 31,734,000 | $ 31,734,000 | ||||||||||
Shares paid for tax withholding for share based compensation (in Shares) | 76,786 | 761 | |||||||||||||
Shares paid for tax withholding for share based compensation, value | $ 1,092,000 | $ 12,000 | |||||||||||||
Shares paid for tax withholding for share based compensation, value per share (in Dollars per share) | $ 14.22 | $ 16.32 | |||||||||||||
Stock repurchase during period stock closing price discount percent | 9.20% | ||||||||||||||
Stock repurchase program, number of shares authorized to be repurchased (in Shares) | 5,560,000 | 5,560,000 | |||||||||||||
Stock repurchase program number of shares authorized to be repurchased percent | 10.00% | 10.00% | |||||||||||||
Subsequent Event [Member] | |||||||||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Dividends declared, amount per share (in Dollars per share) | $ 0.04 | ||||||||||||||
Stock Repurchase Program, Additional Authorized Amount | $ 50,000 | ||||||||||||||
Incentive Plan [Member] | |||||||||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Number of shares authorized for award (in Shares) | 4,200,000 | 4,200,000 | 4,200,000 | ||||||||||||
New shares issued (in Shares) | 600,000 | ||||||||||||||
Incentive Stock Options [Member] | |||||||||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Number of shares available for grant (in Shares) | 401,185 | 401,185 | 401,185 | ||||||||||||
2006 Equity Incentive Plan [Member] | |||||||||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Share based compensation arrangement by share based payment award equity instruments other than options additional grants in future (in Shares) | 0 | 0 | 0 | ||||||||||||
Restricted Stock [Member] | |||||||||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Equity instruments other than options, grants in period (in Shares) | 14,060 | 201,399 | 462,032 | ||||||||||||
Award vesting period | 3 years | ||||||||||||||
Equity instruments other than options, vested in period, fair value | $ 230,000 | $ 2,805,000 | $ 5,775,000 | ||||||||||||
Equity instruments other than options, grants in period, weighted average grant date fair value (in Dollars per share) | $ 16.38 | $ 13.93 | $ 12.50 | ||||||||||||
Performance Shares [Member] | |||||||||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Equity instruments other than options, grants in period (in Shares) | 458,016 | ||||||||||||||
Subject to Performance Conditions [Member] | Restricted Stock [Member] | |||||||||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||||||||
Equity instruments other than options, grants in period (in Shares) | 146,699 |
BUSINESS SEGMENTS (Details) - S
BUSINESS SEGMENTS (Details) - Summary of Reconciliation of Segment Profit Before Taxes and Operations - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2014 | Jan. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
Home & Building Products: | ||||||||
Revenue | $ 511,694,000 | $ 505,039,000 | $ 1,513,874,000 | $ 1,466,184,000 | ||||
Segment operating profit: | ||||||||
Segment operating profit | 27,914,000 | 21,814,000 | 72,816,000 | 58,468,000 | ||||
Net interest expense | (12,150,000) | (11,541,000) | (35,644,000) | (37,003,000) | ||||
Unallocated amounts | (9,008,000) | (6,521,000) | (24,852,000) | (22,895,000) | ||||
Income before taxes | 16,693,000 | 12,894,000 | 36,893,000 | (13,115,000) | ||||
Segment adjusted EBITDA: | ||||||||
Segment adjusted EBITDA | 55,182,000 | 49,605,000 | 148,945,000 | 139,686,000 | ||||
Net interest expense | (12,150,000) | (11,541,000) | (35,644,000) | (37,003,000) | ||||
Consolidated depreciation and amortization | 17,448,000 | 16,795,000 | 51,901,000 | 50,027,000 | ||||
Unallocated amounts | (9,008,000) | (6,521,000) | (24,852,000) | (22,895,000) | ||||
Restructuring charges | 0 | (358,000) | $ (692,000) | $ (842,000) | 0 | (1,892,000) | ||
Acquisition costs | 0 | (1,600,000) | 0 | (2,398,000) | ||||
Segment: | ||||||||
Capital expenditures | 15,652,000 | 20,014,000 | 55,365,000 | 54,859,000 | ||||
Ames True Temper Inc [Member] | ||||||||
Home & Building Products: | ||||||||
Revenue | 140,614,000 | 132,179,000 | 432,816,000 | 389,492,000 | ||||
Segment adjusted EBITDA: | ||||||||
Restructuring charges | $ (7,941,000) | |||||||
Clopay Building Products [Member] | ||||||||
Home & Building Products: | ||||||||
Revenue | 131,577,000 | 121,814,000 | 374,690,000 | 334,494,000 | ||||
Home And Building Products [Member] | ||||||||
Home & Building Products: | ||||||||
Revenue | 272,191,000 | 253,993,000 | 807,506,000 | 723,986,000 | ||||
Segment operating profit: | ||||||||
Segment operating profit | 16,268,000 | 9,747,000 | 41,288,000 | 27,958,000 | ||||
Segment adjusted EBITDA: | ||||||||
Segment adjusted EBITDA | 25,386,000 | 19,596,000 | 67,186,000 | 55,787,000 | ||||
Consolidated depreciation and amortization | 9,118,000 | 7,891,000 | 25,898,000 | 23,539,000 | ||||
Restructuring charges | (358,000) | (1,892,000) | ||||||
Segment: | ||||||||
Capital expenditures | 8,644,000 | 8,194,000 | 30,019,000 | 23,384,000 | ||||
Telephonics [Member] | ||||||||
Home & Building Products: | ||||||||
Revenue | 115,340,000 | 102,446,000 | 304,685,000 | 302,656,000 | ||||
Segment operating profit: | ||||||||
Segment operating profit | 13,284,000 | 13,134,000 | 29,915,000 | 34,463,000 | ||||
Segment adjusted EBITDA: | ||||||||
Segment adjusted EBITDA | 15,712,000 | 15,087,000 | 37,360,000 | 40,018,000 | ||||
Consolidated depreciation and amortization | 2,428,000 | 1,953,000 | 7,445,000 | 5,555,000 | ||||
Restructuring charges | $ (4,244) | |||||||
Segment: | ||||||||
Capital expenditures | 1,644,000 | 6,082,000 | 3,952,000 | 14,969,000 | ||||
Plastics [Member] | ||||||||
Home & Building Products: | ||||||||
Revenue | 124,163,000 | 148,600,000 | 401,683,000 | 439,542,000 | ||||
Segment operating profit: | ||||||||
Segment operating profit | 8,299,000 | 8,075,000 | 26,186,000 | 23,252,000 | ||||
Segment adjusted EBITDA: | ||||||||
Segment adjusted EBITDA | 14,084,000 | 14,922,000 | 44,399,000 | 43,881,000 | ||||
Consolidated depreciation and amortization | 5,785,000 | 6,847,000 | 18,213,000 | 20,629,000 | ||||
Segment: | ||||||||
Capital expenditures | 4,820,000 | 5,063,000 | 19,985,000 | 15,213,000 | ||||
Operating Segments [Member] | ||||||||
Segment operating profit: | ||||||||
Segment operating profit | 37,851,000 | 30,956,000 | 97,389,000 | 85,673,000 | ||||
Segment adjusted EBITDA: | ||||||||
Consolidated depreciation and amortization | 17,331,000 | 16,691,000 | 51,556,000 | 49,723,000 | ||||
Segment: | ||||||||
Capital expenditures | 15,108,000 | 19,339,000 | 53,956,000 | 53,566,000 | ||||
Corporate, Non-Segment [Member] | ||||||||
Segment adjusted EBITDA: | ||||||||
Consolidated depreciation and amortization | 117,000 | 104,000 | 345,000 | 304,000 | ||||
Segment: | ||||||||
Capital expenditures | $ 544,000 | $ 675,000 | $ 1,409,000 | $ 1,293,000 |
BUSINESS SEGMENTS (Details) -58
BUSINESS SEGMENTS (Details) - Summary of Segment Assets - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Segment assets: | ||
Continuing Assets | $ 1,717,996 | $ 1,806,259 |
Assets of discontinued operations | 3,756 | 3,750 |
Total Assets | 1,721,752 | 1,810,009 |
Home And Building Products [Member] | ||
Segment assets: | ||
Continuing Assets | 1,062,188 | 1,033,453 |
Telephonics [Member] | ||
Segment assets: | ||
Continuing Assets | 296,937 | 319,327 |
Plastics [Member] | ||
Segment assets: | ||
Continuing Assets | 348,743 | 389,464 |
Operating Segments [Member] | ||
Segment assets: | ||
Continuing Assets | 1,707,868 | 1,742,244 |
Corporate, Non-Segment [Member] | ||
Segment assets: | ||
Continuing Assets | $ 10,128 | $ 64,015 |
DEFINED BENEFIT PENSION EXPEN59
DEFINED BENEFIT PENSION EXPENSE (Details) - Summary of Defined Benefit Pension Expense - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||||
Service cost | $ 0 | $ 0 | $ 0 | $ 90 |
Interest cost | 2,207 | 2,416 | 6,621 | 7,415 |
Expected return on plan assets | (2,932) | (2,820) | (8,796) | (8,590) |
Amortization: | ||||
Prior service cost | 4 | 4 | 12 | 11 |
Recognized actuarial loss | 541 | 485 | 1,623 | 1,463 |
Net periodic expense (income) | $ (180) | $ 85 | $ (540) | $ 389 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - Summary of Discontinued Operations - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Assets of discontinued operations: | ||
Prepaid and other current assets | $ 1,625 | $ 1,624 |
Other long-term assets | 2,131 | 2,126 |
Total assets of discontinued operations | 3,756 | 3,750 |
Liabilities of discontinued operations: | ||
Accrued liabilities, current | 2,392 | 3,282 |
Other long-term liabilities | 3,244 | 3,830 |
Total liabilities of discontinued operations | $ 5,636 | $ 7,112 |
DISCONTINUED OPERATIONS (Deta61
DISCONTINUED OPERATIONS (Details) - USD ($) | 9 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Installation Services revenue | $ 0 | $ 0 |
RESTRUCTURING AND OTHER RELAT62
RESTRUCTURING AND OTHER RELATED CHARGES (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2014USD ($)position | Jan. 31, 2013USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ 0 | $ (358,000) | $ (692,000) | $ (842,000) | $ 0 | $ (1,892,000) | ||
Telephonics [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ (4,244) | |||||||
Number of positions eliminated | position | 80 | |||||||
Home And Building Products [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ (358,000) | $ (1,892,000) | ||||||
Ames True Temper Inc [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ (7,941,000) | |||||||
Ames True Temper Inc [Member] | Capital Expenditures [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring and related cost, cost incurred to date | 19,964,000 | |||||||
Ames True Temper Inc [Member] | Cash Charges [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | (4,016,000) | |||||||
Ames True Temper Inc [Member] | Asset Impairment [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | (3,925,000) | |||||||
Ames True Temper Inc [Member] | One-time Termination Benefits [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | (2,622,000) | |||||||
Ames True Temper Inc [Member] | Facility Closing [Member] | ||||||||
Restructuring Cost and Reserve [Line Items] | ||||||||
Restructuring charges | $ (1,394,000) |
RESTRUCTURING AND OTHER RELAT63
RESTRUCTURING AND OTHER RELATED CHARGES (Details) - Summary of Accrued Liability for the Restructuring and Related Charges - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
Amounts incurred in: | ||||||
Amount incurred in | $ 0 | $ 358 | $ 692 | $ 842 | $ 0 | $ 1,892 |
Workforce Reduction [Member] | ||||||
Amounts incurred in: | ||||||
Amount incurred in | 289 | 495 | 638 | 1,422 | ||
Restructuring Reserve [Roll Forward] | ||||||
Accrued liability | 5,228 | |||||
Payments | (4,396) | |||||
Accrued liability | 832 | $ 832 | ||||
Facilities & Exit Costs [Member] | ||||||
Amounts incurred in: | ||||||
Amount incurred in | 47 | 137 | 95 | 279 | ||
Other [Member] | ||||||
Amounts incurred in: | ||||||
Amount incurred in | $ 22 | $ 60 | $ 109 | $ 191 |
OTHER EXPENSE (Details)
OTHER EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Other Income and Expenses [Abstract] | ||||
Foreign currency transaction gain (loss), before tax | $ 722 | $ 365 | $ (803) | $ 1,044 |
Investment income, net | $ (36) | $ 1,437 | $ 527 | $ 1,563 |
WARRANTY LIABILITY (Details)
WARRANTY LIABILITY (Details) | 9 Months Ended |
Jun. 30, 2015 | |
Telephonics [Member] | Minimum [Member] | |
WARRANTY LIABILITY (Details) [Line Items] | |
Product Warranty Period | 1 year |
Telephonics [Member] | Maximum [Member] | |
WARRANTY LIABILITY (Details) [Line Items] | |
Product Warranty Period | 2 years |
Ames True Temper Inc [Member] | |
WARRANTY LIABILITY (Details) [Line Items] | |
Product Warranty Period | 90 days |
WARRANTY LIABILITY (Details) -
WARRANTY LIABILITY (Details) - Summary of Changes in Warrant Liability Included in Accrued Liabilities - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||||
Balance, beginning of period | $ 4,934 | $ 6,649 | ||
Warranties issued and changes in estimated pre-existing warranties | $ 1,057 | $ 576 | 3,848 | 2,677 |
Actual warranty costs incurred | (1,803) | (1,199) | (3,854) | (2,838) |
Balance, end of period | $ 4,928 | $ 6,488 | $ 4,928 | $ 6,488 |
OTHER COMPREHENSIVE INCOME (L67
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Summary of Other Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Pre-tax | ||||
Foreign currency translation adjustments | $ 4,801 | $ 2,809 | $ (41,083) | $ 896 |
Pension and other defined benefit plans | 545 | 491 | 1,635 | 2,682 |
Gain on cash flow hedge | 278 | 0 | 74 | 0 |
Available-for-sale securities | (1,370) | 0 | ||
Total other comprehensive income (loss) | 5,624 | 3,300 | (40,744) | 3,578 |
Tax | ||||
Pension and other defined benefit plans | (192) | (174) | (576) | (950) |
Gain on cash flow hedge | (69) | 0 | (19) | 0 |
Available-for-sale securities | 500 | 0 | ||
Total other comprehensive income (loss) | (261) | (174) | (95) | (950) |
Net of tax | ||||
Foreign currency translation adjustments | 4,801 | 2,809 | (41,083) | 896 |
Pension and other defined benefit plans | 353 | 317 | 1,059 | 1,732 |
Gain on cash flow hedge | 209 | 0 | 55 | 0 |
Available-for-sale securities | 0 | 0 | (870) | 0 |
Total other comprehensive income (loss), net of taxes | $ 5,363 | $ 3,126 | $ (40,839) | $ 2,628 |
OTHER COMPREHENSIVE INCOME (L68
OTHER COMPREHENSIVE INCOME (LOSS)-AOCI (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 |
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | $ (70,903) | $ (30,064) |
Foreign currency translation adjustments [Member] | ||
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | (44,903) | (3,820) |
Pension and other defined benefit plans [Member] | ||
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | (26,307) | (27,366) |
Gain on cash flow hedge [Member] | ||
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | 307 | 252 |
Available-for-sale securities [Member] | ||
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | $ 0 | $ 870 |
OTHER COMPREHENSIVE INCOME (L69
OTHER COMPREHENSIVE INCOME (LOSS)- Total comprehensive income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Equity [Abstract] | ||||
Net income | $ 10,893 | $ 14,464 | $ 23,486 | $ (8,125) |
Other comprehensive income (loss), net of taxes | 5,363 | 3,126 | (40,839) | 2,628 |
Comprehensive loss | $ 16,256 | $ 17,590 | $ (17,353) | $ (5,497) |
OTHER COMPREHENSIVE INCOME (L70
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Summary of Amounts Reclassified from Accumulated Other Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||
Pension amortization | $ (545) | $ (491) | $ (1,635) | $ (2,682) |
Cash flow hedges | 100 | 0 | 520 | 0 |
Available-for-sale securities | 0 | 0 | 1,370 | 0 |
Total gain (loss) | (445) | (491) | 255 | (2,682) |
Tax benefit (expense) | (162) | (174) | 80 | (950) |
Amounts reclassified from accumulated other comprehensive income (loss) | $ (283) | $ (317) | $ 175 | $ (1,732) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | Jun. 30, 2015 | Feb. 28, 2011 | Apr. 30, 2009 |
Commitments and Contingencies Disclosure [Abstract] | |||
Net capital cost value | $ 5,000,000 | ||
Obligation under consent order | $ 0 | ||
Net capital cost value in proposed remedial action plan | $ 10,000,000 | ||
Loss contingency claim asserted | $ 0 |
CONSOLIDATING GUARANTOR AND N72
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Jun. 30, 2015 | Total |
Consolidating Guarantor And Non Guarantor Financial Information [Abstract] | |
Noncontrolling interest, ownership percentage by parent | 100.00% |
Maximum percentage of segment adjusted EBITDA to business EBITDA | 50.00% |
CONSOLIDATING GUARANTOR AND N73
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of Condensed Consolidating Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
CURRENT ASSETS | |||||
Cash and equivalents | $ 45,955 | $ 92,405 | $ 87,437 | $ 178,130 | $ 178,130 |
Accounts receivable, net of allowances | 240,189 | 258,436 | |||
Contract costs and recognized income not yet billed, net of progress payments | 104,011 | 109,930 | |||
Inventories, net | 318,193 | 290,135 | |||
Prepaid and other current assets | 46,747 | 62,569 | |||
Assets of discontinued operations | 1,625 | 1,624 | |||
Total Current Assets | 756,720 | 815,099 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 366,364 | 370,565 | |||
GOODWILL | 362,745 | 375,294 | |||
INTANGIBLE ASSETS, net | 219,653 | 233,623 | |||
INTERCOMPANY RECEIVABLE | 0 | 0 | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 0 | 0 | |||
OTHER ASSETS | 14,139 | 13,302 | |||
ASSETS OF DISCONTINUED OPERATIONS | 2,131 | 2,126 | |||
Total Assets | 1,721,752 | 1,810,009 | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 11,771 | 7,886 | |||
Accounts payable and accrued liabilities | 274,598 | 323,443 | |||
Liabilities of discontinued operations | 2,392 | 3,282 | |||
Total Current Liabilities | 288,761 | 334,611 | |||
LONG-TERM DEBT, net of debt discounts | 828,699 | 791,301 | |||
INTERCOMPANY PAYABLES | 0 | 0 | |||
OTHER LIABILITIES | 138,800 | 148,240 | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 3,244 | 3,830 | |||
Total Liabilities | 1,259,504 | 1,277,982 | |||
Total Shareholders’ Equity | 462,248 | 532,027 | |||
Total Liabilities and Shareholders’ Equity | 1,721,752 | 1,810,009 | |||
Parent Company [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 4,736 | 6,813 | 9,208 | 68,994 | |
Accounts receivable, net of allowances | 0 | 0 | |||
Contract costs and recognized income not yet billed, net of progress payments | 0 | 0 | |||
Inventories, net | 0 | 0 | |||
Prepaid and other current assets | 11,960 | 4,366 | |||
Assets of discontinued operations | 0 | 0 | |||
Total Current Assets | 16,696 | 11,179 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 1,142 | 1,327 | |||
GOODWILL | 0 | 0 | |||
INTANGIBLE ASSETS, net | 93 | 0 | |||
INTERCOMPANY RECEIVABLE | 587,567 | 540,080 | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 757,858 | 780,600 | |||
OTHER ASSETS | 41,319 | 27,880 | |||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Assets | 1,404,675 | 1,361,066 | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 2,203 | 2,202 | |||
Accounts payable and accrued liabilities | 33,668 | 25,703 | |||
Liabilities of discontinued operations | 0 | 0 | |||
Total Current Liabilities | 35,871 | 27,905 | |||
LONG-TERM DEBT, net of debt discounts | 781,774 | 738,360 | |||
INTERCOMPANY PAYABLES | 60,428 | 21,573 | |||
OTHER LIABILITIES | 59,213 | 41,201 | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Liabilities | 937,286 | 829,039 | |||
Total Shareholders’ Equity | 467,389 | 532,027 | |||
Total Liabilities and Shareholders’ Equity | 1,404,675 | 1,361,066 | |||
Guarantor Companies [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 12,893 | 31,522 | 19,500 | 25,343 | |
Accounts receivable, net of allowances | 214,674 | 213,922 | |||
Contract costs and recognized income not yet billed, net of progress payments | 103,860 | 109,804 | |||
Inventories, net | 255,192 | 219,326 | |||
Prepaid and other current assets | 24,806 | 26,319 | |||
Assets of discontinued operations | 0 | 0 | |||
Total Current Assets | 611,425 | 600,893 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 274,343 | 270,519 | |||
GOODWILL | 284,875 | 284,875 | |||
INTANGIBLE ASSETS, net | 153,432 | 156,772 | |||
INTERCOMPANY RECEIVABLE | 981,607 | 892,433 | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 644,539 | 662,403 | |||
OTHER ASSETS | 50,321 | 53,896 | |||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Assets | 3,000,542 | 2,921,791 | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 1,176 | 1,144 | |||
Accounts payable and accrued liabilities | $ 196,298 | 227,419 | |||
Liabilities of discontinued operations | 0 | ||||
Total Current Liabilities | $ 197,474 | 228,563 | |||
LONG-TERM DEBT, net of debt discounts | 6,745 | 7,806 | |||
INTERCOMPANY PAYABLES | 944,302 | 815,094 | |||
OTHER LIABILITIES | 155,397 | 151,674 | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Liabilities | 1,303,918 | 1,203,137 | |||
Total Shareholders’ Equity | 1,696,624 | 1,718,654 | |||
Total Liabilities and Shareholders’ Equity | 3,000,542 | 2,921,791 | |||
Non-Guarantor Companies [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 28,326 | 54,070 | 58,729 | 83,793 | |
Accounts receivable, net of allowances | 62,298 | 77,218 | |||
Contract costs and recognized income not yet billed, net of progress payments | 151 | 126 | |||
Inventories, net | 63,001 | 70,537 | |||
Prepaid and other current assets | 12,616 | 17,101 | |||
Assets of discontinued operations | 1,625 | 1,624 | |||
Total Current Assets | 168,017 | 220,676 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 90,879 | 98,643 | |||
GOODWILL | 77,870 | 90,419 | |||
INTANGIBLE ASSETS, net | 66,128 | 76,851 | |||
INTERCOMPANY RECEIVABLE | 226,066 | 213,733 | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 1,757,687 | 1,782,406 | |||
OTHER ASSETS | 9,948 | 6,739 | |||
ASSETS OF DISCONTINUED OPERATIONS | 2,131 | 2,126 | |||
Total Assets | 2,398,726 | 2,491,593 | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 8,392 | 4,540 | |||
Accounts payable and accrued liabilities | 68,430 | 91,132 | |||
Liabilities of discontinued operations | 2,392 | 3,282 | |||
Total Current Liabilities | 79,214 | 98,954 | |||
LONG-TERM DEBT, net of debt discounts | 40,180 | 45,135 | |||
INTERCOMPANY PAYABLES | 742,973 | 762,192 | |||
OTHER LIABILITIES | 26,185 | 26,949 | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 3,244 | 3,830 | |||
Total Liabilities | 891,796 | 937,060 | |||
Total Shareholders’ Equity | 1,506,930 | 1,554,533 | |||
Total Liabilities and Shareholders’ Equity | 2,398,726 | 2,491,593 | |||
Elimination [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 0 | 0 | $ 0 | $ 0 | |
Accounts receivable, net of allowances | (36,783) | (32,704) | |||
Contract costs and recognized income not yet billed, net of progress payments | 0 | 0 | |||
Inventories, net | 0 | 272 | |||
Prepaid and other current assets | (2,635) | 14,783 | |||
Assets of discontinued operations | 0 | 0 | |||
Total Current Assets | (39,418) | (17,649) | |||
PROPERTY, PLANT AND EQUIPMENT, net | 0 | 76 | |||
GOODWILL | 0 | 0 | |||
INTANGIBLE ASSETS, net | 0 | 0 | |||
INTERCOMPANY RECEIVABLE | (1,795,240) | (1,646,246) | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | (3,160,084) | (3,225,409) | |||
OTHER ASSETS | (87,449) | (75,213) | |||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Assets | (5,082,191) | (4,964,441) | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 0 | 0 | |||
Accounts payable and accrued liabilities | (23,798) | (20,811) | |||
Liabilities of discontinued operations | 0 | 0 | |||
Total Current Liabilities | (23,798) | (20,811) | |||
LONG-TERM DEBT, net of debt discounts | 0 | 0 | |||
INTERCOMPANY PAYABLES | (1,747,703) | (1,598,859) | |||
OTHER LIABILITIES | (101,995) | (71,584) | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Liabilities | (1,873,496) | (1,691,254) | |||
Total Shareholders’ Equity | (3,208,695) | (3,273,187) | |||
Total Liabilities and Shareholders’ Equity | $ (5,082,191) | $ (4,964,441) |
CONSOLIDATING GUARANTOR AND N74
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of Condensed Consolidating Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||||
Revenue | $ 511,694 | $ 505,039 | $ 1,513,874 | $ 1,466,184 | ||
Cost of goods and services | 388,205 | 386,732 | 1,158,021 | 1,132,387 | ||
Gross profit | 123,489 | 118,307 | 355,853 | 333,797 | ||
Selling, general and administrative expenses | 95,575 | 96,135 | 283,037 | 273,437 | ||
Restructuring and other related charges | 0 | 358 | $ 692 | $ 842 | 0 | 1,892 |
Total operating expenses | 95,575 | 96,493 | 283,037 | 275,329 | ||
Income from operations | 27,914 | 21,814 | 72,816 | 58,468 | ||
Other income (expense) | ||||||
Interest income (expense), net | (12,150) | (11,541) | (35,644) | (37,003) | ||
Loss from debt extinguishment, net | 0 | 0 | 0 | (38,890) | ||
Other, net | 929 | 2,621 | (279) | 4,310 | ||
Total other expense, net | (11,221) | (8,920) | (35,923) | (71,583) | ||
Income (loss) before taxes | 16,693 | 12,894 | 36,893 | (13,115) | ||
Provision (benefit) for income taxes | 5,800 | (1,570) | 13,407 | (4,990) | ||
Income (loss) before equity in net income of subsidiaries | 10,893 | 14,464 | 23,486 | (8,125) | ||
Equity in net income (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Net income (loss) | 10,893 | 14,464 | 23,486 | (8,125) | ||
Foreign currency translation adjustments | 4,801 | 2,809 | (41,083) | 896 | ||
Other comprehensive income (loss), net of taxes | 5,363 | 3,126 | (40,839) | 2,628 | ||
Comprehensive income (loss), net | 16,256 | 17,590 | (17,353) | (5,497) | ||
Parent Company [Member] | ||||||
Condensed Income Statements, Captions [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Cost of goods and services | 0 | 0 | 0 | 0 | ||
Gross profit | 0 | 0 | 0 | 0 | ||
Selling, general and administrative expenses | 5,978 | 7,034 | 16,799 | 20,525 | ||
Restructuring and other related charges | 0 | 0 | ||||
Total operating expenses | 5,978 | 7,034 | 16,799 | 20,525 | ||
Income from operations | (5,978) | (7,034) | (16,799) | (20,525) | ||
Other income (expense) | ||||||
Interest income (expense), net | (2,402) | (1,750) | (6,530) | (8,240) | ||
Loss from debt extinguishment, net | 0 | (38,890) | ||||
Other, net | (26) | 1,436 | 541 | 1,563 | ||
Total other expense, net | (2,428) | (314) | (5,989) | (45,567) | ||
Income (loss) before taxes | (8,406) | (7,348) | (22,788) | (66,092) | ||
Provision (benefit) for income taxes | (3,194) | (9,322) | (8,659) | (24,901) | ||
Income (loss) before equity in net income of subsidiaries | (5,212) | 1,974 | (14,129) | (41,191) | ||
Equity in net income (loss) of subsidiaries | 16,105 | 12,490 | 37,615 | 33,066 | ||
Net income (loss) | 10,893 | 14,464 | 23,486 | (8,125) | ||
Other comprehensive income (loss), net of taxes | 5,363 | 3,126 | (40,839) | 2,628 | ||
Comprehensive income (loss), net | 16,256 | 17,590 | (17,353) | (5,497) | ||
Guarantor Companies [Member] | ||||||
Condensed Income Statements, Captions [Line Items] | ||||||
Revenue | 416,433 | 392,361 | 1,194,589 | 1,133,510 | ||
Cost of goods and services | 310,578 | 295,148 | 906,573 | 860,322 | ||
Gross profit | 105,855 | 97,213 | 288,016 | 273,188 | ||
Selling, general and administrative expenses | 73,190 | 71,110 | 214,717 | 207,725 | ||
Restructuring and other related charges | 349 | 1,841 | ||||
Total operating expenses | 73,190 | 71,459 | 214,717 | 209,566 | ||
Income from operations | 32,665 | 25,754 | 73,299 | 63,622 | ||
Other income (expense) | ||||||
Interest income (expense), net | (7,770) | (7,367) | (22,895) | (21,946) | ||
Loss from debt extinguishment, net | 0 | 0 | ||||
Other, net | 2,075 | 2,497 | 4,985 | 5,569 | ||
Total other expense, net | (5,695) | (4,870) | (17,910) | (16,377) | ||
Income (loss) before taxes | 26,970 | 20,884 | 55,389 | 47,245 | ||
Provision (benefit) for income taxes | 9,726 | 7,322 | 20,525 | 19,014 | ||
Income (loss) before equity in net income of subsidiaries | 17,244 | 13,562 | 34,864 | 28,231 | ||
Equity in net income (loss) of subsidiaries | (1,206) | (1,161) | 4,095 | 4,587 | ||
Net income (loss) | 16,038 | 12,401 | 38,959 | 32,818 | ||
Other comprehensive income (loss), net of taxes | 2,077 | (592) | (14,578) | 1,277 | ||
Comprehensive income (loss), net | 18,115 | 11,809 | 24,381 | 34,095 | ||
Non-Guarantor Companies [Member] | ||||||
Condensed Income Statements, Captions [Line Items] | ||||||
Revenue | 110,204 | 126,343 | 362,291 | 375,877 | ||
Cost of goods and services | 85,841 | 103,938 | 285,435 | 310,887 | ||
Gross profit | 24,363 | 22,405 | 76,856 | 64,990 | ||
Selling, general and administrative expenses | 24,286 | 19,617 | 61,734 | 50,025 | ||
Restructuring and other related charges | 9 | 51 | ||||
Total operating expenses | 24,286 | 19,626 | 61,734 | 50,076 | ||
Income from operations | 77 | 2,779 | 15,122 | 14,914 | ||
Other income (expense) | ||||||
Interest income (expense), net | (1,978) | (2,424) | (6,219) | (6,817) | ||
Loss from debt extinguishment, net | 0 | 0 | ||||
Other, net | 30 | (997) | (4,611) | (2,365) | ||
Total other expense, net | (1,948) | (3,421) | (10,830) | (9,182) | ||
Income (loss) before taxes | (1,871) | (642) | 4,292 | 5,732 | ||
Provision (benefit) for income taxes | (732) | 430 | 1,541 | 897 | ||
Income (loss) before equity in net income of subsidiaries | (1,139) | (1,072) | 2,751 | 4,835 | ||
Equity in net income (loss) of subsidiaries | 17,244 | 13,562 | 34,864 | 28,231 | ||
Net income (loss) | 16,105 | 12,490 | 37,615 | 33,066 | ||
Other comprehensive income (loss), net of taxes | 3,258 | 3,547 | (25,962) | 840 | ||
Comprehensive income (loss), net | 19,363 | 16,037 | 11,653 | 33,906 | ||
Elimination [Member] | ||||||
Condensed Income Statements, Captions [Line Items] | ||||||
Revenue | (14,943) | (13,665) | (43,006) | (43,203) | ||
Cost of goods and services | (8,214) | (12,354) | (33,987) | (38,822) | ||
Gross profit | (6,729) | (1,311) | (9,019) | (4,381) | ||
Selling, general and administrative expenses | (7,879) | (1,626) | (10,213) | (4,838) | ||
Restructuring and other related charges | 0 | 0 | ||||
Total operating expenses | (7,879) | (1,626) | (10,213) | (4,838) | ||
Income from operations | 1,150 | 315 | 1,194 | 457 | ||
Other income (expense) | ||||||
Interest income (expense), net | 0 | 0 | 0 | 0 | ||
Loss from debt extinguishment, net | 0 | 0 | ||||
Other, net | (1,150) | (315) | (1,194) | (457) | ||
Total other expense, net | (1,150) | (315) | (1,194) | (457) | ||
Income (loss) before taxes | 0 | 0 | 0 | 0 | ||
Provision (benefit) for income taxes | 0 | 0 | 0 | 0 | ||
Income (loss) before equity in net income of subsidiaries | 0 | 0 | 0 | 0 | ||
Equity in net income (loss) of subsidiaries | (32,143) | (24,891) | (76,574) | (65,884) | ||
Net income (loss) | (32,143) | (24,891) | (76,574) | (65,884) | ||
Other comprehensive income (loss), net of taxes | (5,335) | (2,955) | 40,540 | (2,117) | ||
Comprehensive income (loss), net | $ (37,478) | $ (27,846) | $ (36,034) | $ (68,001) |
CONSOLIDATING GUARANTOR AND N75
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of Condensed Consolidating Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net income (loss) | $ 10,893 | $ 14,464 | $ 23,486 | $ (8,125) | |
Net cash provided by (used in) operating activities | 29,586 | 49,856 | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of property, plant and equipment | (15,652) | (20,014) | (55,365) | (54,859) | |
Acquired businesses, net of cash acquired | (2,225) | (62,306) | |||
Intercompany distributions | 0 | 0 | |||
Investment sales (purchases) | $ 8,891 | 8,891 | (8,402) | ||
Proceeds from sale of assets | 275 | 491 | |||
Net cash used in investing activities | (48,424) | (125,076) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from issuance of common stock | 371 | 584 | |||
Purchase of shares for treasury | (58,218) | (72,518) | |||
Proceeds from long-term debt | 121,523 | 682,913 | |||
Payments of long-term debt | (80,495) | (602,134) | |||
Change in short-term borrowings | (81) | 3,138 | |||
Financing costs | (592) | (10,928) | |||
Purchase of ESOP shares | 0 | (10,000) | |||
Tax effect from exercise/vesting of equity awards, net | 345 | 273 | |||
Dividend | (5,807) | (4,841) | |||
Other, net | 206 | 194 | |||
Net cash used in financing activities | (22,748) | (13,319) | |||
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||||
Net cash used in discontinued operations | (830) | (1,018) | |||
Effect of exchange rate changes on cash and equivalents | (4,034) | (1,136) | |||
NET DECREASE IN CASH AND EQUIVALENTS | (46,450) | (90,693) | |||
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 92,405 | 178,130 | |||
CASH AND EQUIVALENTS AT END OF PERIOD | 45,955 | 87,437 | 45,955 | 87,437 | |
Parent Company [Member] | |||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net income (loss) | 10,893 | 14,464 | 23,486 | (8,125) | |
Net cash provided by (used in) operating activities | 4,582 | (10,966) | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of property, plant and equipment | (203) | (672) | |||
Acquired businesses, net of cash acquired | 0 | 0 | |||
Intercompany distributions | 10,000 | 10,000 | |||
Investment sales (purchases) | 8,891 | (8,402) | |||
Proceeds from sale of assets | 0 | 0 | |||
Net cash used in investing activities | 18,688 | 926 | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from issuance of common stock | 371 | 584 | |||
Purchase of shares for treasury | (58,218) | (72,518) | |||
Proceeds from long-term debt | 112,000 | 649,568 | |||
Payments of long-term debt | (73,652) | (597,613) | |||
Change in short-term borrowings | 0 | 0 | |||
Financing costs | (592) | (10,393) | |||
Purchase of ESOP shares | (10,000) | ||||
Tax effect from exercise/vesting of equity awards, net | 345 | 273 | |||
Dividend | (5,807) | (9,841) | |||
Other, net | 206 | 194 | |||
Net cash used in financing activities | (25,347) | (49,746) | |||
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||||
Net cash used in discontinued operations | 0 | 0 | |||
Effect of exchange rate changes on cash and equivalents | 0 | 0 | |||
NET DECREASE IN CASH AND EQUIVALENTS | (2,077) | (59,786) | |||
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 6,813 | ||||
CASH AND EQUIVALENTS AT END OF PERIOD | 4,736 | 9,208 | 4,736 | 9,208 | |
Guarantor Companies [Member] | |||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net income (loss) | 16,038 | 12,401 | 38,959 | 32,818 | |
Net cash provided by (used in) operating activities | 16,063 | (8,300) | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of property, plant and equipment | (40,918) | (45,749) | |||
Acquired businesses, net of cash acquired | (2,225) | (1,000) | |||
Intercompany distributions | (10,000) | (10,000) | |||
Investment sales (purchases) | 0 | 0 | |||
Proceeds from sale of assets | 90 | 298 | |||
Net cash used in investing activities | (53,053) | (56,451) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from issuance of common stock | 0 | 0 | |||
Purchase of shares for treasury | 0 | 0 | |||
Proceeds from long-term debt | 116 | (253) | |||
Payments of long-term debt | (1,009) | (708) | |||
Change in short-term borrowings | 0 | 0 | |||
Financing costs | 0 | 0 | |||
Purchase of ESOP shares | 0 | ||||
Tax effect from exercise/vesting of equity awards, net | 0 | 0 | |||
Dividend | 0 | 5,000 | |||
Other, net | 19,254 | 54,869 | |||
Net cash used in financing activities | 18,361 | 58,908 | |||
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||||
Net cash used in discontinued operations | 0 | 0 | |||
Effect of exchange rate changes on cash and equivalents | 0 | 0 | |||
NET DECREASE IN CASH AND EQUIVALENTS | (18,629) | (5,843) | |||
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 31,522 | ||||
CASH AND EQUIVALENTS AT END OF PERIOD | 12,893 | 19,500 | 12,893 | 19,500 | |
Non-Guarantor Companies [Member] | |||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net income (loss) | 16,105 | 12,490 | 37,615 | 33,066 | |
Net cash provided by (used in) operating activities | 8,941 | 69,122 | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of property, plant and equipment | (14,244) | (8,438) | |||
Acquired businesses, net of cash acquired | 0 | (61,306) | |||
Intercompany distributions | $ 0 | 0 | |||
Investment sales (purchases) | 0 | ||||
Proceeds from sale of assets | $ 185 | 193 | |||
Net cash used in investing activities | (14,059) | (69,551) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from issuance of common stock | 0 | 0 | |||
Purchase of shares for treasury | 0 | 0 | |||
Proceeds from long-term debt | 9,407 | 33,598 | |||
Payments of long-term debt | (5,834) | (3,813) | |||
Change in short-term borrowings | (81) | 3,138 | |||
Financing costs | 0 | (535) | |||
Purchase of ESOP shares | 0 | ||||
Tax effect from exercise/vesting of equity awards, net | 0 | 0 | |||
Dividend | 0 | 0 | |||
Other, net | (19,254) | (54,869) | |||
Net cash used in financing activities | (15,762) | (22,481) | |||
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||||
Net cash used in discontinued operations | (830) | (1,018) | |||
Effect of exchange rate changes on cash and equivalents | (4,034) | (1,136) | |||
NET DECREASE IN CASH AND EQUIVALENTS | (25,744) | (25,064) | |||
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 54,070 | ||||
CASH AND EQUIVALENTS AT END OF PERIOD | 28,326 | 58,729 | 28,326 | 58,729 | |
Elimination [Member] | |||||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquired businesses, net of cash acquired | 0 | ||||
Investment sales (purchases) | 0 | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from issuance of common stock | 0 | ||||
Elimination [Member] | |||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net income (loss) | (32,143) | (24,891) | (76,574) | (65,884) | |
Net cash provided by (used in) operating activities | 0 | 0 | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of property, plant and equipment | 0 | 0 | |||
Acquired businesses, net of cash acquired | 0 | ||||
Intercompany distributions | 0 | 0 | |||
Investment sales (purchases) | 0 | ||||
Proceeds from sale of assets | 0 | 0 | |||
Net cash used in investing activities | 0 | 0 | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from issuance of common stock | 0 | ||||
Purchase of shares for treasury | 0 | 0 | |||
Proceeds from long-term debt | 0 | 0 | |||
Payments of long-term debt | 0 | 0 | |||
Change in short-term borrowings | 0 | 0 | |||
Financing costs | 0 | 0 | |||
Purchase of ESOP shares | 0 | ||||
Tax effect from exercise/vesting of equity awards, net | 0 | 0 | |||
Dividend | 0 | 0 | |||
Other, net | 0 | 0 | |||
Net cash used in financing activities | 0 | 0 | |||
CASH FLOWS FROM DISCONTINUED OPERATIONS: | |||||
Net cash used in discontinued operations | 0 | 0 | |||
Effect of exchange rate changes on cash and equivalents | 0 | 0 | |||
NET DECREASE IN CASH AND EQUIVALENTS | 0 | 0 | |||
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 0 | ||||
CASH AND EQUIVALENTS AT END OF PERIOD | $ 0 | $ 0 | $ 0 | $ 0 |
Uncategorized Items - gff-20150
Label | Element | Value |
Product Warranty Accrual | us-gaap_ProductWarrantyAccrual | $ 5,674 |
Product Warranty Accrual | us-gaap_ProductWarrantyAccrual | $ 7,111 |