Document And Entity Information
Document And Entity Information | 3 Months Ended |
Dec. 31, 2018shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | GRIFFON CORPORATION |
Document Type | 10-Q |
Current Fiscal Year End Date | --09-30 |
Entity Common Stock, Shares Outstanding | 46,763,601 |
Amendment Flag | false |
Entity Central Index Key | 50,725 |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Document Period End Date | Dec. 31, 2018 |
Document Fiscal Year Focus | 2,019 |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q1 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 |
CURRENT ASSETS | ||
Cash and equivalents | $ 81,752 | $ 69,758 |
Accounts receivable, net of allowances of $7,892 and $6,408 | 253,351 | 280,509 |
Contract costs and recognized income not yet billed, net of progress payments of $4,037 and $3,172 | 89,232 | 121,803 |
Inventories | 452,362 | 398,359 |
Prepaid and other current assets | 39,615 | 42,121 |
Assets of discontinued operations | 325 | 324 |
Total Current Assets | 916,637 | 912,874 |
PROPERTY, PLANT AND EQUIPMENT, net | 336,490 | 342,492 |
GOODWILL | 438,428 | 439,395 |
INTANGIBLE ASSETS, net | 365,381 | 370,858 |
OTHER ASSETS | 14,944 | 16,355 |
ASSETS OF DISCONTINUED OPERATIONS | 2,909 | 2,916 |
Total Assets | 2,074,789 | 2,084,890 |
CURRENT LIABILITIES | ||
Notes payable and current portion of long-term debt | 12,872 | 13,011 |
Accounts payable | 209,202 | 233,658 |
Accrued liabilities | 138,368 | 139,192 |
Liabilities of discontinued operations | 6,882 | 7,210 |
Total Current Liabilities | 367,324 | 393,071 |
LONG-TERM DEBT, net | 1,142,079 | 1,108,071 |
OTHER LIABILITIES | 91,315 | 106,710 |
LIABILITIES OF DISCONTINUED OPERATIONS | 2,510 | 2,647 |
Total Liabilities | 1,603,228 | 1,610,499 |
COMMITMENTS AND CONTINGENCIES - See Note 19 | ||
SHAREHOLDERS’ EQUITY | ||
Total Shareholders’ Equity | 471,561 | 474,391 |
Total Liabilities and Shareholders’ Equity | $ 2,074,789 | $ 2,084,890 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, net allowances | $ 7,892 | $ 6,408 |
Contract costs, net of progress payments | $ 4,037 | $ 3,172 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | COMMON STOCK [Member] | CAPITAL INEXCESS OF PAR VALUE [Member] | RETAINED EARNINGS [Member] | TREASURY SHARES [Member] | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) [Member] | DEFERRED COMPENSATION [Member] | Kelkay [Member] | Kelkay [Member]CAPITAL INEXCESS OF PAR VALUE [Member] | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Cumulative catch-up adjustment related to adoption of ASU 606 | Accounting Standards Update 2014-09 (ASC 606) [Member] | [1] | $ (5,673) | $ (5,673) | |||||||
Balance at Sep. 30, 2018 | 474,391 | $ 20,380 | $ 503,396 | 550,523 | $ (534,830) | $ (34,112) | $ (30,966) | |||
Balance (in Shares) at Sep. 30, 2018 | 81,520 | 35,846 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 8,753 | 8,753 | ||||||||
Dividend | (3,143) | (3,143) | ||||||||
Shares withheld on employee taxes on vested equity awards | 0 | |||||||||
Shares withheld on employee taxes on vested equity awards | 83 | |||||||||
Shares withheld on employee taxes on vested equity awards | (1,058) | $ (1,058) | ||||||||
Amortization of deferred compensation | 856 | 856 | ||||||||
Common stock acquired (in shares) | 29 | |||||||||
Common stock acquired | (290) | $ (290) | ||||||||
Equity awards granted, net (in shares) | 1,201 | |||||||||
Equity awards granted, net | 0 | $ 300 | (300) | |||||||
ESOP allocation of common stock | (8) | (8) | ||||||||
Stock-based compensation | 2,933 | 2,933 | $ 250 | $ 250 | ||||||
Other comprehensive income, net of tax | (5,450) | (5,450) | ||||||||
Balance at Dec. 31, 2018 | $ 471,561 | $ 20,680 | $ 506,271 | $ 550,460 | $ (536,178) | $ (39,562) | $ (30,110) | |||
Balance (in Shares) at Dec. 31, 2018 | 82,721 | 35,958 | ||||||||
[1] | See Note 14 - Recent Accounting Pronouncements and Note 3 - Revenue for additional information. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||
Revenue | $ 510,522 | $ 437,303 |
Cost of goods and services | 367,476 | 316,524 |
Gross profit | 143,046 | 120,779 |
Selling, general and administrative expenses | 113,754 | 106,624 |
Income from operations | 29,292 | 14,155 |
Other income (expense) | ||
Interest expense | (16,529) | (16,839) |
Interest income | 198 | 197 |
Other, net | 1,004 | 414 |
Total other expense, net | (15,327) | (16,228) |
Income (loss) before taxes from continuing operations | 13,965 | (2,073) |
Provision (benefit) from income taxes | 5,212 | (24,904) |
Income from continuing operations | 8,753 | 22,831 |
Discontinued operations: | ||
Income from operations of discontinued operations | 0 | 11,466 |
Provision for income taxes | 0 | 3,308 |
Income from discontinued operations | 0 | 8,158 |
Net income | $ 8,753 | $ 30,989 |
Income from continuing operations (in dollars per share) | $ 0.21 | $ 0.54 |
Income from discontinued operations (in dollars per share) | 0 | 0.19 |
Basic earnings per common share (in Dollars per share) | $ 0.21 | $ 0.74 |
Weighted-average shares outstanding (in shares) | 40,750 | 41,923 |
Income from continuing operations (in dollars per share) | $ 0.21 | $ 0.53 |
Income from discontinued operations (in dollars per share) | 0 | 0.19 |
Diluted earnings per common share (in dollars per share) | $ 0.21 | $ 0.72 |
Weighted-average shares outstanding (in shares) | 41,888 | 43,336 |
Dividends paid per common share (in Dollars per share) | $ 0.0725 | $ 0.07 |
Dividends paid per common share | $ 8,753 | $ 30,989 |
Other comprehensive income (loss), net of taxes: | ||
Foreign currency translation adjustments | (5,736) | (1,289) |
Pension and other post retirement plans | 184 | 9,559 |
Change in cash flow hedges | 102 | 88 |
Total other comprehensive income (loss), net of taxes | (5,450) | 8,358 |
Comprehensive income, net | $ 3,303 | $ 39,347 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 8,753 | $ 30,989 |
Net (income) from discontinued operations | 0 | (8,158) |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 15,085 | 12,958 |
Stock-based compensation | 2,933 | 2,555 |
Provision (recovery) for losses on accounts receivable | 158 | (220) |
Amortization of debt discounts and issuance costs | 1,229 | 1,243 |
Deferred income taxes | (1,380) | (23,186) |
(Gain) loss on sale of assets and investments | (91) | 209 |
Change in assets and liabilities, net of assets and liabilities acquired: | ||
Decrease in accounts receivable and contract costs and recognized income not yet billed | 37,181 | 38,909 |
Increase in inventories | (33,958) | (28,073) |
Increase in prepaid and other assets | (444) | (8,459) |
Decrease in accounts payable, accrued liabilities and income taxes payable | (29,622) | (24,973) |
Other changes, net | 1,197 | 552 |
Net cash provided by (used in) operating activities - continuing operations | 1,041 | (5,654) |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | ||
Acquisition of property, plant and equipment | (8,397) | (10,785) |
Acquired businesses, net of cash acquired | (9,219) | (198,683) |
Proceeds from sale of assets | 51 | 439 |
Net cash used in investing activities - continuing operations | (17,565) | (209,029) |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | ||
Dividends paid | (3,143) | (2,990) |
Purchase of shares for treasury | (1,348) | (4,332) |
Proceeds from long-term debt | 38,965 | 326,094 |
Payments of long-term debt | (4,322) | (52,973) |
Change in short-term borrowings | 38 | 35 |
Financing costs | (67) | (7,392) |
Contingent consideration for acquired businesses | (1,686) | 0 |
Other, net | 137 | 84 |
Net cash provided by financing activities - continuing operations | 28,574 | 258,526 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | ||
Net cash provided by (used in) operating activities | (458) | 1,261 |
Net cash used in investing activities | 0 | (8,076) |
Net cash provided by financing activities | 0 | 396 |
Net cash used in discontinued operations | (458) | (6,419) |
Effect of exchange rate changes on cash and equivalents | 402 | (685) |
NET INCREASE IN CASH AND EQUIVALENTS | 11,994 | 36,739 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 69,758 | 47,681 |
CASH AND EQUIVALENTS AT END OF PERIOD | $ 81,752 | $ 84,420 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 3 Months Ended |
Dec. 31, 2018 | |
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. The Company was founded in 1959, is a Delaware corporation headquartered in New York, N.Y. and is listed on the New York Stock Exchange (NYSE:GFF). Griffon currently conducts its operations through two reportable segments: • Home & Building Products (“HBP”) segment consists of two companies, The AMES Companies, Inc. (“AMES”) and Clopay Building Products Company, Inc, (“CBP”): AMES, founded in 1774, is the leading North American manufacturer and a global provider of branded consumer and professional tools, landscaping products, and outdoor lifestyle solutions. In 2018, we acquired ClosetMaid LLC ("ClosetMaid"), a leader in wood and wire closet organization, general living storage and wire garage storage products for homeowners and professionals. CBP, since 1964, is a leading manufacturer and marketer of residential and commercial garage doors and sells to professional dealers and some of the largest home center retail chains in North America. In 2018, we acquired CornellCookson, a leading U.S. manufacturer and marketer of rolling steel door and grille products designed for commercial, industrial, institutional, and retail use. • Defense Electronics segment consists of Telephonics Corporation ("Telephonics"), founded in 1933, a globally recognized leading provider of highly sophisticated intelligence, surveillance and communications solutions for defense, aerospace and commercial customers. 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 (“US GAAP”) for interim financial information, and 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 US GAAP for complete financial statements. As such, they should be read together with Griffon’s Annual Report on Form 10-K for the year ended September 30, 2018 , 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, 2018 was derived from the audited financial statements included in Griffon’s Annual Report on Form 10-K for the year ended September 30, 2018 . The condensed consolidated financial statements include the accounts of Griffon and all subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. The preparation of financial statements in conformity with US 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 fixed and intangible 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. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Dec. 31, 2018 | |
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 approximated $910,000 on December 31, 2018 . Fair values were based upon quoted market prices (level 1 inputs). Insurance contracts with values of $1,975 at December 31, 2018 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 December 31, 2018 , trading securities, measured at fair value based on quoted prices in active markets for similar assets (level 2 inputs), with a fair value of $2,567 ( $2,086 cost basis), were included in Prepaid and other current assets on the Consolidated Balance Sheets. Realized and unrealized gains and losses on trading 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 effects 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. As of December 31, 2018 , 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. At December 31, 2018 , Griffon had $16,000 of Australian dollar contracts at a weighted average rate of $1.42 which qualified for hedge accounting (level 2 inputs). These hedges were all deemed effective as cash flow hedges with gains and losses related to changes in fair value deferred and recorded in Accumulated other comprehensive income (loss) ("AOCI") 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 $881 ( $574 , net of tax) at December 31, 2018 and a gain of $692 was recorded in COGS during the three months ended December 31, 2018 , respectively, for all settled contracts. All contracts expire in 30 to 150 days. At December 31, 2018 , Griffon had $940 of Canadian dollar contracts at a weighted average rate of $1.36 . The contracts, which protect Canadian operations from currency fluctuations for US dollar based purchases, do not qualify for hedge accounting. For the three months ended December 31, 2018 , fair value losses of $41 was recorded to Other liabilities and to Other income for the outstanding contracts, based on similar contract values (level 2 inputs). Realized losses of $10 were recorded in Other income during the three months ended December 31, 2018 , respectively, for all settled contracts. All contracts expire in 30 to 210 |
REVENUE
REVENUE | 3 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE On October 1, 2018, the Company adopted the requirements of Accounting Standard Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers”, using the modified retrospective method applied to those contracts that were not completed as of October 1, 2018. The Company’s comparative consolidated results over the prior period have not been adjusted and continue to be reported under previously issued guidance, ASC 605 - Revenue Recognition, which required that revenue was accounted for when the earnings process was complete. This accounting standard did not materially impact the Company’s revenue recognition practices in our Home and Building Products (“HBP”) Segment, however, it impacted revenue recognition practices in our Defense Electronics Segment. The impact of adopting this accounting standard was not material to the Company’s consolidated financial statements as of and for the three months ended December 31, 2018. Under the modified retrospective method, the Company recognized the cumulative effect of initially applying this accounting standard as an adjustment to the opening balance in retained earnings of approximately $5,673 , primarily relating to certain contracts in the Defense Electronics Segment containing provisions for radar and communication products that have an alternative use and / or no right to payment. For these contracts, the Company now recognizes revenue at a point in time, rather than over time as this measure more accurately depicts the transfer of control to the customer relative to the goods or services promised under the contract. The cumulative effect of the changes made to the Company's Consolidated October 1, 2018 Balance Sheet for the adoption of ASC 606 is as follows: Balance Sheet As Reported at September 30, 2018 Adjustments Balance as of October 1, 2018 CURRENT ASSETS Contract costs and recognized income not yet billed, net of progress payments $ 121,803 $ (20,982 ) $ 100,821 Inventories 398,359 22,025 420,384 Total Current Assets 912,874 1,043 913,917 Total Assets 2,084,890 1,043 2,085,933 CURRENT LIABILITIES Accounts payable 233,658 8,282 241,940 Billings in excess of costs (1) 17,559 8,282 25,841 Total Current Liabilities 393,071 8,282 401,353 OTHER LIABILITIES 106,710 (1,566 ) 105,144 Total Liabilities 1,610,499 6,716 1,617,215 SHAREHOLDERS' EQUITY Retained Earnings 550,523 (5,673 ) 544,850 Total Shareholders' Equity 474,391 (5,673 ) 468,718 Total Liabilities and Shareholders’ Equity $ 2,084,890 $ 1,043 $ 2,085,933 (1) Billings in excess of costs is reported in Accounts payable on the Company's Consolidated Balance Sheets. The impact to the Company's Consolidated Statement of Operations and Balance Sheet as of and for the quarter ended December 31, 2018 was as follows: For the Period Ended December 31, 2018 Income Statement As Reported Balances Without Adoption of ASC 606 Effect of Adoption Higher/(Lower) Net sales $ 510,522 $ 505,916 $ 4,606 Cost of goods and services 367,476 364,210 3,266 Income (loss) before taxes from continuing operations 13,965 12,625 1,340 Provision (benefit) from income taxes 5,212 4,920 292 Income from continuing operations 8,753 7,705 1,048 As of December 31, 2018 Balance Sheet As Reported Balances Without Adoption of ASC 606 Effect of Adoption Higher/(Lower) CURRENT ASSETS Contract costs and recognized income not yet billed, net of progress payments $ 89,232 $ 105,608 $ (16,376 ) Inventories 452,362 433,603 18,759 Total Current Assets 916,637 914,254 2,383 Total Assets 2,074,789 2,072,406 2,383 CURRENT LIABILITIES Accounts payable 209,202 200,920 8,282 Billings in excess of costs 29,113 20,831 8,282 Total Current Liabilities 367,324 359,042 8,282 OTHER LIABILITIES 91,315 92,589 (1,274 ) Total Liabilities 1,603,228 1,596,220 7,008 SHAREHOLDERS' EQUITY Retained Earnings 550,460 555,085 (4,625 ) Total Shareholders' Equity 471,561 476,186 (4,625 ) Total Liabilities and Shareholders’ Equity $ 2,074,789 $ 2,072,406 $ 2,383 The Company’s accounting policy has been updated to align with the new standard to recognize revenue when the following criteria are met: 1) Contract with the customer has been identified; 2) Performance obligations in the contract have been identified; 3) Transaction price has been determined; 4) Transaction price has been allocated to the performance obligations; and 5) Revenue is recognized when (or as) performance obligations are satisfied. See Note 12 - Business Segments for revenue from contracts with customers disaggregated by end markets, segments and geographic location. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service, or a bundle of goods or services, to the customer, and is the unit of accounting under ASC Topic 606. A contract with a customer is an agreement which both parties have approved, that creates enforceable rights and obligations, has commercial substance and where payment terms are identified and collectability is probable. Once the Company has entered a contract or purchase order, it is evaluated to identify performance obligations. For each performance obligation, revenue is recognized when control of the promised products is transferred to the customer, or services are satisfied under the contract or purchase order, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services (the transaction price). A contracts transaction price is allocated to each distinct performance obligation and recognized as revenue when each performance obligation is satisfied. A majority of the Company’s contracts have a single performance obligation which represents, in most cases, the product being sold to the customer. To a lesser extent, some contracts include multiple performance obligations such as a product, the related installation and, extended warranty services. These contracts require judgment in determining the number of performance obligations. Over 80% of the Company’s performance obligations are recognized at a point in time that relate to the manufacture and sale of a broad range of products and components within the HBP Segment, and revenue is recognized when title, and risk and rewards of ownership have transferred to the customer. Less than 20% of the Company’s performance obligations are recognized over time or under the percentage-of-completion method relating to prime or subcontractors from contract awards with the U.S. Government, as well as foreign governments and other commercial customers within our Defense Electronics Segment. Sales recognized over time are generally accounted for using an input measure to determine progress completed at the end of the period. We believe that cumulative costs incurred to date as a percentage of estimated total contract costs at completion is an appropriate measure of progress towards satisfaction of performance obligations, as it most accurately depicts the progress of our work and transfer of control to our customers. Revenue from HBP Segment A majority of the HBP Segment revenue is short cycle in nature with shipments occurring within one year from order and does not include a material long-term financing component, implicitly or explicitly. Payment terms generally range between 15 to 90 days and vary by the location of the business, the type of products manufactured to be sold and the volume of products sold, among other factors. The Company’s HBP Segment recognizes revenue from product sales when all factors are met, including when control of a product transfers to the customer upon its shipment, completion of installation, testing, certification or other substantive acceptance required under the contract. Other than standard product warranty provisions, sales arrangements provide for no other significant post-shipment obligations on the Company. From time-to-time and for certain customers, rebates and other sales incentives, promotional allowances or discounts are offered, typically related to customer purchase volumes, all of which are fixed or determinable and are classified as a reduction of revenue and recorded at the time of sale. Griffon provides for sales returns and allowances based upon historical returns experience. The majority of the Company’s contracts in the HBP Segment offers assurance-type warranties in connection with the sale of a product to a customer. Assurance-type warranties provide a customer with assurance that the related product will function as the parties intended because it complies with agreed-upon specifications. Such warranties do not represent a separate performance obligation. Payment terms in the HBP Segment vary depending on the type and location of the customer and the products or services offered. Generally, the period between the time revenue is recognized and the time payment is due is not significant. Shipping and handling charges are not considered a separate performance obligation. If revenue is recognized for a good before it is shipped and handled, the related shipping and handling costs must be accrued. Additionally, all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected from a customer (e.g., sales, use, value added, and some excise taxes) are excluded from revenue. The Company's policies related to shipping, handling and taxes have not changed with the adoption of ASC 606. Revenue from Defense Electronics Segment The Company’s Defense Electronics segment earns a substantial portion of its revenue as either a prime contractor or subcontractor from contract awards with the U.S. Government, as well as foreign governments and other commercial customers. These contracts are typically long-term in nature, usually greater than one year and do not include a material long-term financing component, either implicitly or explicitly. Revenue and profits from such contracts are recognized under the percentage-of-completion (over time) method of accounting. Revenue and profits on fixed-price contracts that contain engineering as well as production requirements are recorded based on the ratio of total actual incurred costs to date to the total estimated costs for each contract (cost-to-cost method). Using the cost-to-cost method, revenue is recorded at amounts equal to the ratio of actual cumulative costs incurred divided by total estimated costs at completion, multiplied by the total estimated contract revenue, less the cumulative revenue recognized in prior periods. The profit recorded on a contract using this method is equal to the current estimated total profit margin multiplied by the cumulative revenue recognized, less the amount of cumulative profit previously recorded for the contract in prior periods. As this method relies on the substantial use of estimates, these projections may be revised throughout the life of a contract. Components of this formula and ratio that may be estimated include gross profit margin and total costs at completion. The cost performance and estimates to complete long-term contracts are reviewed, at a minimum, on a quarterly basis, as well as when information becomes available that would necessitate a review of the current estimate. Adjustments to estimates for a contracts estimated costs at completion and estimated profit or loss are often required as experience is gained, more information is obtained (even though the scope of work required under the contract may or may not change) and contract modifications occur. The impact of such adjustments to estimates is made on a cumulative basis in the period when such information has become known. For the three months ended December 31, 2018 and 2017, income from operations included net favorable/(unfavorable) catch-up adjustments approximating $(2,500) and $500 , respectively. Gross profit is affected by a variety of factors, including the mix of products, systems and services, production efficiencies, price competition and general economic conditions. Revenue and profits on cost-reimbursable type contracts are recognized as allowable costs are incurred on the contract at an amount equal to the allowable costs plus the estimated profit on those costs. The estimated profit on a cost-reimbursable contract may be fixed or variable based on the contractual fee arrangement. Incentive and award fees on these contracts are recorded as revenue when the criteria under which they are earned are reasonably assured of being met and can be estimated. For contracts with multiple performance obligations, judgment is required to determine whether performance obligations specified in these contacts are distinct and should be accounted for as separate revenue transactions for recognition purposes. In these types of contracts, the Company allocates the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. The Company uses an observable price to determine the stand-alone selling price for separate performance obligations or a cost plus margin approach when one is not available. For contracts in which anticipated total costs exceed the total expected revenue, an estimated loss is recognized in the period when identifiable. A provision for the entire amount of the estimated loss is recorded on a cumulative basis. The estimated remaining costs to complete loss contracts as of December 31, 2018 and September 30, 2018 was approximately $9,700 and $12,200 , respectively, and is recorded as a reduction to gross margin on the Consolidated Statements of Operations and Comprehensive Income (Loss). This loss had an immaterial impact on Griffon's Consolidated Financial Statements. Amounts representing contract change orders or claims are included in revenue only when they can be reliably estimated and their realization is probable, and are determined on a percentage-of-completion basis measured by the cost-to-cost method. Substantially all of Telephonics’ U.S. Government end-user contracts contain a termination for convenience clause, regardless whether Telephonics is the prime contractor or the subcontractor. This clause generally entitles Telephonics, upon a termination for convenience, to receive the purchase price for delivered items, reimbursement of allowable work-in-process costs, and an allowance for profit. Allowable costs would include the costs to terminate existing agreements with suppliers. From time to time, Telephonics may combine contracts if they are negotiated together, have specific requirements to combine, or are otherwise closely related. Transaction Price Allocated to the Remaining Performance Obligations On December 31, 2018, we had $366,700 of remaining performance obligations, which we also refer to as total backlog. We expect to recognize approximately 70% of our remaining performance obligations as revenue by year-end 2019, with the balance to be completed thereafter. Backlog represents the dollar value of funded orders for which work has not been performed. Backlog generally increases with bookings, and converts into revenue as we incur costs related to contractual commitments or the shipment of product. Given the nature of our business and a larger dependency on international customers, our bookings, and therefore our backlog, is impacted by the longer maturation cycles resulting in delays in the timing and amounts of such awards, which are subject to numerous factors, including fiscal constraints placed on customer budgets; political uncertainty; the timing of customer negotiations; and the timing of governmental approvals. Contract Balances Contract assets were $89,232 as of December 31, 2018 compared to $121,803 as of September 30, 2018. The $32,571 decrease in our contract assets balance was primarily due to the implementation of ASC 606. Excluding the impact of ASC 606, the decrease was primarily due to the timing of billings and work performed on various radar and surveillance programs. Contract assets primarily relate to the Company's right to consideration for work completed but not billed at the reporting date and are recorded in Contract costs and recognized income not yet billed, net of progress payments in the Consolidated Balance Sheets. Contract assets are transferred to receivables when the right to consideration becomes unconditional. Contract costs and recognized income not yet billed consists of amounts accounted for under the percentage of completion method of accounting, recoverable costs and accrued profit that cannot yet be invoiced under the terms of certain long-term contracts. Amounts will be invoiced when applicable contract terms, such as the achievement of specified milestones or product delivery, are met. At December 31, 2018 and September 30, 2018, approximately $31,400 and $29,500 , respectively, of contract costs and recognized income not yet billed were expected to be collected after one year. As of December 31, 2018 and September 30, 2018, the unbilled receivable balance included $793 and $400 , respectively, of reserves for contract risk. Contract liabilities were $29,113 as of December 31, 2018 compared to $17,559 as of September 30, 2018. The $11,554 |
ACQUISITIONS
ACQUISITIONS | 3 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Griffon accounts for acquisitions under the acquisition method, in which assets acquired and liabilities assumed are recorded at fair value as of the date of acquisition using a method substantially similar to the goodwill impairment test methodology (level 3 inputs). The operating results of the acquired companies are included in Griffon’s consolidated financial statements from the date of acquisition; in each instance, Griffon is in the process of finalizing the initial purchase price allocation unless otherwise noted. On June 4, 2018, CBP completed the acquisition of 100% of the outstanding stock of CornellCookson, a leading US manufacturer and marketer of rolling steel door and grille products designed for commercial, industrial, institutional and retail use, for $180,000 , excluding the estimated present value of tax benefits, and $12,426 of post-closing adjustments, primarily consisting of a working capital adjustment, of which $9,219 was paid in October 2018. The acquisition of CornellCookson substantially expanded CBP’s non-residential product offerings, and added an established professional dealer network focused on rolling steel door and grille products for commercial, industrial, institutional and retail use. There is no other contingent consideration arrangement relative to the acquisition of CornellCookson. CornellCookson’s accounts, affected for adjustments to reflect fair market values assigned to assets purchased and liabilities assumed, and results of operations are included in the Company’s consolidated financial statements from the date of acquisition. The Company has recorded a preliminary allocation of the purchase price to the Company’s tangible and identifiable intangible assets acquired and liabilities assumed based on their fair market values (level 3 inputs) at the acquisition date. The excess of the purchase price over the fair value of the net tangible and intangible assets was recorded as goodwill and is deductible for tax purposes. Goodwill recognized at the acquisition date represents the other intangible benefits that the Company will derive from the ownership of CornellCookson, however, such intangible benefits do not meet the criteria for recognition of separately identifiable intangible assets. The calculation of the preliminary purchase price allocation, which is pending finalization of tax-related items and completion of the related final valuation, is as follows: Accounts receivable (1) $ 30,400 Inventories (2) 12,336 Property, plant and equipment 49,426 Goodwill 43,183 Intangible assets 67,600 Other current and non-current assets 2,648 Total assets acquired 205,593 Accounts payable and accrued liabilities 12,507 Long-term liabilities 660 Total liabilities assumed 13,167 Total $ 192,426 (1) Includes $30,818 of gross accounts receivable of which $418 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $13,434 of gross inventory of which $1,098 was reserved for obsolete inventory. The preliminary amounts assigned to goodwill and major intangible asset classifications, all of which are tax deductible, for the CornellCookson acquisition are as follows: Average Goodwill $ 43,183 N/A Indefinite-lived intangibles 53,500 N/A Definite-lived intangibles 14,100 12 Total goodwill and intangible assets $ 110,783 On February 13, 2018, AMES acquired 100% of the outstanding stock of Kelkay Limited ("Kelkay"), a leading United Kingdom manufacturer and distributor of decorative outdoor landscaping products sold to garden centers, retailers and grocers in the UK and Ireland for $56,118 (GBP 40,452 ), subject to contingent consideration of up to GBP 7,000 . This acquisition broadened AMES' product offerings in the market and increased its in-country operational footprint. The purchase price was primarily allocated to tradenames of GBP 19,000 , customer related intangibles of GBP 6,640 , accounts receivable and inventory of GBP 8,894 and fixed asset and land of GBP 8,241 . On November 6, 2017, AMES acquired 100% of the outstanding stock of Harper Brush Works ("Harper"), a division of Horizon Global, for $4,383 , inclusive of post-closing adjustments. Harper is a leading U.S. manufacturer of cleaning products for professional, home, and industrial use. The acquisition expanded AMES’ long-handled tool offering in North America to include brooms, brushes, and other cleaning tools and accessories. The purchase price was primarily allocated to intangible assets of $2,300 , inventory and accounts receivable of $3,900 and fixed assets of $900 . On October 2, 2017, Griffon Corporation completed the acquisition of 100% of the outstanding stock of ClosetMaid, a market leader in home storage and organization products, for approximately $185,700 , inclusive of certain post-closing adjustments and excluding the present value of net tax benefits from the transaction. The acquisition of ClosetMaid expanded Griffon’s Home and Building Products segment into the highly complementary home storage and organization category with a leading brand and product portfolio. ClosetMaid's accounts, affected for adjustments to reflect fair market values assigned to assets purchased and liabilities assumed, and results of operations, are included in the Company’s consolidated financial statements from the date of acquisition. The Company has recorded an allocation of the purchase price to the Company’s tangible and identifiable intangible assets acquired and liabilities assumed based on their fair market values (level 3 inputs) at the acquisition date. The excess of the purchase price over the fair value of the net tangible and intangible assets was recorded as goodwill and is deductible for tax purposes. Goodwill recognized at the acquisition date represents the other intangible benefits that the Company will derive from the ownership of ClosetMaid, however, such intangible benefits do not meet the criteria for recognition of separately identifiable intangible assets. The calculation of the final purchase price allocation is as follows: Accounts receivable (1) $ 32,234 Inventories (2), (3) 28,411 Property, plant and equipment 47,464 Goodwill 70,159 Intangible assets 74,580 Other current and non-current assets 3,852 Total assets acquired 256,700 Accounts payable and accrued liabilities 68,251 Long-term liabilities 2,720 Total liabilities assumed 70,971 Total $ 185,729 (1) Includes $32,956 of gross accounts receivable of which $722 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $29,079 of gross inventory of which $668 was reserved for obsolete inventory. The fair value of inventory approximated book value acquired. (3) Includes $1,500 in inventory basis step-up, which was charged to cost of goods sold over the inventory turns of the acquired entity. The amounts assigned to goodwill and major intangible asset classifications, all of which are tax deductible, for the ClosetMaid acquisition are as follows: Average Goodwill $ 70,159 N/A Indefinite-lived intangibles 47,740 N/A Definite-lived intangibles 26,840 21 Total goodwill and intangible assets $ 144,739 The Company did not incur any acquisition costs during the three months ended December 31, 2018. During the three months ended December 31, 2017, SG&A and Cost of goods and services included acquisition costs of $1,685 and $1,500 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Dec. 31, 2018 | |
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 December 31, 2018 At September 30, 2018 Raw materials and supplies $ 99,993 $ 97,645 Work in process 112,914 83,578 Finished goods 239,455 217,136 Total $ 452,362 $ 398,359 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Dec. 31, 2018 | |
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 December 31, 2018 At September 30, 2018 Land, building and building improvements $ 130,007 $ 130,296 Machinery and equipment 550,336 544,875 Leasehold improvements 50,272 50,111 730,615 725,282 Accumulated depreciation and amortization (394,125 ) (382,790 ) Total $ 336,490 $ 342,492 Depreciation and amortization expense for property, plant and equipment was $12,667 and $10,702 for the quarters ended December 31, 2018 and 2017 , respectively. Depreciation included in SG&A expenses was $4,681 and $3,472 for the quarters ended December 31, 2018 and 2017, respectively. 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 three months ended December 31, 2018 |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES | 3 Months Ended |
Dec. 31, 2018 | |
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 December 31, 2018 : At September 30, 2018 Goodwill from acquisitions Other At December 31, 2018 Home & Building Products $ 420,850 $ 300 $ (1,267 ) $ 419,883 Telephonics 18,545 — — 18,545 Total $ 439,395 $ 300 $ (1,267 ) $ 438,428 The following table provides the gross carrying value and accumulated amortization for each major class of intangible assets: At December 31, 2018 At September 30, 2018 Gross Carrying Amount Accumulated Amortization Average Life (Years) Gross Carrying Amount Accumulated Amortization Customer relationships & other $ 183,841 $ 51,473 23 $ 186,031 $ 49,822 Technology and patents 19,358 6,517 13 19,004 6,238 Total amortizable intangible assets 203,199 57,990 205,035 56,060 Trademarks 220,172 — 221,883 — Total intangible assets $ 423,371 $ 57,990 $ 426,918 $ 56,060 Amortization expense for intangible assets was $2,418 and $2,256 for the quarters ended December 31, 2018 and 2017, respectively. Amortization expense for the remainder of 2019 and the next five fiscal years and thereafter, based on current intangible balances and classifications, is estimated as follows: 2019 - $6,900 ; 2020 - $8,825 ; 2021 - $8,825 ; 2022 - $8,825 ; 2023 - $8,746 ; 2024 - $8,700 ; thereafter $94,388 . No event or indicator of impairment occurred during the three months ended December 31, 2018 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES During the three months ended December 31, 2018, the Company recognized a tax provision of $5,212 on income before taxes from continuing operations of $13,965 , compared to a tax benefit of $24,904 on a Loss before taxes from continuing operations of $2,073 in the comparable prior year period. The three month period ended December 31, 2018 included net tax provisions that affect comparability of $467 . The three month period ended December 31, 2017 included net tax benefits that affect comparability of $23,018 primarily from approximately $23,941 related to the December 22, 2017 tax reform bill associated with the revaluation of deferred tax liabilities, $3,185 ( $2,348 net of tax) of acquisition costs and $2,614 ( $248 net of tax) charges related to cost of life insurance benefits. Excluding these items, the effective tax rates for the three months ended December 31, 2018 and 2017 were 34.0% and 35.4% , respectively. On December 22, 2017, the “Tax Cuts and Jobs Act” (“TCJA”) was signed into law, and, among other changes, reduced the federal statutory tax rate from 35.0% to 21.0% |
LONG-TERM DEBT
LONG-TERM DEBT | 3 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT At December 31, 2018 At September 30, 2018 Outstanding Balance Original Issuer Premium Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate Outstanding Balance Original Issuer Premium Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate Senior notes due 2022 (a) $ 1,000,000 $ 1,131 $ (12,017 ) $ 989,114 5.25 % $ 1,000,000 $ 1,220 $ (12,968 ) $ 988,252 5.25 % Revolver due 2021 (b) 57,500 — (1,272 ) 56,228 Variable 25,000 — (1,413 ) 23,587 Variable ESOP Loans (d) 34,125 — (155 ) 33,970 Variable 34,694 — (186 ) 34,508 Variable Capital lease - real estate (e) 6,743 — (74 ) 6,669 5.00 % 7,503 — (80 ) 7,423 5.00 % Non US lines of credit (f) 14,084 — (12 ) 14,072 Variable 7,951 — (16 ) 7,935 Variable Non US term loans (f) 49,573 — (204 ) 49,369 Variable 53,533 — (148 ) 53,385 Variable Other long term debt (g) 5,548 — (19 ) 5,529 Variable 6,011 — (19 ) 5,992 Variable Totals 1,167,573 1,131 (13,753 ) 1,154,951 1,134,692 1,220 (14,830 ) 1,121,082 less: Current portion (12,872 ) — — (12,872 ) (13,011 ) — — (13,011 ) Long-term debt $ 1,154,701 $ 1,131 $ (13,753 ) $ 1,142,079 $ 1,121,681 $ 1,220 $ (14,830 ) $ 1,108,071 Three Months Ended December 31, 2018 Three Months Ended December 31, 2017 Effective Interest Rate (1) Cash Interest Amort. Debt Amort. Debt Issuance Costs Total Interest Expense Effective Interest Rate Cash Interest Amort. Debt Amort. Total Interest Expense Senior notes due 2022 (a) 5.7 % $ 13,125 $ 68 $ 951 $ 14,144 5.6 % $ 13,125 $ 67 $ 939 $ 14,131 Revolver due 2021 (b) Variable 933 — 141 1,074 Variable 1,356 — 141 1,497 Real estate mortgages (c) n/a — — — — 2.4 % 185 — 17 202 ESOP Loans (d) 5.5 % 488 — 31 519 3.3 % 413 — 31 444 Capital lease - real estate (e) 5.6 % 115 — 6 121 5.4 % 164 — 6 170 Non US lines of credit (f) Variable 7 — 4 11 Variable 7 — 8 15 Non US term loans (f) Variable 448 — 27 475 Variable 334 — 33 367 Other long term debt (g) Variable 182 — 3 185 Variable 115 — 1 116 Capitalized interest — — — — (103 ) — — (103 ) Totals $ 15,298 $ 68 $ 1,163 $ 16,529 $ 15,596 $ 67 $ 1,176 $ 16,839 (1) On October 2, 2017, in an unregistered offering through a private placement under Rule 144A, Griffon completed the add-on offering of $275,000 principal amount of its 5.25% senior notes due 2022, at 101.00% of par, to Griffon's previously issued $125,000 principal amount of its 5.25% senior notes due 2022, at 98.76% of par, completed on May 18, 2016 and $600,000 5.25% senior notes due 2022, at par, completed on February 27, 2014 (collectively the “Senior Notes”). As of December 31, 2018 , outstanding Senior Notes due totaled $1,000,000 ; interest is payable semi-annually on March 1 and September 1. The net proceeds of the $275,000 add-on offering were used to acquire ClosetMaid with the remaining proceeds used to pay down outstanding loan borrowings under Griffon's Revolving Credit Facility (the "Credit Agreement"). The net proceeds of the previously issued $125,000 add-on offering were used to pay down outstanding revolving loan borrowings under the Credit Agreement. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On February 5, 2018, July 20, 2016 and June 18, 2014, Griffon exchanged all of the $275,000 , $125,000 and $600,000 Senior Notes, respectively, for substantially identical Senior Notes registered under the Securities Act via an exchange offer. The fair value of the Senior Notes approximated $910,000 on December 31, 2018 based upon quoted market prices (level 1 inputs). In connection with the issuance and exchange of the $275,000 senior notes, Griffon capitalized $8,472 of underwriting fees and other expenses; in addition to the $13,329 capitalized under previously issued $600,000 Senior Notes. All capitalized fees for the Senior notes will amortize over the term of the notes and, at December 31, 2018 , $12,017 remained to be amortized. (b) On March 22, 2016, Griffon amended the Credit Agreement to increase the commitments under the credit facility from $250,000 to $350,000 , extend its maturity date from March 13, 2020 to March 22, 2021 and modify certain other provisions of the facility. On October 2, 2017 and on May 31, 2018, Griffon amended the Credit Agreement in connection with the ClosetMaid and CornellCookson acquisitions, respectively, to among other things, modify the net leverage covenant. The facility includes a letter of credit sub-facility with a limit of $50,000 and a multi-currency sub-facility of $100,000 . The Credit Agreement provides for same day borrowings of base rate loans. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time, subject to final maturity of the facility or the occurrence of an 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 1.75% for base rate loans and 2.75% 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 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 (c) below). At December 31, 2018 , under the Credit Agreement, there were $57,500 outstanding borrowings; outstanding standby letters of credit were $14,667 ; and $277,833 was available, subject to certain loan covenants, for borrowing at that date. (c) In September 2015 and March 2016, Griffon entered into mortgage loans in the amounts of $32,280 and $8,000 , respectively, and were due to mature in September 2025 and April 2018, respectively. The mortgage loans were secured and collateralized by four properties occupied by Griffon's subsidiaries and were guaranteed by Griffon. The loans had an interest rate of LIBOR plus 1.50% . The loans were paid off during the year ended September 30, 2018. (d) In August 2016, Griffon’s ESOP entered into an agreement that refinanced the existing ESOP loan into a new Term Loan in the amount of $35,092 (the "Agreement"). The Agreement also provided for a Line Note with $10,908 available to purchase shares of Griffon common stock in the open market. During 2017, Griffon's ESOP purchased 621,875 shares of common stock for a total of $10,908 or $17.54 per share, under a borrowing line that has now been fully utilized. On June 30, 2017, the Term Loan and Line Note were combined into a single Term Loan. The Term Loan bears interest at LIBOR plus 3.00% . The Term Loan requires quarterly principal payments of $569 with a balloon payment due at maturity on March 22, 2020. As a result of the special cash dividend of $1.00 per share, paid on April 16, 2018, the outstanding balance of the Term Loan was reduced by $5,705 . As of December 31, 2018 , $33,970 , net of issuance costs, was outstanding under the Term Loan. 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. (e) Two Griffon subsidiaries have capital leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2022 , respectively, and bear interest at fixed rates of approximately 5.0% and 8.0% , respectively. The Troy, Ohio lease is secured by a mortgage on the real estate and is guaranteed by Griffon. The Ocala, Florida lease contains two five -year renewal options. At December 31, 2018 , $6,669 was outstanding, net of issuance costs. (f) In November 2012, Garant G.P. (“Garant”) entered into a CAD $15,000 ( $11,018 as of December 31, 2018 ) revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 4.11% LIBOR USD and 3.50% Bankers Acceptance Rate CDN as of December 31, 2018 ). The revolving facility matures in October 2019. Garant is required to maintain a certain minimum equity. At December 31, 2018 , there were no borrowings under the revolving credit facility with CAD 15,000 ( $11,018 as of December 31, 2018) available for borrowing. In July 2016, Griffon Australia Holdings Pty Ltd and its Australian subsidiaries ("Griffon Australia") entered into an AUD 30,000 term loan and an AUD 10,000 revolver. The term loan refinanced two existing term loans and the revolver replaced two existing lines. In December 2016, the amount available under the revolver was increased from AUD 10,000 to AUD 20,000 and, in March 2017, the term loan commitment was increased by AUD 5,000 . In September 2017, the term commitment was increased by AUD 15,000 . The term loan requires quarterly principal payments of AUD 1,250 plus interest with a balloon payment of AUD 37,125 due upon maturity in October 2019, and accrues interest at Bank Bill Swap Bid Rate “BBSY” plus 2.00% per annum ( 4.11% at December 31, 2018 ). As of December 31, 2018, the term loan had an outstanding balance of AUD 39,625 ( $27,904 as of December 31, 2018 ). The revolving facility matures in March 2019, but is renewable upon mutual agreement with the lender, and accrues interest at BBSY plus 2.0% per annum ( 4.06% at December 31, 2018 ). At December 31, 2018, the revolver had an outstanding balance of AUD 20,000 ( $14,084 as of December 31, 2018). The revolver and the term loan are both secured by substantially all of the assets of Griffon Australia and its subsidiaries. Griffon guarantees the term loan. Griffon Australia is required to maintain a certain minimum equity level and is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. In July 2018, the AMES Companies UK Ltd and its subsidiaries ("AMES UK") entered into a GBP 14,000 term loan, GBP 4,000 mortgage loan and GBP 5,000 revolver. The term loan and mortgage loan require quarterly principal payments of GBP 350 and GBP 83 plus interest, respectively, and have balloon payments due upon maturity, July 2023, of GBP 7,000 and GBP 2,333 , respectively. The Term Loan and Mortgage Loans accrue interest at the GBP LIBOR Rate plus 2.25% and 1.8% , respectively ( 3.16% and 2.71% at December 31, 2018, respectively). The revolving facility matures in July 2019, but is renewable upon mutual agreement with the lender, and accrues interest at the Bank of England Base Rate plus 1.5% ( 2.25% as of December 31, 2018). The revolver and the term loan are both secured by substantially all of the assets of AMES UK and its subsidiaries. AMES UK is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. The invoice discounting arrangement was canceled and replaced by the above loan facilities. As of December 31, 2018, outstanding borrowings on these facilities totaled GBP 17,132 ( $21,669 as of December 31, 2018). (g) Other long-term debt consists primarily of a loan with the Pennsylvania Industrial Development Authority, with the balance consisting of capital leases. At December 31, 2018 |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 3 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS’ EQUITY During the quarter ended December 31, 2017, the Company paid a quarterly cash dividend of $0.0725 per share. During 2018, the Company paid a quarterly cash dividend of $0.07 per share. Dividends paid on shares in the ESOP were used to offset ESOP loan payments and recorded as a reduction of debt service payments and compensation 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 January 31, 2019, the Board of Directors declared a quarterly cash dividend of $0.0725 per share, payable on March 21, 2019 to shareholders of record as of the close of business on February 21, 2019. 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. On January 29, 2016, shareholders approved the Griffon Corporation 2016 Equity Incentive Plan ("Incentive Plan") under which awards of performance shares, performance units, stock options, stock appreciation rights, restricted shares, restricted stock units, deferred shares and other stock-based awards may be granted. On January 31, 2018, shareholders approved Amendment No. 1 to the Incentive Plan pursuant to which, among other things, 1,000,000 shares were added 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 3,350,000 ( 600,000 of which may be issued as incentive stock options), plus (i) any shares reserved for issuance under the 2011 Equity Incentive Plan as of the effective date of the Incentive Plan, and (ii) any shares underlying awards outstanding on such effective date under the 2011 Incentive Plan that are canceled or forfeited. As of December 31, 2018 , there were 324,326 shares available for grant. All grants outstanding under former equity plans will continue under their terms; no additional awards will be granted under such plans. During the first quarter of 2019, Griffon granted 1,194,538 shares of restricted stock and restricted stock units. This included 666,538 shares of restricted stock and restricted stock units, subject to certain performance conditions, with vesting periods of three years , with a total fair value of $8,105 , or a weighted average fair value of $12.16 per share. This also included 528,000 shares of restricted stock granted to two senior executives with a vesting period of four years and a two year post-vesting holding period, subject to the achievement of certain absolute and relative performance conditions relating to the price of Griffon's common stock. So long as the minimum performance condition is attained, the amount of shares that can vest will range from 384,000 to 528,000 . The total fair value of these restricted shares is approximately $3,576 , or a weighted average fair value of $6.77 . For the quarters ended December 31, 2018 and 2017 , stock based compensation expense totaled $2,933 and $2,555 , respectively. On each of August 3, 2016 and August 1, 2018, Griffon’s Board of Directors authorized the repurchase of up to $50,000 of Griffon’s outstanding common stock. Under this share repurchase program, 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 December 31, 2018, Griffon purchased 29,300 shares of common stock under these repurchase programs, for a total of $290 or $9.91 per share. As of December 31, 2018 , an aggregate of $58,037 remains under Griffon's Board authorized repurchase programs. In addition, during the quarter ended December 31, 2018 , 83,133 shares, with a market value of $1,011 , or $12.16 per share, were withheld to settle employee taxes due upon the vesting of restricted stock, and were added to treasury stock. An additional 3,861 shares, with a market value of $47 , or $12.16 |
EARNINGS PER SHARE (EPS)
EARNINGS PER SHARE (EPS) | 3 Months Ended |
Dec. 31, 2018 | |
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. The following table is a reconciliation of the share amounts (in thousands) used in computing earnings per share: Three Months Ended December 31, 2018 2017 Weighted average shares outstanding - basic 40,750 41,923 Incremental shares from stock based compensation 1,138 1,413 Weighted average shares outstanding - diluted 41,888 43,336 |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 3 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS Griffon’s reportable segments from continuing operations are as follows: • HBP is a global provider of long-handled tools and landscaping products for homeowners and professionals; a leading North American manufacturer and marketer of wood and wire closet organization, general living storage and wire garage storage products to home center retail chains, mass merchandisers, and direct-to builder professional installers; a leading manufacturer and marketer of residential and commercial garage doors to professional dealers and to some of the largest home center retail chains in North America; as well as a leading U.S. manufacturer and marketer of rolling steel door and grille products designed for commercial, industrial, institutional, and retail use. • Defense Electronics segment consists of Telephonics a globally recognized leading provider of highly sophisticated intelligence, surveillance and communications solutions for defense, aerospace and commercial customers. On November 16, 2017, Griffon announced it entered into a definitive agreement to sell Clopay Plastics Products Company, Inc. ("PPC") and on February 6, 2018, completed the sale to Berry Global Group, Inc. ("Berry") for $475,000 in cash, subject to certain post-closing adjustments. As a result, Griffon classified the results of operations of the PPC business as discontinued operations in the Consolidated Statements of Operations for all periods presented and classified the related assets and liabilities associated with the discontinued operations in the consolidated balance sheets. All results and information presented exclude PPC unless otherwise noted. See Note 15, Discontinued Operations to the Notes of the Financial Statements. On June 4, 2018, CBP acquired CornellCookson, a leading US manufacturer and marketer of rolling steel door and grille products designed for commercial, industrial, institutional and retail use. The accounts, affected for preliminary adjustments to reflect fair market values assigned to assets purchased and liabilities assumed, and results of operations of CornellCookson, are included in the Company’s consolidated financial statements from the date of acquisition. Information on Griffon’s reportable segments from continuing operations is as follows: For the Three Months Ended December 31, REVENUE 2018 2017 Home & Building Products: AMES $ 216,474 $ 216,742 CBP 223,295 154,236 Home & Building Products 439,769 370,978 Defense Electronics 70,753 66,325 Total consolidated net sales $ 510,522 $ 437,303 Disaggregation of Revenue Revenue from contracts with customers is disaggregated by end markets, segments and geographic location, as it more accurately depicts the nature and amount of the Company’s revenue. The following table presents revenue disaggregated by end market and segment: For the Three Months Ended December 31, 2018 Residential repair and remodel $ 140,525 Retail 113,365 Commercial construction 84,376 Residential new construction 39,824 Industrial 9,758 International excluding North America 51,921 Total Home and Building Products segment 439,769 U.S. Government 45,560 International 22,099 Commercial 3,094 Total Defense Electronics segment 70,753 Total Consolidated Revenue $ 510,522 The following table presents revenue disaggregated by geography based on the location of the Company's customer: For the Three Months Ended December 31, 2018 Revenue by Geographic Area - Destination Home & Building Products Defense Electronics Total United States $ 352,743 $ 48,295 $ 401,038 Europe 7,882 10,311 18,193 Canada 30,347 2,629 32,976 Australia 44,222 609 44,831 All other countries 4,575 8,909 13,484 Consolidated revenue $ 439,769 $ 70,753 $ 510,522 The following table reconciles segment operating profit to Income (loss) before taxes from continuing operations: For the Three Months Ended December 31, INCOME BEFORE TAXES FROM CONTINUING OPERATIONS 2018 2017 Segment operating profit: Home & Building Products $ 39,545 $ 27,751 Defense Electronics 2,149 1,480 Segment operating profit from continuing operations 41,694 29,231 Net interest expense (16,331 ) (16,642 ) Unallocated amounts (11,398 ) (10,436 ) Acquisition costs — (1,612 ) Cost of life insurance benefit — (2,614 ) Income before taxes from continuing operations $ 13,965 $ (2,073 ) 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, loss on debt extinguishment and acquisition related expenses, as well as other items that may affect comparability, 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 from continuing operations: For the Three Months Ended December 31, 2018 2017 Segment adjusted EBITDA: Home & Building Products $ 51,860 $ 39,457 Defense Electronics 4,785 4,199 Total Segment adjusted EBITDA 56,645 43,656 Net interest expense (16,331 ) (16,642 ) Segment depreciation and amortization (14,951 ) (12,852 ) Unallocated amounts (11,398 ) (10,436 ) Acquisition costs — (3,185 ) Cost of life insurance benefit — (2,614 ) Income (loss) before taxes from continuing operations $ 13,965 $ (2,073 ) Unallocated amounts typically include general corporate expenses not attributable to a reportable segment. For the Three Months Ended December 31, DEPRECIATION and AMORTIZATION 2018 2017 Segment: Home & Building Products $ 12,315 $ 10,133 Defense Electronics 2,636 2,719 Total segment depreciation and amortization 14,951 12,852 Corporate 134 106 Total consolidated depreciation and amortization $ 15,085 $ 12,958 CAPITAL EXPENDITURES Segment: Home & Building Products $ 7,145 $ 6,658 Defense Electronics 1,234 1,943 Total segment 8,379 8,601 Corporate 18 2,184 Total consolidated capital expenditures $ 8,397 $ 10,785 ASSETS At December 31, 2018 At September 30, 2018 Segment assets: Home & Building Products $ 1,647,069 $ 1,631,631 Defense Electronics 324,567 346,907 Total segment assets 1,971,636 1,978,538 Corporate 99,919 103,112 Total continuing assets 2,071,555 2,081,650 Assets of discontinued operations 3,234 3,240 Consolidated total $ 2,074,789 $ 2,084,890 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 3 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS In March 2017, the FASB issued ASU 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which changed certain presentation and disclosure requirements for employers that sponsor defined benefit and post-retirement pension plans. The new standard requires the service cost component of the net benefit cost to be in the same line item as other compensation in operating income and the other components of net benefit cost, including interest costs, amortization of prior service cots, recognized actuarial costs, to be presented outside of operating income on a retrospective basis. The standard was effective for fiscal years beginning after December 15, 2017. The Company adopted the requirements of the standard in the first quarter of 2019 on a retrospective basis reclassifying the other components of the net periodic benefit costs from Selling, general and administrative expenses to a non-service expense within Other income (expense). The defined benefit and post-retirement pension plans did not have a service cost component. The Company utilized a practical expedient included in the accounting guidance which allowed the Company to use amounts previously disclosed in its pension and other post-retirement benefits note for the prior period as the estimation basis for applying the required retrospective presentation requirements. The Company’s non-service cost components of net periodic benefit cost was a benefit of $787 and $882 during the three months ended December 31, 2018 and 2017, respectively. The impact of this adoption resulted in a reclassification to the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the three months ended December 31, 2017, in which previously reported selling, general and administrative expenses was increased by $882 , with a corresponding decrease to Other income (expense). Defined benefit pension expense (income) was as follows: The remaining provisions of the standard did not have a material impact on our financial position, results of operations or liquidity. Defined benefit pension expense (income) was as follows: Three Months Ended December 31, 2018 2017 Interest cost $ 1,570 $ 1,407 Expected return on plan assets (2,583 ) (2,639 ) Amortization: Prior service cost 4 4 Recognized actuarial loss 222 346 Net periodic expense (income) $ (787 ) $ (882 ) As a result of the recent passing of our Chairman of the Board, who participated in a Supplemental Executive Retirement Plan relating to his tenure as Chief Executive Officer (a position from which he retired in 2008), the pension benefit liability was reduced by $13,715 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Dec. 31, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS In May 2017, the FASB issued guidance to address the situation when a company modifies the terms of a stock compensation award previously granted to an employee. This guidance is effective, and should be applied prospectively, for fiscal years beginning after December 15, 2017. Early adoption is permitted as of the beginning of an annual period. The new guidance is effective for the Company beginning in fiscal 2019. The Company adopted this guidance as of October 1, 2018 and it did not have a material impact on the Company's financial condition, results of operations and related disclosures. In March 2017, the FASB issued amendments to the Compensation - Retirement Benefits guidance which requires companies to retrospectively present the service cost component of net periodic benefit cost for pension and retiree medical plans along with other compensation costs in operating income and present the other components of net periodic benefit cost below operating income in the income statement. The guidance also allows only the service cost component of net periodic benefit cost to be eligible for capitalization within inventory or fixed assets on a prospective basis. This guidance was effective for fiscal years beginning after December 15, 2017. The Company adopted the requirements of the standard in the first quarter of 2019 on a retrospective basis reclassifying the other components of the net periodic benefit costs from Selling, general and administrative expenses to a non-service expense within Other (income) expense, net. This guidance did not have a material impact on the Company's results of operations. See Note 13 - Employee Benefit Plans for further information on the implementation of this guidance. In January 2017, the FASB issued guidance that clarifies the definition of a business, which will impact many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The new standard is intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those periods and will be effective for the Company beginning in fiscal 2019. The Company adopted the requirements of the standard in the first quarter of 2019 and it did not have a material impact on the Company's financial condition, results of operations and related disclosures. In August 2016, the FASB issued guidance on the Statement of Cash Flows Classification of certain cash receipts and cash payments (a consensus of the FASB Emerging Issues Task Force). This guidance addresses the following eight specific cash flow issues: Debt prepayment or debt extinguishment costs; settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies); distributions received from equity method investees; beneficial interests in securitization transactions; and separately identifiable cash flows and application of the predominance principle. This guidance will be effective for the Company beginning in fiscal 2019. The Company adopted the requirements of the standard in the first quarter of 2019 and it did not have a material impact on the Company's financial condition, results of operations and cash flows. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) which supersedes nearly all existing revenue recognition guidance. Subsequent to the issuance of Topic 606, the FASB clarified the guidance through several ASUs; hereinafter the collection of revenue guidance is referred to as “ASC 606”. The core principle of ASC 606 is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. On October 1, 2018, the Company adopted ASC 606 using the modified retrospective method for all contracts. Results for reporting periods beginning October 1, 2018 are presented under ASC 606, while prior period amounts were not adjusted and continue to be reported in accordance with the Company’s historic accounting under Topic 605, Revenue Recognition. The Company recorded a net increase to beginning retained earnings of approximately $5,673 as of October 1, 2018 due to the cumulative impact of adopting ASC 606. The impact to beginning retained earnings primarily related to certain contracts in the Defense Electronics Segment containing provisions for radar and communication products that have an alternative use and/or no right to payment. The adoption of ASC 606 did not have a material impact on the Company’s Consolidated Condensed Financial Statements as of and for the three month period ended December 31, 2018. See Note 3 - Revenue for additional disclosures required by ASC 606. Issued but not yet effective accounting pronouncements In February 2018, the FASB issued guidance that allows companies to reclassify stranded tax effects resulting from the 2017 Tax Cuts and Jobs Act (the Tax Act), from accumulated other comprehensive income to retained earnings. This guidance is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The new standard is effective for the Company beginning in 2020, with early adoption permitted. We are currently evaluating the effects that the adoption of this guidance will have on our consolidated financial statements and the related disclosures. In January 2017, the FASB issued guidance that simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit's goodwill with the carrying amount of that goodwill. This guidance is effective for annual periods beginning after December 15, 2019, including interim periods within those periods and will be effective for the Company beginning October 1, 2020. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating the impact of the guidance on the Company's financial condition, results of operations and related disclosures. In February 2016, the FASB issued guidance on lease accounting requiring lessees to recognize a right-of-use asset and a lease liability for long-term leases. The liability will be equal to the present value of lease payments. This guidance must be applied using a modified retrospective transition approach to all annual and interim periods presented and is effective for the Company beginning in 2020. We are currently evaluating the impact of the guidance on the Company's financial condition, results of operations and related disclosures. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 3 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS PPC On November 16, 2017, Griffon announced it entered into a definitive agreement to sell PPC and on February 6, 2018, completed the sale to Berry for $475,000 in cash, subject to certain post-closing adjustments. As a result, Griffon classified the results of operations of the PPC business as discontinued operations in the Consolidated Statements of Operations for all periods presented and classified the related assets and liabilities associated with the discontinued operations in the consolidated balance sheets. All results and information presented exclude PPC unless otherwise noted. PPC is a global leader in the development and production of embossed, laminated and printed specialty plastic films for hygienic, health-care and industrial products and sells to some of the world's largest consumer products companies. In connection with the sale of PPC, the Company recorded a gain of $112,964 ( $81,041 , net of tax) during 2018. The tax computed on the PPC gain is preliminary and is subject to finalization. Summarized results of the Company’s discontinued operations are as follows: For the Three Months Ended December 31, 2017 Revenue $ 120,430 Cost of goods and services 95,944 Gross profit 24,486 Selling, general and administrative expenses 12,108 Income (loss) from discontinued operations 12,378 Other income (expense) Gain on sale of business — Interest expense, net (60 ) Other, net (852 ) Total other income (expense) (912 ) Income from operations of discontinued operations $ 11,466 Installation Services and Other Discontinued Activities In 2008, as a result of the downturn in the residential housing market, Griffon exited substantially all operating activities of its Installation Services segment which sold, installed and serviced garage doors and openers, fireplaces, floor coverings, cabinetry and a range of related building products, primarily for the new residential housing market. In 2008, Griffon sold eleven units, closed one unit and merged two units into CBP. Griffon substantially concluded its remaining disposal activities in 2009. Installation Services operating results have been reported as discontinued operations in the Consolidated Statements of Operations and Comprehensive Income (Loss) for all periods presented; Installation Services is excluded from segment reporting. In 2017, Griffon recorded $5,700 of reserves in discontinued operations related to historical environmental remediation efforts and to increase the reserve for homeowner association claims (HOA) related to the Clopay Services Corporation discontinued operations in 2008. The following amounts summarize the total assets and liabilities of PPC and Installation Services and other discontinued activities which have been segregated from Griffon’s continuing operations, and are reported as assets and liabilities of discontinued operations not held for sale in the Condensed Consolidated Balance Sheets: At December 31, 2018 At September 30, 2018 Assets of discontinued operations: Prepaid and other current assets $ 325 $ 324 Other long-term assets 2,909 2,916 Total assets of discontinued operations $ 3,234 $ 3,240 Liabilities of discontinued operations: Accrued liabilities, current $ 6,882 $ 7,210 Other long-term liabilities 2,510 2,647 Total liabilities of discontinued operations $ 9,392 $ 9,857 At December 31, 2018, Griffon's assets and liabilities for PPC and Installations Services and other discontinued operations primarily related to insurance claims, income tax and product liability, warranty and environmental reserves and stay and transaction bonuses totaling liabilities of approximately $9,392 . There was no PPC or Installation Services revenue or income for the quarter months ended December 31, 2018 |
OTHER INCOME (EXPENSE)
OTHER INCOME (EXPENSE) | 3 Months Ended |
Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |
OTHER INCOME (EXPENSE) | OTHER INCOME (EXPENSE) For the quarters ended December 31, 2018 and 2017 , Other income (expense) includes $502 and ($437) , respectively, of net currency exchange 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 $(77) and $(5) , respectively, of net investment income (loss). Additionally, during the quarters ended December 31, 2018 and 2017, Other income (expense) included net periodic benefit income of $787 and $882 |
WARRANTY LIABILITY
WARRANTY LIABILITY | 3 Months Ended |
Dec. 31, 2018 | |
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. CBP also offers warranties against product defects for periods generally ranging from one to ten years, with limited lifetime warranties on certain door models. Typical warranties require AMES, CBP and 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 from the date of original purchase. Changes in Griffon’s warranty liability, included in Accrued liabilities, were as follows: Three Months Ended December 31, 2018 2017 Balance, beginning of period $ 8,174 $ 6,236 Warranties issued and changes in estimated pre-existing warranties 4,061 1,475 Actual warranty costs incurred (3,194 ) (2,492 ) Other warranty liabilities assumed from acquisitions — $ 836 Balance, end of period $ 9,041 $ 6,055 |
OTHER COMPREHENSIVE INCOME (LOS
OTHER COMPREHENSIVE INCOME (LOSS) | 3 Months Ended |
Dec. 31, 2018 | |
OCI, Net of Tax [Abstract] | |
OTHER COMPREHENSIVE INCOME (LOSS) | OTHER COMPREHENSIVE INCOME (LOSS) The amounts recognized in other comprehensive income (loss) were as follows: Three Months Ended December 31, 2018 Three Months Ended December 31, 2017 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ (5,736 ) $ — $ (5,736 ) $ (1,289 ) $ — $ (1,289 ) Pension and other defined benefit plans 271 (87 ) 184 14,244 (4,685 ) 9,559 Cash flow hedges 157 (55 ) 102 130 (42 ) 88 Total other comprehensive income (loss) $ (5,308 ) $ (142 ) $ (5,450 ) $ 13,085 $ (4,727 ) $ 8,358 The components of Accumulated other comprehensive income (loss) are as follows: December 31, 2018 September 30, 2018 Foreign currency translation adjustments $ (28,560 ) $ (22,824 ) Pension and other defined benefit plans (11,575 ) (11,759 ) Change in Cash flow hedges 573 471 $ (39,562 ) $ (34,112 ) Amounts reclassified from accumulated other comprehensive income (loss) to income were as follows: For the Three Months Ended December 31, Gain (Loss) 2018 2017 Pension amortization $ (226 ) $ (529 ) Cash flow hedges 682 (7 ) Total gain (loss) 456 (536 ) Tax benefit (expense) (158 ) 161 Total $ 298 $ (375 ) |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Dec. 31, 2018 | |
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, ISC 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 media, 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 media, but selected a different remediation alternative for the sediment medium. After receiving public comments on the PRAP, the DEC issued a Record of Decision (“ROD”) in June 2011 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. At the time of adoption of the ROD, the approximate cost of the remedy proposed by DEC in the PRAP was approximately $10,000 . Based on our periodic review of public records, we recently became aware of a letter that the United States Environmental Protection Agency (the “EPA”) recently made available on its website. In this letter, dated August 2018, the DEC requested that the Peekskill Site be nominated by the EPA for inclusion on the National Priorities List. The DEC also indicated in this letter that it conducted subsequent investigative work that resulted in findings suggesting that the extent of contamination is greater than what was assumed at the time the ROD was issued. We are unaware of any attempt by the EPA to contact Lightron, ISC or its advisors, and therefore we cannot assess or predict how the EPA will react to the letter from the DEC. Absent action by the EPA, we would expect that the DEC will enter into negotiations with potentially responsible parties (“PRPs”) to request they undertake performance of the remedies selected in the ROD. The DEC might also begin a process in which it seeks to amend the ROD or issue a new ROD, in which case it may then seek to enter into negotiations with PRPs to request they undertake performance of the remedies selected in an amended or new ROD. Griffon does not acknowledge any responsibility to perform any remediation at the Peekskill Site. Improper Advertisement Claim involving Union Tools ® Products. Beginning in December 2004, a customer of AMES had been named in various litigation matters relating to certain Union Tools products. The plaintiffs in those litigation matters asserted causes of action against the customer of AMES for improper advertisement to end consumers. The allegations suggested that advertisements led the consumers to believe that Union Tools’ hand tools were wholly manufactured within boundaries of the United States. The complaints asserted various causes of action against the customer of AMES under federal and state law, including common law fraud. At some point, 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 has approved the final remedial investigation and feasibility study reports. AMES’ recommended remedial option of excavation and offsite disposal of lead contaminated soils, capping of other areas of the site impacted by other metals and performing limited groundwater monitoring was accepted by the DEC in a Record of Decision issued March 1, 2018. The Company has submitted a final design and implementation work plan to the State of New York and is awaiting approval. Implementation of the selected remedial alternative is expected to be completed in 2019. AMES has a number of defenses to liability in this matter, including its rights under a previous 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, the Defense Criminal Investigative Service, and the Department of Justice which has responsibility for asserting claims on behalf of the U.S. Government. 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 |
CONSOLIDATING GUARANTOR AND NON
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION | 3 Months Ended |
Dec. 31, 2018 | |
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., Telephonics Corporation, The AMES Companies, Inc., ATT Southern LLC, Clopay Ames True Temper Holding Corp., ClosetMaid, LLC, CornellCookson, LLC and Cornell Real Estate Holdings, LLC, all of which are indirectly 100% owned by Griffon. In accordance with Rule 3-10 of Regulation S-X promulgated under the Securities Act, presented below are condensed consolidating financial information as of December 31, 2018 and September 30, 2018 and for the three months ended December 31, 2018 and 2017 . 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% At December 31, 2018 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 10,629 $ 32,096 $ 39,027 $ — $ 81,752 Accounts receivable, net of allowances — 217,290 36,535 (474 ) 253,351 Contract costs and recognized income not yet billed, net of progress payments — 88,019 1,213 — 89,232 Inventories, net — 384,893 67,462 7 452,362 Prepaid and other current assets 8,067 22,507 6,668 2,373 39,615 Assets of discontinued operations — — 325 — 325 Total Current Assets 18,696 744,805 151,230 1,906 916,637 PROPERTY, PLANT AND EQUIPMENT, net 887 295,409 40,194 — 336,490 GOODWILL — 394,008 44,420 — 438,428 INTANGIBLE ASSETS, net 93 279,849 85,439 — 365,381 INTERCOMPANY RECEIVABLE 67,780 621,995 58,690 (748,465 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,542,276 508,267 3,029,840 (5,080,383 ) — OTHER ASSETS 6,708 17,057 (2,136 ) (6,685 ) 14,944 ASSETS OF DISCONTINUED OPERATIONS — — 2,909 — 2,909 Total Assets $ 1,636,440 $ 2,861,390 $ 3,410,586 $ (5,833,627 ) $ 2,074,789 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,276 $ 3,448 $ 7,148 $ — $ 12,872 Accounts payable and accrued liabilities 27,556 280,395 32,424 7,195 347,570 Liabilities of discontinued operations — — 6,882 — 6,882 Total Current Liabilities 29,832 283,843 46,454 7,195 367,324 LONG-TERM DEBT, net 1,077,036 5,250 59,793 — 1,142,079 INTERCOMPANY PAYABLES 51,497 283,010 415,912 (750,419 ) — OTHER LIABILITIES 6,514 71,569 16,882 (3,650 ) 91,315 LIABILITIES OF DISCONTINUED OPERATIONS — — 2,510 — 2,510 Total Liabilities 1,164,879 643,672 541,551 (746,874 ) 1,603,228 SHAREHOLDERS’ EQUITY 471,561 2,217,718 2,869,035 (5,086,753 ) 471,561 Total Liabilities and Shareholders’ Equity $ 1,636,440 $ 2,861,390 $ 3,410,586 $ (5,833,627 ) $ 2,074,789 At September 30, 2018 ($ in thousands) Parent Guarantor Non-Guarantor Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 15,976 $ 16,353 $ 37,429 $ — $ 69,758 Accounts receivable, net of allowances — 234,885 69,729 (24,105 ) 280,509 Contract costs and recognized income not yet billed, net of progress payments — 121,393 410 — 121,803 Inventories, net — 332,067 66,373 (81 ) 398,359 Prepaid and other current assets 12,179 21,313 6,168 2,461 42,121 Assets of discontinued operations — — 324 — 324 Total Current Assets 28,155 726,011 180,433 (21,725 ) 912,874 PROPERTY, PLANT AND EQUIPMENT, net 936 299,920 41,636 — 342,492 GOODWILL 6,646 361,507 71,242 — 439,395 INTANGIBLE ASSETS, net 93 293,093 77,672 — 370,858 INTERCOMPANY RECEIVABLE 56,396 314,394 (121,445 ) (249,345 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,528,932 968,330 3,347,894 (5,845,156 ) — OTHER ASSETS 8,651 15,942 374 (8,612 ) 16,355 ASSETS OF DISCONTINUED OPERATIONS — — 2,916 — 2,916 Total Assets $ 1,629,809 $ 2,979,197 $ 3,600,722 $ (6,124,838 ) $ 2,084,890 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,276 $ 3,398 $ 7,337 $ — $ 13,011 Accounts payable and accrued liabilities 26,639 303,154 59,531 (16,474 ) 372,850 Liabilities of discontinued operations — (22,327 ) 29,537 — 7,210 Total Current Liabilities 28,915 284,225 96,405 (16,474 ) 393,071 LONG-TERM DEBT, net 1,044,071 6,110 57,890 — 1,108,071 INTERCOMPANY PAYABLES 66,058 (77,760 ) 263,227 (251,525 ) — OTHER LIABILITIES 16,374 73,391 20,592 (3,647 ) 106,710 LIABILITIES OF DISCONTINUED OPERATIONS — — 2,647 — 2,647 Total Liabilities 1,155,418 285,966 440,761 (271,646 ) 1,610,499 SHAREHOLDERS’ EQUITY 474,391 2,693,231 3,159,961 (5,853,192 ) 474,391 Total Liabilities and Shareholders’ Equity $ 1,629,809 $ 2,979,197 $ 3,600,722 $ (6,124,838 ) $ 2,084,890 For the Three Months Ended December 31, 2018 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 419,244 $ 98,240 $ (6,962 ) $ 510,522 Cost of goods and services — 309,097 65,702 (7,323 ) 367,476 Gross profit — 110,147 32,538 361 143,046 Selling, general and administrative expenses 5,060 84,976 23,817 (99 ) 113,754 Income (loss) from operations (5,060 ) 25,171 8,721 460 29,292 Other income (expense) Interest income (expense), net (6,307 ) (9,130 ) (894 ) — (16,331 ) Other, net (262 ) 687 1,041 (462 ) 1,004 Total other income (expense) (6,569 ) (8,443 ) 147 (462 ) (15,327 ) Income (loss) before taxes (11,629 ) 16,728 8,868 (2 ) 13,965 Provision (benefit) for income taxes (3,535 ) 5,974 2,775 (2 ) 5,212 Income (loss) before equity in net income of subsidiaries (8,094 ) 10,754 6,093 — 8,753 Equity in net income (loss) of subsidiaries 16,847 6,050 10,754 (33,651 ) — Income from continuing operations $ 8,753 $ 16,804 $ 16,847 $ (33,651 ) $ 8,753 Net Income (loss) $ 8,753 $ 16,804 $ 16,847 $ (33,651 ) $ 8,753 Comprehensive income (loss) $ 3,303 $ 53,569 $ (4,551 ) $ (49,018 ) $ 3,303 For the Three Months Ended December 31, 2017 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 351,312 $ 92,519 $ (6,528 ) $ 437,303 Cost of goods and services — 262,640 60,779 (6,895 ) 316,524 Gross profit — 88,672 31,740 367 120,779 Selling, general and administrative expenses 11,337 75,330 20,049 (92 ) 106,624 Income (loss) from operations (11,337 ) 13,342 11,691 459 14,155 Other income (expense) Interest income (expense), net (6,774 ) (6,202 ) (3,666 ) — (16,642 ) Other, net (5 ) 1,205 (324 ) (462 ) 414 Total other income (expense) (6,779 ) (4,997 ) (3,990 ) (462 ) (16,228 ) Income (loss) before taxes (18,116 ) 8,345 7,701 (3 ) (2,073 ) Provision (benefit) for income taxes (29,692 ) 2,734 2,057 (3 ) (24,904 ) Income (loss) before equity in net income of subsidiaries 11,576 5,611 5,644 — 22,831 Equity in net income (loss) of subsidiaries 19,413 (652 ) 5,611 (24,372 ) — Income (loss) from continuing operations 30,989 4,959 11,255 (24,372 ) 22,831 Income (loss) from discontinued operations — 4,360 3,798 — 8,158 Net Income (loss) $ 30,989 $ 9,319 $ 15,053 $ (24,372 ) $ 30,989 Comprehensive income (loss) $ 39,347 $ 22,769 $ 47,447 $ (70,216 ) $ 39,347 For the Three Months Ended December 31, 2018 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 8,753 $ 16,804 $ 16,847 $ (33,651 ) $ 8,753 Net cash provided by (used in) operating activities: (23,532 ) 16,272 8,301 — 1,041 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (18 ) (6,935 ) (1,444 ) — (8,397 ) Acquired businesses, net of cash acquired (9,219 ) — — — (9,219 ) Proceeds from sale of assets — 38 13 — 51 Net cash provided by investing activities (9,237 ) (6,897 ) (1,431 ) — (17,565 ) CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (1,348 ) — — — (1,348 ) Proceeds from long-term debt 32,412 — 6,553 — 38,965 Payments of long-term debt (569 ) (855 ) (2,898 ) — (4,322 ) Change in short-term borrowings — 38 — — 38 Financing costs (67 ) — — — (67 ) Contingent consideration for acquired businesses — — (1,686 ) — (1,686 ) Dividends paid (3,143 ) — — — (3,143 ) Other, net 137 7,240 (7,240 ) — 137 Net cash provided by (used in) financing activities 27,422 6,423 (5,271 ) — 28,574 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (458 ) — (458 ) Effect of exchange rate changes on cash and equivalents — (55 ) 457 — 402 NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS (5,347 ) 15,743 1,598 — 11,994 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 15,976 16,353 37,429 — 69,758 CASH AND EQUIVALENTS AT END OF PERIOD $ 10,629 $ 32,096 $ 39,027 $ — $ 81,752 For the Three Months Ended December 31, 2017 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 30,989 $ 9,319 $ 15,053 $ (24,372 ) $ 30,989 Net (income) loss from discontinued operations — (4,360 ) (3,798 ) — (8,158 ) Net cash provided by (used in) operating activities: (68,932 ) 48,147 15,131 — (5,654 ) CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (121 ) (7,984 ) (2,680 ) — (10,785 ) Acquired businesses, net of cash acquired (194,001 ) (4,682 ) — — (198,683 ) Proceeds from sale of assets — 7 432 — 439 Net cash provided by (used in) investing activities (194,122 ) (12,659 ) (2,248 ) — (209,029 ) CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (4,332 ) — — — (4,332 ) Proceeds from long-term debt 326,094 976 (976 ) — 326,094 Payments of long-term debt (45,719 ) (1,776 ) (5,478 ) — (52,973 ) Change in short-term borrowings — 35 — — 35 Financing costs (7,392 ) — — — (7,392 ) Dividends paid (2,990 ) — — — (2,990 ) Other, net 84 (10,524 ) 10,524 — 84 Net cash provided by (used in) financing activities 265,745 (11,289 ) 4,070 — 258,526 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — (827 ) (5,592 ) — (6,419 ) Effect of exchange rate changes on cash and equivalents — (1 ) (684 ) — (685 ) NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS 2,691 23,371 10,677 — 36,739 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 3,240 8,066 36,375 — 47,681 CASH AND EQUIVALENTS AT END OF PERIOD $ 5,931 $ 31,437 $ 47,052 $ — $ 84,420 |
DESCRIPTION OF BUSINESS AND B_2
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Dec. 31, 2018 | |
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 (“US GAAP”) for interim financial information, and 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 US GAAP for complete financial statements. As such, they should be read together with Griffon’s Annual Report on Form 10-K for the year ended September 30, 2018 , 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, 2018 was derived from the audited financial statements included in Griffon’s Annual Report on Form 10-K for the year ended September 30, 2018 . The condensed consolidated financial statements include the accounts of Griffon and all subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. The preparation of financial statements in conformity with US 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 fixed and intangible 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. |
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. • |
Inventories | Inventories are stated at the lower of cost (first-in, first-out or average) or market. |
New Accounting Pronouncements | In May 2017, the FASB issued guidance to address the situation when a company modifies the terms of a stock compensation award previously granted to an employee. This guidance is effective, and should be applied prospectively, for fiscal years beginning after December 15, 2017. Early adoption is permitted as of the beginning of an annual period. The new guidance is effective for the Company beginning in fiscal 2019. The Company adopted this guidance as of October 1, 2018 and it did not have a material impact on the Company's financial condition, results of operations and related disclosures. In March 2017, the FASB issued amendments to the Compensation - Retirement Benefits guidance which requires companies to retrospectively present the service cost component of net periodic benefit cost for pension and retiree medical plans along with other compensation costs in operating income and present the other components of net periodic benefit cost below operating income in the income statement. The guidance also allows only the service cost component of net periodic benefit cost to be eligible for capitalization within inventory or fixed assets on a prospective basis. This guidance was effective for fiscal years beginning after December 15, 2017. The Company adopted the requirements of the standard in the first quarter of 2019 on a retrospective basis reclassifying the other components of the net periodic benefit costs from Selling, general and administrative expenses to a non-service expense within Other (income) expense, net. This guidance did not have a material impact on the Company's results of operations. See Note 13 - Employee Benefit Plans for further information on the implementation of this guidance. In January 2017, the FASB issued guidance that clarifies the definition of a business, which will impact many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The new standard is intended to help companies and other organizations evaluate whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance is effective for annual periods beginning after December 15, 2017, including interim periods within those periods and will be effective for the Company beginning in fiscal 2019. The Company adopted the requirements of the standard in the first quarter of 2019 and it did not have a material impact on the Company's financial condition, results of operations and related disclosures. In August 2016, the FASB issued guidance on the Statement of Cash Flows Classification of certain cash receipts and cash payments (a consensus of the FASB Emerging Issues Task Force). This guidance addresses the following eight specific cash flow issues: Debt prepayment or debt extinguishment costs; settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies); distributions received from equity method investees; beneficial interests in securitization transactions; and separately identifiable cash flows and application of the predominance principle. This guidance will be effective for the Company beginning in fiscal 2019. The Company adopted the requirements of the standard in the first quarter of 2019 and it did not have a material impact on the Company's financial condition, results of operations and cash flows. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) which supersedes nearly all existing revenue recognition guidance. Subsequent to the issuance of Topic 606, the FASB clarified the guidance through several ASUs; hereinafter the collection of revenue guidance is referred to as “ASC 606”. The core principle of ASC 606 is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. On October 1, 2018, the Company adopted ASC 606 using the modified retrospective method for all contracts. Results for reporting periods beginning October 1, 2018 are presented under ASC 606, while prior period amounts were not adjusted and continue to be reported in accordance with the Company’s historic accounting under Topic 605, Revenue Recognition. The Company recorded a net increase to beginning retained earnings of approximately $5,673 as of October 1, 2018 due to the cumulative impact of adopting ASC 606. The impact to beginning retained earnings primarily related to certain contracts in the Defense Electronics Segment containing provisions for radar and communication products that have an alternative use and/or no right to payment. The adoption of ASC 606 did not have a material impact on the Company’s Consolidated Condensed Financial Statements as of and for the three month period ended December 31, 2018. See Note 3 - Revenue for additional disclosures required by ASC 606. Issued but not yet effective accounting pronouncements In February 2018, the FASB issued guidance that allows companies to reclassify stranded tax effects resulting from the 2017 Tax Cuts and Jobs Act (the Tax Act), from accumulated other comprehensive income to retained earnings. This guidance is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The new standard is effective for the Company beginning in 2020, with early adoption permitted. We are currently evaluating the effects that the adoption of this guidance will have on our consolidated financial statements and the related disclosures. In January 2017, the FASB issued guidance that simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit's goodwill with the carrying amount of that goodwill. This guidance is effective for annual periods beginning after December 15, 2019, including interim periods within those periods and will be effective for the Company beginning October 1, 2020. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We are currently evaluating the impact of the guidance on the Company's financial condition, results of operations and related disclosures. In February 2016, the FASB issued guidance on lease accounting requiring lessees to recognize a right-of-use asset and a lease liability for long-term leases. The liability will be equal to the present value of lease payments. This guidance must be applied using a modified retrospective transition approach to all annual and interim periods presented and is effective for the Company beginning in 2020. We are currently evaluating the impact of the guidance on the Company's financial condition, results of operations and related disclosures. |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Cumulative Effect For Adoption of New Accounting Pronouncement | The cumulative effect of the changes made to the Company's Consolidated October 1, 2018 Balance Sheet for the adoption of ASC 606 is as follows: Balance Sheet As Reported at September 30, 2018 Adjustments Balance as of October 1, 2018 CURRENT ASSETS Contract costs and recognized income not yet billed, net of progress payments $ 121,803 $ (20,982 ) $ 100,821 Inventories 398,359 22,025 420,384 Total Current Assets 912,874 1,043 913,917 Total Assets 2,084,890 1,043 2,085,933 CURRENT LIABILITIES Accounts payable 233,658 8,282 241,940 Billings in excess of costs (1) 17,559 8,282 25,841 Total Current Liabilities 393,071 8,282 401,353 OTHER LIABILITIES 106,710 (1,566 ) 105,144 Total Liabilities 1,610,499 6,716 1,617,215 SHAREHOLDERS' EQUITY Retained Earnings 550,523 (5,673 ) 544,850 Total Shareholders' Equity 474,391 (5,673 ) 468,718 Total Liabilities and Shareholders’ Equity $ 2,084,890 $ 1,043 $ 2,085,933 (1) Billings in excess of costs is reported in Accounts payable on the Company's Consolidated Balance Sheets. The impact to the Company's Consolidated Statement of Operations and Balance Sheet as of and for the quarter ended December 31, 2018 was as follows: For the Period Ended December 31, 2018 Income Statement As Reported Balances Without Adoption of ASC 606 Effect of Adoption Higher/(Lower) Net sales $ 510,522 $ 505,916 $ 4,606 Cost of goods and services 367,476 364,210 3,266 Income (loss) before taxes from continuing operations 13,965 12,625 1,340 Provision (benefit) from income taxes 5,212 4,920 292 Income from continuing operations 8,753 7,705 1,048 As of December 31, 2018 Balance Sheet As Reported Balances Without Adoption of ASC 606 Effect of Adoption Higher/(Lower) CURRENT ASSETS Contract costs and recognized income not yet billed, net of progress payments $ 89,232 $ 105,608 $ (16,376 ) Inventories 452,362 433,603 18,759 Total Current Assets 916,637 914,254 2,383 Total Assets 2,074,789 2,072,406 2,383 CURRENT LIABILITIES Accounts payable 209,202 200,920 8,282 Billings in excess of costs 29,113 20,831 8,282 Total Current Liabilities 367,324 359,042 8,282 OTHER LIABILITIES 91,315 92,589 (1,274 ) Total Liabilities 1,603,228 1,596,220 7,008 SHAREHOLDERS' EQUITY Retained Earnings 550,460 555,085 (4,625 ) Total Shareholders' Equity 471,561 476,186 (4,625 ) Total Liabilities and Shareholders’ Equity $ 2,074,789 $ 2,072,406 $ 2,383 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The calculation of the final purchase price allocation is as follows: Accounts receivable (1) $ 32,234 Inventories (2), (3) 28,411 Property, plant and equipment 47,464 Goodwill 70,159 Intangible assets 74,580 Other current and non-current assets 3,852 Total assets acquired 256,700 Accounts payable and accrued liabilities 68,251 Long-term liabilities 2,720 Total liabilities assumed 70,971 Total $ 185,729 (1) Includes $32,956 of gross accounts receivable of which $722 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $29,079 of gross inventory of which $668 was reserved for obsolete inventory. The fair value of inventory approximated book value acquired. (3) Includes $1,500 Accounts receivable (1) $ 30,400 Inventories (2) 12,336 Property, plant and equipment 49,426 Goodwill 43,183 Intangible assets 67,600 Other current and non-current assets 2,648 Total assets acquired 205,593 Accounts payable and accrued liabilities 12,507 Long-term liabilities 660 Total liabilities assumed 13,167 Total $ 192,426 (1) Includes $30,818 of gross accounts receivable of which $418 was not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $13,434 of gross inventory of which $1,098 |
Schedule of Goodwill And Intangible Assets Acquired as Part of Business Combination | The amounts assigned to goodwill and major intangible asset classifications, all of which are tax deductible, for the ClosetMaid acquisition are as follows: Average Goodwill $ 70,159 N/A Indefinite-lived intangibles 47,740 N/A Definite-lived intangibles 26,840 21 Total goodwill and intangible assets $ 144,739 Average Goodwill $ 43,183 N/A Indefinite-lived intangibles 53,500 N/A Definite-lived intangibles 14,100 12 Total goodwill and intangible assets $ 110,783 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The following table details the components of inventory: At December 31, 2018 At September 30, 2018 Raw materials and supplies $ 99,993 $ 97,645 Work in process 112,914 83,578 Finished goods 239,455 217,136 Total $ 452,362 $ 398,359 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | The following table details the components of property, plant and equipment, net: At December 31, 2018 At September 30, 2018 Land, building and building improvements $ 130,007 $ 130,296 Machinery and equipment 550,336 544,875 Leasehold improvements 50,272 50,111 730,615 725,282 Accumulated depreciation and amortization (394,125 ) (382,790 ) Total $ 336,490 $ 342,492 |
GOODWILL AND OTHER INTANGIBLES
GOODWILL AND OTHER INTANGIBLES (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
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 December 31, 2018 : At September 30, 2018 Goodwill from acquisitions Other At December 31, 2018 Home & Building Products $ 420,850 $ 300 $ (1,267 ) $ 419,883 Telephonics 18,545 — — 18,545 Total $ 439,395 $ 300 $ (1,267 ) $ 438,428 |
Schedule Of Identifiable Intangible Assets | The following table provides the gross carrying value and accumulated amortization for each major class of intangible assets: At December 31, 2018 At September 30, 2018 Gross Carrying Amount Accumulated Amortization Average Life (Years) Gross Carrying Amount Accumulated Amortization Customer relationships & other $ 183,841 $ 51,473 23 $ 186,031 $ 49,822 Technology and patents 19,358 6,517 13 19,004 6,238 Total amortizable intangible assets 203,199 57,990 205,035 56,060 Trademarks 220,172 — 221,883 — Total intangible assets $ 423,371 $ 57,990 $ 426,918 $ 56,060 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | At December 31, 2018 At September 30, 2018 Outstanding Balance Original Issuer Premium Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate Outstanding Balance Original Issuer Premium Capitalized Fees & Expenses Balance Sheet Coupon Interest Rate Senior notes due 2022 (a) $ 1,000,000 $ 1,131 $ (12,017 ) $ 989,114 5.25 % $ 1,000,000 $ 1,220 $ (12,968 ) $ 988,252 5.25 % Revolver due 2021 (b) 57,500 — (1,272 ) 56,228 Variable 25,000 — (1,413 ) 23,587 Variable ESOP Loans (d) 34,125 — (155 ) 33,970 Variable 34,694 — (186 ) 34,508 Variable Capital lease - real estate (e) 6,743 — (74 ) 6,669 5.00 % 7,503 — (80 ) 7,423 5.00 % Non US lines of credit (f) 14,084 — (12 ) 14,072 Variable 7,951 — (16 ) 7,935 Variable Non US term loans (f) 49,573 — (204 ) 49,369 Variable 53,533 — (148 ) 53,385 Variable Other long term debt (g) 5,548 — (19 ) 5,529 Variable 6,011 — (19 ) 5,992 Variable Totals 1,167,573 1,131 (13,753 ) 1,154,951 1,134,692 1,220 (14,830 ) 1,121,082 less: Current portion (12,872 ) — — (12,872 ) (13,011 ) — — (13,011 ) Long-term debt $ 1,154,701 $ 1,131 $ (13,753 ) $ 1,142,079 $ 1,121,681 $ 1,220 $ (14,830 ) $ 1,108,071 On October 2, 2017, in an unregistered offering through a private placement under Rule 144A, Griffon completed the add-on offering of $275,000 principal amount of its 5.25% senior notes due 2022, at 101.00% of par, to Griffon's previously issued $125,000 principal amount of its 5.25% senior notes due 2022, at 98.76% of par, completed on May 18, 2016 and $600,000 5.25% senior notes due 2022, at par, completed on February 27, 2014 (collectively the “Senior Notes”). As of December 31, 2018 , outstanding Senior Notes due totaled $1,000,000 ; interest is payable semi-annually on March 1 and September 1. The net proceeds of the $275,000 add-on offering were used to acquire ClosetMaid with the remaining proceeds used to pay down outstanding loan borrowings under Griffon's Revolving Credit Facility (the "Credit Agreement"). The net proceeds of the previously issued $125,000 add-on offering were used to pay down outstanding revolving loan borrowings under the Credit Agreement. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On February 5, 2018, July 20, 2016 and June 18, 2014, Griffon exchanged all of the $275,000 , $125,000 and $600,000 Senior Notes, respectively, for substantially identical Senior Notes registered under the Securities Act via an exchange offer. The fair value of the Senior Notes approximated $910,000 on December 31, 2018 based upon quoted market prices (level 1 inputs). In connection with the issuance and exchange of the $275,000 senior notes, Griffon capitalized $8,472 of underwriting fees and other expenses; in addition to the $13,329 capitalized under previously issued $600,000 Senior Notes. All capitalized fees for the Senior notes will amortize over the term of the notes and, at December 31, 2018 , $12,017 remained to be amortized. (b) On March 22, 2016, Griffon amended the Credit Agreement to increase the commitments under the credit facility from $250,000 to $350,000 , extend its maturity date from March 13, 2020 to March 22, 2021 and modify certain other provisions of the facility. On October 2, 2017 and on May 31, 2018, Griffon amended the Credit Agreement in connection with the ClosetMaid and CornellCookson acquisitions, respectively, to among other things, modify the net leverage covenant. The facility includes a letter of credit sub-facility with a limit of $50,000 and a multi-currency sub-facility of $100,000 . The Credit Agreement provides for same day borrowings of base rate loans. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time, subject to final maturity of the facility or the occurrence of an 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 1.75% for base rate loans and 2.75% 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 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 (c) below). At December 31, 2018 , under the Credit Agreement, there were $57,500 outstanding borrowings; outstanding standby letters of credit were $14,667 ; and $277,833 was available, subject to certain loan covenants, for borrowing at that date. (c) In September 2015 and March 2016, Griffon entered into mortgage loans in the amounts of $32,280 and $8,000 , respectively, and were due to mature in September 2025 and April 2018, respectively. The mortgage loans were secured and collateralized by four properties occupied by Griffon's subsidiaries and were guaranteed by Griffon. The loans had an interest rate of LIBOR plus 1.50% . The loans were paid off during the year ended September 30, 2018. (d) In August 2016, Griffon’s ESOP entered into an agreement that refinanced the existing ESOP loan into a new Term Loan in the amount of $35,092 (the "Agreement"). The Agreement also provided for a Line Note with $10,908 available to purchase shares of Griffon common stock in the open market. During 2017, Griffon's ESOP purchased 621,875 shares of common stock for a total of $10,908 or $17.54 per share, under a borrowing line that has now been fully utilized. On June 30, 2017, the Term Loan and Line Note were combined into a single Term Loan. The Term Loan bears interest at LIBOR plus 3.00% . The Term Loan requires quarterly principal payments of $569 with a balloon payment due at maturity on March 22, 2020. As a result of the special cash dividend of $1.00 per share, paid on April 16, 2018, the outstanding balance of the Term Loan was reduced by $5,705 . As of December 31, 2018 , $33,970 , net of issuance costs, was outstanding under the Term Loan. 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. (e) Two Griffon subsidiaries have capital leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2022 , respectively, and bear interest at fixed rates of approximately 5.0% and 8.0% , respectively. The Troy, Ohio lease is secured by a mortgage on the real estate and is guaranteed by Griffon. The Ocala, Florida lease contains two five -year renewal options. At December 31, 2018 , $6,669 was outstanding, net of issuance costs. (f) In November 2012, Garant G.P. (“Garant”) entered into a CAD $15,000 ( $11,018 as of December 31, 2018 ) revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 4.11% LIBOR USD and 3.50% Bankers Acceptance Rate CDN as of December 31, 2018 ). The revolving facility matures in October 2019. Garant is required to maintain a certain minimum equity. At December 31, 2018 , there were no borrowings under the revolving credit facility with CAD 15,000 ( $11,018 as of December 31, 2018) available for borrowing. In July 2016, Griffon Australia Holdings Pty Ltd and its Australian subsidiaries ("Griffon Australia") entered into an AUD 30,000 term loan and an AUD 10,000 revolver. The term loan refinanced two existing term loans and the revolver replaced two existing lines. In December 2016, the amount available under the revolver was increased from AUD 10,000 to AUD 20,000 and, in March 2017, the term loan commitment was increased by AUD 5,000 . In September 2017, the term commitment was increased by AUD 15,000 . The term loan requires quarterly principal payments of AUD 1,250 plus interest with a balloon payment of AUD 37,125 due upon maturity in October 2019, and accrues interest at Bank Bill Swap Bid Rate “BBSY” plus 2.00% per annum ( 4.11% at December 31, 2018 ). As of December 31, 2018, the term loan had an outstanding balance of AUD 39,625 ( $27,904 as of December 31, 2018 ). The revolving facility matures in March 2019, but is renewable upon mutual agreement with the lender, and accrues interest at BBSY plus 2.0% per annum ( 4.06% at December 31, 2018 ). At December 31, 2018, the revolver had an outstanding balance of AUD 20,000 ( $14,084 as of December 31, 2018). The revolver and the term loan are both secured by substantially all of the assets of Griffon Australia and its subsidiaries. Griffon guarantees the term loan. Griffon Australia is required to maintain a certain minimum equity level and is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. In July 2018, the AMES Companies UK Ltd and its subsidiaries ("AMES UK") entered into a GBP 14,000 term loan, GBP 4,000 mortgage loan and GBP 5,000 revolver. The term loan and mortgage loan require quarterly principal payments of GBP 350 and GBP 83 plus interest, respectively, and have balloon payments due upon maturity, July 2023, of GBP 7,000 and GBP 2,333 , respectively. The Term Loan and Mortgage Loans accrue interest at the GBP LIBOR Rate plus 2.25% and 1.8% , respectively ( 3.16% and 2.71% at December 31, 2018, respectively). The revolving facility matures in July 2019, but is renewable upon mutual agreement with the lender, and accrues interest at the Bank of England Base Rate plus 1.5% ( 2.25% as of December 31, 2018). The revolver and the term loan are both secured by substantially all of the assets of AMES UK and its subsidiaries. AMES UK is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. The invoice discounting arrangement was canceled and replaced by the above loan facilities. As of December 31, 2018, outstanding borrowings on these facilities totaled GBP 17,132 ( $21,669 as of December 31, 2018). (g) Other long-term debt consists primarily of a loan with the Pennsylvania Industrial Development Authority, with the balance consisting of capital leases. At December 31, 2018 |
Schedule of Interest Expense For Long Term Debt | Three Months Ended December 31, 2018 Three Months Ended December 31, 2017 Effective Interest Rate (1) Cash Interest Amort. Debt Amort. Debt Issuance Costs Total Interest Expense Effective Interest Rate Cash Interest Amort. Debt Amort. Total Interest Expense Senior notes due 2022 (a) 5.7 % $ 13,125 $ 68 $ 951 $ 14,144 5.6 % $ 13,125 $ 67 $ 939 $ 14,131 Revolver due 2021 (b) Variable 933 — 141 1,074 Variable 1,356 — 141 1,497 Real estate mortgages (c) n/a — — — — 2.4 % 185 — 17 202 ESOP Loans (d) 5.5 % 488 — 31 519 3.3 % 413 — 31 444 Capital lease - real estate (e) 5.6 % 115 — 6 121 5.4 % 164 — 6 170 Non US lines of credit (f) Variable 7 — 4 11 Variable 7 — 8 15 Non US term loans (f) Variable 448 — 27 475 Variable 334 — 33 367 Other long term debt (g) Variable 182 — 3 185 Variable 115 — 1 116 Capitalized interest — — — — (103 ) — — (103 ) Totals $ 15,298 $ 68 $ 1,163 $ 16,529 $ 15,596 $ 67 $ 1,176 $ 16,839 On October 2, 2017, in an unregistered offering through a private placement under Rule 144A, Griffon completed the add-on offering of $275,000 principal amount of its 5.25% senior notes due 2022, at 101.00% of par, to Griffon's previously issued $125,000 principal amount of its 5.25% senior notes due 2022, at 98.76% of par, completed on May 18, 2016 and $600,000 5.25% senior notes due 2022, at par, completed on February 27, 2014 (collectively the “Senior Notes”). As of December 31, 2018 , outstanding Senior Notes due totaled $1,000,000 ; interest is payable semi-annually on March 1 and September 1. The net proceeds of the $275,000 add-on offering were used to acquire ClosetMaid with the remaining proceeds used to pay down outstanding loan borrowings under Griffon's Revolving Credit Facility (the "Credit Agreement"). The net proceeds of the previously issued $125,000 add-on offering were used to pay down outstanding revolving loan borrowings under the Credit Agreement. The Senior Notes are senior unsecured obligations of Griffon guaranteed by certain domestic subsidiaries, and subject to certain covenants, limitations and restrictions. On February 5, 2018, July 20, 2016 and June 18, 2014, Griffon exchanged all of the $275,000 , $125,000 and $600,000 Senior Notes, respectively, for substantially identical Senior Notes registered under the Securities Act via an exchange offer. The fair value of the Senior Notes approximated $910,000 on December 31, 2018 based upon quoted market prices (level 1 inputs). In connection with the issuance and exchange of the $275,000 senior notes, Griffon capitalized $8,472 of underwriting fees and other expenses; in addition to the $13,329 capitalized under previously issued $600,000 Senior Notes. All capitalized fees for the Senior notes will amortize over the term of the notes and, at December 31, 2018 , $12,017 remained to be amortized. (b) On March 22, 2016, Griffon amended the Credit Agreement to increase the commitments under the credit facility from $250,000 to $350,000 , extend its maturity date from March 13, 2020 to March 22, 2021 and modify certain other provisions of the facility. On October 2, 2017 and on May 31, 2018, Griffon amended the Credit Agreement in connection with the ClosetMaid and CornellCookson acquisitions, respectively, to among other things, modify the net leverage covenant. The facility includes a letter of credit sub-facility with a limit of $50,000 and a multi-currency sub-facility of $100,000 . The Credit Agreement provides for same day borrowings of base rate loans. Borrowings under the Credit Agreement may be repaid and re-borrowed at any time, subject to final maturity of the facility or the occurrence of an 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 1.75% for base rate loans and 2.75% 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 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 (c) below). At December 31, 2018 , under the Credit Agreement, there were $57,500 outstanding borrowings; outstanding standby letters of credit were $14,667 ; and $277,833 was available, subject to certain loan covenants, for borrowing at that date. (c) In September 2015 and March 2016, Griffon entered into mortgage loans in the amounts of $32,280 and $8,000 , respectively, and were due to mature in September 2025 and April 2018, respectively. The mortgage loans were secured and collateralized by four properties occupied by Griffon's subsidiaries and were guaranteed by Griffon. The loans had an interest rate of LIBOR plus 1.50% . The loans were paid off during the year ended September 30, 2018. (d) In August 2016, Griffon’s ESOP entered into an agreement that refinanced the existing ESOP loan into a new Term Loan in the amount of $35,092 (the "Agreement"). The Agreement also provided for a Line Note with $10,908 available to purchase shares of Griffon common stock in the open market. During 2017, Griffon's ESOP purchased 621,875 shares of common stock for a total of $10,908 or $17.54 per share, under a borrowing line that has now been fully utilized. On June 30, 2017, the Term Loan and Line Note were combined into a single Term Loan. The Term Loan bears interest at LIBOR plus 3.00% . The Term Loan requires quarterly principal payments of $569 with a balloon payment due at maturity on March 22, 2020. As a result of the special cash dividend of $1.00 per share, paid on April 16, 2018, the outstanding balance of the Term Loan was reduced by $5,705 . As of December 31, 2018 , $33,970 , net of issuance costs, was outstanding under the Term Loan. 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. (e) Two Griffon subsidiaries have capital leases outstanding for real estate located in Troy, Ohio and Ocala, Florida. The leases mature in 2021 and 2022 , respectively, and bear interest at fixed rates of approximately 5.0% and 8.0% , respectively. The Troy, Ohio lease is secured by a mortgage on the real estate and is guaranteed by Griffon. The Ocala, Florida lease contains two five -year renewal options. At December 31, 2018 , $6,669 was outstanding, net of issuance costs. (f) In November 2012, Garant G.P. (“Garant”) entered into a CAD $15,000 ( $11,018 as of December 31, 2018 ) revolving credit facility. The facility accrues interest at LIBOR (USD) or the Bankers Acceptance Rate (CDN) plus 1.3% per annum ( 4.11% LIBOR USD and 3.50% Bankers Acceptance Rate CDN as of December 31, 2018 ). The revolving facility matures in October 2019. Garant is required to maintain a certain minimum equity. At December 31, 2018 , there were no borrowings under the revolving credit facility with CAD 15,000 ( $11,018 as of December 31, 2018) available for borrowing. In July 2016, Griffon Australia Holdings Pty Ltd and its Australian subsidiaries ("Griffon Australia") entered into an AUD 30,000 term loan and an AUD 10,000 revolver. The term loan refinanced two existing term loans and the revolver replaced two existing lines. In December 2016, the amount available under the revolver was increased from AUD 10,000 to AUD 20,000 and, in March 2017, the term loan commitment was increased by AUD 5,000 . In September 2017, the term commitment was increased by AUD 15,000 . The term loan requires quarterly principal payments of AUD 1,250 plus interest with a balloon payment of AUD 37,125 due upon maturity in October 2019, and accrues interest at Bank Bill Swap Bid Rate “BBSY” plus 2.00% per annum ( 4.11% at December 31, 2018 ). As of December 31, 2018, the term loan had an outstanding balance of AUD 39,625 ( $27,904 as of December 31, 2018 ). The revolving facility matures in March 2019, but is renewable upon mutual agreement with the lender, and accrues interest at BBSY plus 2.0% per annum ( 4.06% at December 31, 2018 ). At December 31, 2018, the revolver had an outstanding balance of AUD 20,000 ( $14,084 as of December 31, 2018). The revolver and the term loan are both secured by substantially all of the assets of Griffon Australia and its subsidiaries. Griffon guarantees the term loan. Griffon Australia is required to maintain a certain minimum equity level and is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. In July 2018, the AMES Companies UK Ltd and its subsidiaries ("AMES UK") entered into a GBP 14,000 term loan, GBP 4,000 mortgage loan and GBP 5,000 revolver. The term loan and mortgage loan require quarterly principal payments of GBP 350 and GBP 83 plus interest, respectively, and have balloon payments due upon maturity, July 2023, of GBP 7,000 and GBP 2,333 , respectively. The Term Loan and Mortgage Loans accrue interest at the GBP LIBOR Rate plus 2.25% and 1.8% , respectively ( 3.16% and 2.71% at December 31, 2018, respectively). The revolving facility matures in July 2019, but is renewable upon mutual agreement with the lender, and accrues interest at the Bank of England Base Rate plus 1.5% ( 2.25% as of December 31, 2018). The revolver and the term loan are both secured by substantially all of the assets of AMES UK and its subsidiaries. AMES UK is subject to a maximum leverage ratio and a minimum fixed charges cover ratio. The invoice discounting arrangement was canceled and replaced by the above loan facilities. As of December 31, 2018, outstanding borrowings on these facilities totaled GBP 17,132 ( $21,669 as of December 31, 2018). (g) Other long-term debt consists primarily of a loan with the Pennsylvania Industrial Development Authority, with the balance consisting of capital leases. At December 31, 2018 |
EARNINGS PER SHARE (EPS) (Table
EARNINGS PER SHARE (EPS) (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
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 December 31, 2018 2017 Weighted average shares outstanding - basic 40,750 41,923 Incremental shares from stock based compensation 1,138 1,413 Weighted average shares outstanding - diluted 41,888 43,336 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table provides a reconciliation of Segment adjusted EBITDA to Income (loss) before taxes from continuing operations: For the Three Months Ended December 31, 2018 2017 Segment adjusted EBITDA: Home & Building Products $ 51,860 $ 39,457 Defense Electronics 4,785 4,199 Total Segment adjusted EBITDA 56,645 43,656 Net interest expense (16,331 ) (16,642 ) Segment depreciation and amortization (14,951 ) (12,852 ) Unallocated amounts (11,398 ) (10,436 ) Acquisition costs — (3,185 ) Cost of life insurance benefit — (2,614 ) Income (loss) before taxes from continuing operations $ 13,965 $ (2,073 ) For the Three Months Ended December 31, REVENUE 2018 2017 Home & Building Products: AMES $ 216,474 $ 216,742 CBP 223,295 154,236 Home & Building Products 439,769 370,978 Defense Electronics 70,753 66,325 Total consolidated net sales $ 510,522 $ 437,303 For the Three Months Ended December 31, INCOME BEFORE TAXES FROM CONTINUING OPERATIONS 2018 2017 Segment operating profit: Home & Building Products $ 39,545 $ 27,751 Defense Electronics 2,149 1,480 Segment operating profit from continuing operations 41,694 29,231 Net interest expense (16,331 ) (16,642 ) Unallocated amounts (11,398 ) (10,436 ) Acquisition costs — (1,612 ) Cost of life insurance benefit — (2,614 ) Income before taxes from continuing operations $ 13,965 $ (2,073 ) |
Disaggregation of Revenue | The following table presents revenue disaggregated by end market and segment: For the Three Months Ended December 31, 2018 Residential repair and remodel $ 140,525 Retail 113,365 Commercial construction 84,376 Residential new construction 39,824 Industrial 9,758 International excluding North America 51,921 Total Home and Building Products segment 439,769 U.S. Government 45,560 International 22,099 Commercial 3,094 Total Defense Electronics segment 70,753 Total Consolidated Revenue $ 510,522 The following table presents revenue disaggregated by geography based on the location of the Company's customer: For the Three Months Ended December 31, 2018 Revenue by Geographic Area - Destination Home & Building Products Defense Electronics Total United States $ 352,743 $ 48,295 $ 401,038 Europe 7,882 10,311 18,193 Canada 30,347 2,629 32,976 Australia 44,222 609 44,831 All other countries 4,575 8,909 13,484 Consolidated revenue $ 439,769 $ 70,753 $ 510,522 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | For the Three Months Ended December 31, DEPRECIATION and AMORTIZATION 2018 2017 Segment: Home & Building Products $ 12,315 $ 10,133 Defense Electronics 2,636 2,719 Total segment depreciation and amortization 14,951 12,852 Corporate 134 106 Total consolidated depreciation and amortization $ 15,085 $ 12,958 CAPITAL EXPENDITURES Segment: Home & Building Products $ 7,145 $ 6,658 Defense Electronics 1,234 1,943 Total segment 8,379 8,601 Corporate 18 2,184 Total consolidated capital expenditures $ 8,397 $ 10,785 ASSETS At December 31, 2018 At September 30, 2018 Segment assets: Home & Building Products $ 1,647,069 $ 1,631,631 Defense Electronics 324,567 346,907 Total segment assets 1,971,636 1,978,538 Corporate 99,919 103,112 Total continuing assets 2,071,555 2,081,650 Assets of discontinued operations 3,234 3,240 Consolidated total $ 2,074,789 $ 2,084,890 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Defined Benefit Plans Disclosures | Defined benefit pension expense (income) was as follows: Three Months Ended December 31, 2018 2017 Interest cost $ 1,570 $ 1,407 Expected return on plan assets (2,583 ) (2,639 ) Amortization: Prior service cost 4 4 Recognized actuarial loss 222 346 Net periodic expense (income) $ (787 ) $ (882 ) |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures | Summarized results of the Company’s discontinued operations are as follows: For the Three Months Ended December 31, 2017 Revenue $ 120,430 Cost of goods and services 95,944 Gross profit 24,486 Selling, general and administrative expenses 12,108 Income (loss) from discontinued operations 12,378 Other income (expense) Gain on sale of business — Interest expense, net (60 ) Other, net (852 ) Total other income (expense) (912 ) Income from operations of discontinued operations $ 11,466 At December 31, 2018 At September 30, 2018 Assets of discontinued operations: Prepaid and other current assets $ 325 $ 324 Other long-term assets 2,909 2,916 Total assets of discontinued operations $ 3,234 $ 3,240 Liabilities of discontinued operations: Accrued liabilities, current $ 6,882 $ 7,210 Other long-term liabilities 2,510 2,647 Total liabilities of discontinued operations $ 9,392 $ 9,857 |
WARRANTY LIABILITY (Tables)
WARRANTY LIABILITY (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
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 December 31, 2018 2017 Balance, beginning of period $ 8,174 $ 6,236 Warranties issued and changes in estimated pre-existing warranties 4,061 1,475 Actual warranty costs incurred (3,194 ) (2,492 ) Other warranty liabilities assumed from acquisitions — $ 836 Balance, end of period $ 9,041 $ 6,055 |
OTHER COMPREHENSIVE INCOME (L_2
OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
OCI, Net of Tax [Abstract] | |
Comprehensive Income (Loss) | The amounts recognized in other comprehensive income (loss) were as follows: Three Months Ended December 31, 2018 Three Months Ended December 31, 2017 Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation adjustments $ (5,736 ) $ — $ (5,736 ) $ (1,289 ) $ — $ (1,289 ) Pension and other defined benefit plans 271 (87 ) 184 14,244 (4,685 ) 9,559 Cash flow hedges 157 (55 ) 102 130 (42 ) 88 Total other comprehensive income (loss) $ (5,308 ) $ (142 ) $ (5,450 ) $ 13,085 $ (4,727 ) $ 8,358 The components of Accumulated other comprehensive income (loss) are as follows: December 31, 2018 September 30, 2018 Foreign currency translation adjustments $ (28,560 ) $ (22,824 ) Pension and other defined benefit plans (11,575 ) (11,759 ) Change in Cash flow hedges 573 471 $ (39,562 ) $ (34,112 ) |
Reclassification out of Accumulated Other Comprehensive Income | Amounts reclassified from accumulated other comprehensive income (loss) to income were as follows: For the Three Months Ended December 31, Gain (Loss) 2018 2017 Pension amortization $ (226 ) $ (529 ) Cash flow hedges 682 (7 ) Total gain (loss) 456 (536 ) Tax benefit (expense) (158 ) 161 Total $ 298 $ (375 ) |
CONSOLIDATING GUARANTOR AND N_2
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Consolidating Guarantor And Non Guarantor Financial Information [Abstract] | |
Condensed Balance Sheet | CONDENSED CONSOLIDATING BALANCE SHEETS At December 31, 2018 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 10,629 $ 32,096 $ 39,027 $ — $ 81,752 Accounts receivable, net of allowances — 217,290 36,535 (474 ) 253,351 Contract costs and recognized income not yet billed, net of progress payments — 88,019 1,213 — 89,232 Inventories, net — 384,893 67,462 7 452,362 Prepaid and other current assets 8,067 22,507 6,668 2,373 39,615 Assets of discontinued operations — — 325 — 325 Total Current Assets 18,696 744,805 151,230 1,906 916,637 PROPERTY, PLANT AND EQUIPMENT, net 887 295,409 40,194 — 336,490 GOODWILL — 394,008 44,420 — 438,428 INTANGIBLE ASSETS, net 93 279,849 85,439 — 365,381 INTERCOMPANY RECEIVABLE 67,780 621,995 58,690 (748,465 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,542,276 508,267 3,029,840 (5,080,383 ) — OTHER ASSETS 6,708 17,057 (2,136 ) (6,685 ) 14,944 ASSETS OF DISCONTINUED OPERATIONS — — 2,909 — 2,909 Total Assets $ 1,636,440 $ 2,861,390 $ 3,410,586 $ (5,833,627 ) $ 2,074,789 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,276 $ 3,448 $ 7,148 $ — $ 12,872 Accounts payable and accrued liabilities 27,556 280,395 32,424 7,195 347,570 Liabilities of discontinued operations — — 6,882 — 6,882 Total Current Liabilities 29,832 283,843 46,454 7,195 367,324 LONG-TERM DEBT, net 1,077,036 5,250 59,793 — 1,142,079 INTERCOMPANY PAYABLES 51,497 283,010 415,912 (750,419 ) — OTHER LIABILITIES 6,514 71,569 16,882 (3,650 ) 91,315 LIABILITIES OF DISCONTINUED OPERATIONS — — 2,510 — 2,510 Total Liabilities 1,164,879 643,672 541,551 (746,874 ) 1,603,228 SHAREHOLDERS’ EQUITY 471,561 2,217,718 2,869,035 (5,086,753 ) 471,561 Total Liabilities and Shareholders’ Equity $ 1,636,440 $ 2,861,390 $ 3,410,586 $ (5,833,627 ) $ 2,074,789 At September 30, 2018 ($ in thousands) Parent Guarantor Non-Guarantor Elimination Consolidation CURRENT ASSETS Cash and equivalents $ 15,976 $ 16,353 $ 37,429 $ — $ 69,758 Accounts receivable, net of allowances — 234,885 69,729 (24,105 ) 280,509 Contract costs and recognized income not yet billed, net of progress payments — 121,393 410 — 121,803 Inventories, net — 332,067 66,373 (81 ) 398,359 Prepaid and other current assets 12,179 21,313 6,168 2,461 42,121 Assets of discontinued operations — — 324 — 324 Total Current Assets 28,155 726,011 180,433 (21,725 ) 912,874 PROPERTY, PLANT AND EQUIPMENT, net 936 299,920 41,636 — 342,492 GOODWILL 6,646 361,507 71,242 — 439,395 INTANGIBLE ASSETS, net 93 293,093 77,672 — 370,858 INTERCOMPANY RECEIVABLE 56,396 314,394 (121,445 ) (249,345 ) — EQUITY INVESTMENTS IN SUBSIDIARIES 1,528,932 968,330 3,347,894 (5,845,156 ) — OTHER ASSETS 8,651 15,942 374 (8,612 ) 16,355 ASSETS OF DISCONTINUED OPERATIONS — — 2,916 — 2,916 Total Assets $ 1,629,809 $ 2,979,197 $ 3,600,722 $ (6,124,838 ) $ 2,084,890 CURRENT LIABILITIES Notes payable and current portion of long-term debt $ 2,276 $ 3,398 $ 7,337 $ — $ 13,011 Accounts payable and accrued liabilities 26,639 303,154 59,531 (16,474 ) 372,850 Liabilities of discontinued operations — (22,327 ) 29,537 — 7,210 Total Current Liabilities 28,915 284,225 96,405 (16,474 ) 393,071 LONG-TERM DEBT, net 1,044,071 6,110 57,890 — 1,108,071 INTERCOMPANY PAYABLES 66,058 (77,760 ) 263,227 (251,525 ) — OTHER LIABILITIES 16,374 73,391 20,592 (3,647 ) 106,710 LIABILITIES OF DISCONTINUED OPERATIONS — — 2,647 — 2,647 Total Liabilities 1,155,418 285,966 440,761 (271,646 ) 1,610,499 SHAREHOLDERS’ EQUITY 474,391 2,693,231 3,159,961 (5,853,192 ) 474,391 Total Liabilities and Shareholders’ Equity $ 1,629,809 $ 2,979,197 $ 3,600,722 $ (6,124,838 ) $ 2,084,890 |
Condensed Income Statement | CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) For the Three Months Ended December 31, 2018 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 419,244 $ 98,240 $ (6,962 ) $ 510,522 Cost of goods and services — 309,097 65,702 (7,323 ) 367,476 Gross profit — 110,147 32,538 361 143,046 Selling, general and administrative expenses 5,060 84,976 23,817 (99 ) 113,754 Income (loss) from operations (5,060 ) 25,171 8,721 460 29,292 Other income (expense) Interest income (expense), net (6,307 ) (9,130 ) (894 ) — (16,331 ) Other, net (262 ) 687 1,041 (462 ) 1,004 Total other income (expense) (6,569 ) (8,443 ) 147 (462 ) (15,327 ) Income (loss) before taxes (11,629 ) 16,728 8,868 (2 ) 13,965 Provision (benefit) for income taxes (3,535 ) 5,974 2,775 (2 ) 5,212 Income (loss) before equity in net income of subsidiaries (8,094 ) 10,754 6,093 — 8,753 Equity in net income (loss) of subsidiaries 16,847 6,050 10,754 (33,651 ) — Income from continuing operations $ 8,753 $ 16,804 $ 16,847 $ (33,651 ) $ 8,753 Net Income (loss) $ 8,753 $ 16,804 $ 16,847 $ (33,651 ) $ 8,753 Comprehensive income (loss) $ 3,303 $ 53,569 $ (4,551 ) $ (49,018 ) $ 3,303 For the Three Months Ended December 31, 2017 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation Revenue $ — $ 351,312 $ 92,519 $ (6,528 ) $ 437,303 Cost of goods and services — 262,640 60,779 (6,895 ) 316,524 Gross profit — 88,672 31,740 367 120,779 Selling, general and administrative expenses 11,337 75,330 20,049 (92 ) 106,624 Income (loss) from operations (11,337 ) 13,342 11,691 459 14,155 Other income (expense) Interest income (expense), net (6,774 ) (6,202 ) (3,666 ) — (16,642 ) Other, net (5 ) 1,205 (324 ) (462 ) 414 Total other income (expense) (6,779 ) (4,997 ) (3,990 ) (462 ) (16,228 ) Income (loss) before taxes (18,116 ) 8,345 7,701 (3 ) (2,073 ) Provision (benefit) for income taxes (29,692 ) 2,734 2,057 (3 ) (24,904 ) Income (loss) before equity in net income of subsidiaries 11,576 5,611 5,644 — 22,831 Equity in net income (loss) of subsidiaries 19,413 (652 ) 5,611 (24,372 ) — Income (loss) from continuing operations 30,989 4,959 11,255 (24,372 ) 22,831 Income (loss) from discontinued operations — 4,360 3,798 — 8,158 Net Income (loss) $ 30,989 $ 9,319 $ 15,053 $ (24,372 ) $ 30,989 Comprehensive income (loss) $ 39,347 $ 22,769 $ 47,447 $ (70,216 ) $ 39,347 |
Condensed Cash Flow Statement | CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS For the Three Months Ended December 31, 2018 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 8,753 $ 16,804 $ 16,847 $ (33,651 ) $ 8,753 Net cash provided by (used in) operating activities: (23,532 ) 16,272 8,301 — 1,041 CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (18 ) (6,935 ) (1,444 ) — (8,397 ) Acquired businesses, net of cash acquired (9,219 ) — — — (9,219 ) Proceeds from sale of assets — 38 13 — 51 Net cash provided by investing activities (9,237 ) (6,897 ) (1,431 ) — (17,565 ) CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (1,348 ) — — — (1,348 ) Proceeds from long-term debt 32,412 — 6,553 — 38,965 Payments of long-term debt (569 ) (855 ) (2,898 ) — (4,322 ) Change in short-term borrowings — 38 — — 38 Financing costs (67 ) — — — (67 ) Contingent consideration for acquired businesses — — (1,686 ) — (1,686 ) Dividends paid (3,143 ) — — — (3,143 ) Other, net 137 7,240 (7,240 ) — 137 Net cash provided by (used in) financing activities 27,422 6,423 (5,271 ) — 28,574 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — — (458 ) — (458 ) Effect of exchange rate changes on cash and equivalents — (55 ) 457 — 402 NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS (5,347 ) 15,743 1,598 — 11,994 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 15,976 16,353 37,429 — 69,758 CASH AND EQUIVALENTS AT END OF PERIOD $ 10,629 $ 32,096 $ 39,027 $ — $ 81,752 For the Three Months Ended December 31, 2017 ($ in thousands) Parent Company Guarantor Companies Non-Guarantor Companies Elimination Consolidation CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 30,989 $ 9,319 $ 15,053 $ (24,372 ) $ 30,989 Net (income) loss from discontinued operations — (4,360 ) (3,798 ) — (8,158 ) Net cash provided by (used in) operating activities: (68,932 ) 48,147 15,131 — (5,654 ) CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (121 ) (7,984 ) (2,680 ) — (10,785 ) Acquired businesses, net of cash acquired (194,001 ) (4,682 ) — — (198,683 ) Proceeds from sale of assets — 7 432 — 439 Net cash provided by (used in) investing activities (194,122 ) (12,659 ) (2,248 ) — (209,029 ) CASH FLOWS FROM FINANCING ACTIVITIES: Purchase of shares for treasury (4,332 ) — — — (4,332 ) Proceeds from long-term debt 326,094 976 (976 ) — 326,094 Payments of long-term debt (45,719 ) (1,776 ) (5,478 ) — (52,973 ) Change in short-term borrowings — 35 — — 35 Financing costs (7,392 ) — — — (7,392 ) Dividends paid (2,990 ) — — — (2,990 ) Other, net 84 (10,524 ) 10,524 — 84 Net cash provided by (used in) financing activities 265,745 (11,289 ) 4,070 — 258,526 CASH FLOWS FROM DISCONTINUED OPERATIONS: Net cash used in discontinued operations — (827 ) (5,592 ) — (6,419 ) Effect of exchange rate changes on cash and equivalents — (1 ) (684 ) — (685 ) NET INCREASE (DECREASE) IN CASH AND EQUIVALENTS 2,691 23,371 10,677 — 36,739 CASH AND EQUIVALENTS AT BEGINNING OF PERIOD 3,240 8,066 36,375 — 47,681 CASH AND EQUIVALENTS AT END OF PERIOD $ 5,931 $ 31,437 $ 47,052 $ — $ 84,420 |
DESCRIPTION OF BUSINESS AND B_3
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Details) - Home And Building Products [Member] | 3 Months Ended |
Dec. 31, 2018segmentcompany | |
Segment Reporting Information [Line Items] | |
Number of operating segments | segment | 2 |
Number of companies | company | 2 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) $ / shares in Units, $ in Thousands, $ in Thousands | 3 Months Ended | |||
Dec. 31, 2018AUD ($) | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($) | |
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Contracts revenue | $ 510,522 | $ 437,303 | ||
Australian Dollar Forward Contract [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Gains recorded in Other Income for settled contracts | $ 692 | |||
Australian Dollar Forward Contract [Member] | Designated as Hedging Instrument [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Contracts revenue | $ 16,000 | |||
Contracts weighted average rate price (in dollars per share) | $ / shares | $ 1.42 | |||
AOCI currency translation adjustment before tax | $ 881 | |||
AOCI currency translation adjustment after tax | $ 574 | |||
Australian Dollar Forward Contract [Member] | Designated as Hedging Instrument [Member] | Minimum [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Foreign currency contracts duration | 30 years | 30 years | ||
Australian Dollar Forward Contract [Member] | Designated as Hedging Instrument [Member] | Maximum [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Foreign currency contracts duration | 150 days | 150 days | ||
Canadian Dollar Forward Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Derivative asset, notional amount | $ 940 | |||
Derivative, average forward exchange rate | 1.36 | 1.36 | ||
Canadian Dollar Forward Contracts [Member] | Not Designated as Hedging Instrument [Member] | Minimum [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Foreign currency contracts duration | 30 days | 30 days | ||
Canadian Dollar Forward Contracts [Member] | Not Designated as Hedging Instrument [Member] | Maximum [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Foreign currency contracts duration | 210 days | 210 days | ||
Fair Value, Inputs, Level 2 [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Insurance contracts fair value | $ 1,975 | |||
Fair Value, Inputs, Level 2 [Member] | Canadian Dollar Forward Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Gain (loss) on foreign currency derivative instruments not designated as hedging instruments | $ (41) | |||
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Trading securities | 2,567 | |||
Portion at Other than Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Trading securities | 2,086 | |||
Other Income [Member] | Fair Value, Inputs, Level 2 [Member] | Canadian Dollar Forward Contracts [Member] | Not Designated as Hedging Instrument [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Realized gains (losses) | $ (10) | |||
Senior notes due 2022 [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
FAIR VALUE MEASUREMENTS (Details) [Line Items] | ||||
Convertible debt, fair value disclosures | $ 910,000 |
REVENUE - Cumulative Effective
REVENUE - Cumulative Effective of Adoption of ASC 606 (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Oct. 01, 2018 | Sep. 30, 2018 | |
CURRENT ASSETS | ||||
Contract costs and recognized income not yet billed, net of progress payments | $ 89,232 | $ 100,821 | $ 121,803 | |
Inventories | 452,362 | 420,384 | 398,359 | |
Total Current Assets | 916,637 | 913,917 | 912,874 | |
Total Assets | 2,074,789 | 2,085,933 | 2,084,890 | |
CURRENT LIABILITIES | ||||
Accounts payable | 209,202 | 241,940 | 233,658 | |
Billings in excess of costs | 29,113 | 25,841 | ||
Total Current Liabilities | 367,324 | 401,353 | 393,071 | |
OTHER LIABILITIES | 91,315 | 105,144 | 106,710 | |
Total Liabilities | 1,603,228 | 1,617,215 | 1,610,499 | |
SHAREHOLDERS’ EQUITY | ||||
Retained Earnings | 550,460 | 544,850 | ||
Total Shareholders' Equity | 471,561 | 468,718 | 474,391 | |
Total Liabilities and Shareholders’ Equity | 2,074,789 | 2,085,933 | 2,084,890 | |
Income Statement | ||||
Net sales | 510,522 | $ 437,303 | ||
Cost of goods and services | 367,476 | 316,524 | ||
Income (loss) before taxes from continuing operations | 13,965 | (2,073) | ||
Provision (benefit) from income taxes | 5,212 | (24,904) | ||
Income from continuing operations | 8,753 | $ 22,831 | ||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | ||||
CURRENT ASSETS | ||||
Contract costs and recognized income not yet billed, net of progress payments | 105,608 | 121,803 | ||
Inventories | 433,603 | 398,359 | ||
Total Current Assets | 914,254 | 912,874 | ||
Total Assets | 2,072,406 | 2,084,890 | ||
CURRENT LIABILITIES | ||||
Accounts payable | 200,920 | 233,658 | ||
Billings in excess of costs | 20,831 | 17,559 | ||
Total Current Liabilities | 359,042 | 393,071 | ||
OTHER LIABILITIES | 92,589 | 106,710 | ||
Total Liabilities | 1,596,220 | 1,610,499 | ||
SHAREHOLDERS’ EQUITY | ||||
Retained Earnings | 555,085 | 550,523 | ||
Total Shareholders' Equity | 476,186 | 474,391 | ||
Total Liabilities and Shareholders’ Equity | 2,072,406 | $ 2,084,890 | ||
Income Statement | ||||
Net sales | 505,916 | |||
Cost of goods and services | 364,210 | |||
Income (loss) before taxes from continuing operations | 12,625 | |||
Provision (benefit) from income taxes | 4,920 | |||
Income from continuing operations | 7,705 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | ||||
Income Statement | ||||
Net sales | 4,606 | |||
Cost of goods and services | 3,266 | |||
Income (loss) before taxes from continuing operations | 1,340 | |||
Provision (benefit) from income taxes | 292 | |||
Income from continuing operations | 1,048 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 (ASC 606) [Member] | ||||
CURRENT ASSETS | ||||
Contract costs and recognized income not yet billed, net of progress payments | (16,376) | (20,982) | ||
Inventories | 18,759 | 22,025 | ||
Total Current Assets | 2,383 | 1,043 | ||
Total Assets | 2,383 | 1,043 | ||
CURRENT LIABILITIES | ||||
Accounts payable | 8,282 | 8,282 | ||
Billings in excess of costs | 8,282 | 8,282 | ||
Total Current Liabilities | 8,282 | 8,282 | ||
OTHER LIABILITIES | (1,274) | (1,566) | ||
Total Liabilities | 7,008 | 6,716 | ||
SHAREHOLDERS’ EQUITY | ||||
Retained Earnings | (4,625) | (5,673) | ||
Total Shareholders' Equity | (4,625) | (5,673) | ||
Total Liabilities and Shareholders’ Equity | $ 2,383 | $ 1,043 |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Oct. 01, 2018 | Sep. 30, 2018 | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||
Percentage of performance obligations recognized at a point in time (more than) | 80.00% | ||||
Percentage of performance obligations recognized over time (less than) | 20.00% | ||||
Favorable (unfavorable) catch-up adjustments to income from operations | $ (2,500) | $ 500 | |||
Accumulated estimated costs to complete loss contracts | 9,700 | $ 12,200 | |||
Contract costs and recognized income not yet billed, net of progress payments, current | 89,232 | $ 100,821 | 121,803 | ||
Decrease in contract assets balance | 32,571 | ||||
Contract costs and recognized income not yet billed, net of progress payments, noncurrent | 31,400 | 29,500 | |||
Unbilled receivable reserve | 793 | 400 | |||
Billings in excess of costs | 29,113 | 25,841 | |||
Increase in billings in excess of costs | 11,554 | ||||
Accounting Standards Update 2014-09 (ASC 606) [Member] | |||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||
Cumulative effect adjustment for new accounting pronouncement | [1] | 5,673 | |||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | |||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||
Contract costs and recognized income not yet billed, net of progress payments, current | 105,608 | 121,803 | |||
Billings in excess of costs | $ 20,831 | 17,559 | |||
Retained Earnings [Member] | Accounting Standards Update 2014-09 (ASC 606) [Member] | |||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||
Cumulative effect adjustment for new accounting pronouncement | [1] | $ 5,673 | $ 5,673 | ||
Minimum [Member] | Home And Building Products [Member] | |||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||
Payment term | 15 days | ||||
Maximum [Member] | Home And Building Products [Member] | |||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||
Payment term | 90 days | ||||
[1] | See Note 14 - Recent Accounting Pronouncements and Note 3 - Revenue for additional information. |
REVENUE - Transaction Price All
REVENUE - Transaction Price Allocated to the Remaining Performance Obligations (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligations (backlog) | $ 366,700 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations (backlog), percentage to to be satisfied by the end of the year | 70.00% |
Remaining performance obligations (backlog), expected timing of satisfaction, period |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) £ in Thousands, $ in Thousands | Jun. 04, 2018USD ($) | Feb. 13, 2018GBP (£) | Feb. 13, 2018USD ($) | Nov. 06, 2017USD ($) | Oct. 02, 2017USD ($) | Oct. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Cornell Cookson [Member] | |||||||
ACQUISITIONS (Details) [Line Items] | |||||||
Percentage of outstanding stock acquired | 100.00% | ||||||
Business combination, consideration transferred | $ 180,000 | ||||||
Post-closing adjustments | 12,426 | ||||||
Payments to acquire business | $ 9,219 | ||||||
Intangible assets | 67,600 | ||||||
Accounts receivable | 30,400 | ||||||
Property, plant and equipment | $ 49,426 | ||||||
Kelkay [Member] | |||||||
ACQUISITIONS (Details) [Line Items] | |||||||
Percentage of outstanding stock acquired | 100.00% | ||||||
Business combination, consideration transferred | £ 40,452 | $ 56,118 | |||||
Intangible assets | £ | 6,640 | ||||||
Accounts receivable and inventory | £ | 8,894 | ||||||
Property, plant and equipment | £ | 8,241 | ||||||
Contingent consideration | £ | 7,000 | ||||||
Land | £ | £ 19,000 | ||||||
Harper Brush Works [Member] | |||||||
ACQUISITIONS (Details) [Line Items] | |||||||
Percentage of outstanding stock acquired | 100.00% | ||||||
Business combination, consideration transferred | $ 4,383 | ||||||
Intangible assets | 2,300 | ||||||
Accounts receivable | 3,900 | ||||||
Property, plant and equipment | $ 900 | ||||||
ClosetMaid LLC [Member] | |||||||
ACQUISITIONS (Details) [Line Items] | |||||||
Percentage of outstanding stock acquired | 100.00% | ||||||
Business combination, consideration transferred | $ 185,700 | ||||||
Intangible assets | 74,580 | ||||||
Accounts receivable | 32,234 | ||||||
Property, plant and equipment | $ 47,464 | ||||||
Selling, general and administrative expense [Member] | ClosetMaid LLC [Member] | |||||||
ACQUISITIONS (Details) [Line Items] | |||||||
Acquisition related costs | $ 1,685 | ||||||
Cost of Goods Sold [Member] | ClosetMaid LLC [Member] | |||||||
ACQUISITIONS (Details) [Line Items] | |||||||
Acquisition related costs | $ 1,500 |
ACQUISITIONS ACQUISITIONS - Ass
ACQUISITIONS ACQUISITIONS - Assets Acquired and Liabilities Assumed Cornell Cookson (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 04, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 438,428 | $ 439,395 | |
Cornell Cookson [Member] | |||
Business Acquisition [Line Items] | |||
Accounts receivable | $ 30,400 | ||
Inventories | 12,336 | ||
Property, plant and equipment | 49,426 | ||
Goodwill | 43,183 | ||
Intangible assets | 67,600 | ||
Other current and non-current assets | 2,648 | ||
Total assets acquired | 205,593 | ||
Accounts payable and accrued liabilities | 12,507 | ||
Long-term liabilities | 660 | ||
Total liabilities assumed | 13,167 | ||
Total | 192,426 | ||
Gross accounts receivable | 30,818 | ||
Allowance for accounts receivable | 418 | ||
Gross inventory | 13,434 | ||
Inventory reserves | $ 1,098 |
ACQUISITIONS (Details) - Summar
ACQUISITIONS (Details) - Summary of Goodwill and Intangible Asset Classifications - USD ($) $ in Thousands | Jun. 04, 2018 | Oct. 02, 2017 | Dec. 31, 2018 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 438,428 | $ 439,395 | ||
Cornell Cookson [Member] | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 43,183 | |||
Indefinite-lived intangibles | 53,500 | |||
Definite-lived intangibles | 14,100 | |||
Total goodwill and intangible assets | $ 110,783 | |||
Average Life (Years) | 12 years | |||
ClosetMaid LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 70,159 | |||
Indefinite-lived intangibles | 47,740 | |||
Definite-lived intangibles | 26,840 | |||
Total goodwill and intangible assets | $ 144,739 | |||
Average Life (Years) | 21 years |
ACQUISITIONS (Details) - Summ_2
ACQUISITIONS (Details) - Summary of Fair Values of Assets Acquired - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 | Oct. 02, 2017 |
Business Acquisition [Line Items] | |||
Goodwill | $ 438,428 | $ 439,395 | |
ClosetMaid LLC [Member] | |||
Business Acquisition [Line Items] | |||
Accounts receivable | $ 32,234 | ||
Inventories | 28,411 | ||
Property, plant and equipment | 47,464 | ||
Goodwill | 70,159 | ||
Intangible assets | 74,580 | ||
Other current and non-current assets | 3,852 | ||
Total assets acquired | 256,700 | ||
Accounts payable and accrued liabilities | 68,251 | ||
Long-term liabilities | 2,720 | ||
Total liabilities assumed | 70,971 | ||
Total | 185,729 | ||
Gross accounts receivable | 32,956 | ||
Allowance for accounts receivable | 722 | ||
Gross inventory | 29,079 | ||
Inventory reserves | 668 | ||
Inventory basis step-up | $ 1,500 |
INVENTORIES (Details) - Summary
INVENTORIES (Details) - Summary of Inventories Stated at Lower Cost - USD ($) $ in Thousands | Dec. 31, 2018 | Oct. 01, 2018 | Sep. 30, 2018 |
Inventory Disclosure [Abstract] | |||
Raw materials and supplies | $ 99,993 | $ 97,645 | |
Work in process | 112,914 | 83,578 | |
Finished goods | 239,455 | 217,136 | |
Total | $ 452,362 | $ 420,384 | $ 398,359 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - Summary of Property Plant and Equipment - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 730,615 | $ 725,282 |
Accumulated depreciation and amortization | (394,125) | (382,790) |
Total | 336,490 | 342,492 |
Land, building and building improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 130,007 | 130,296 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | 550,336 | 544,875 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment gross | $ 50,272 | $ 50,111 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation and amortization expense | $ 12,667 | $ 10,702 |
Selling, general and administrative expense [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation and amortization expense | $ 4,681 | $ 3,472 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Changes in Carrying Value of Goodwill $ in Thousands | 3 Months Ended |
Dec. 31, 2018USD ($) | |
Goodwill [Roll Forward] | |
September 30, 2018 | $ 439,395 |
Goodwill from acquisitions | 300 |
Other adjustments including currency translations | (1,267) |
December 31, 2018 | 438,428 |
Home & Building Products [Member] | |
Goodwill [Roll Forward] | |
September 30, 2018 | 420,850 |
Goodwill from acquisitions | 300 |
Other adjustments including currency translations | (1,267) |
December 31, 2018 | 419,883 |
Telephonics [Member] | |
Goodwill [Roll Forward] | |
September 30, 2018 | 18,545 |
Goodwill from acquisitions | 0 |
Other adjustments including currency translations | 0 |
December 31, 2018 | $ 18,545 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Gross Carrying Value and Accumulated Amortization of Intangible Assets - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Sep. 30, 2018 | |
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Gross Carrying Value and Accumulated Amortization of Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 203,199 | $ 205,035 |
Accumulated Amortization | 57,990 | 56,060 |
Trademarks | 220,172 | 221,883 |
Total intangible assets | 423,371 | 426,918 |
Customer relationships [Member] | ||
GOODWILL AND OTHER INTANGIBLES (Details) - Summary of Gross Carrying Value and Accumulated Amortization of Intangible Assets [Line Items] | ||
Gross Carrying Amount | 183,841 | 186,031 |
Accumulated Amortization | $ 51,473 | 49,822 |
Average Life (Years) | 23 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 | $ 19,358 | 19,004 |
Accumulated Amortization | $ 6,517 | $ 6,238 |
Average Life (Years) | 13 years |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 2,418 | $ 2,256 |
Estimated amortization expense, remainder of 2019 | 6,900 | |
Estimated amortization expense, fiscal 2020 | 8,825 | |
Estimated amortization expense, fiscal 2021 | 8,825 | |
Estimated amortization expense, fiscal 2022 | 8,825 | |
Estimated amortization expense, fiscal 2023 | 8,746 | |
Estimated amortization expense, fiscal 2024 | 8,700 | |
Estimated amortization expense, thereafter | $ 94,388 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Provision (benefit) from income taxes | $ 5,212 | $ (24,904) |
Income (loss) before taxes from continuing operations | 13,965 | (2,073) |
Other tax provisions | $ 467 | |
Net tax benefits | 23,018 | |
Deferred tax liability revaluation | 23,941 | |
Acquisition related costs | 3,185 | |
Acquisition related costs net of tax | 2,348 | |
Life insurance amounts | 2,614 | |
Life insurance related costs, net of tax | $ 248 | |
Effective income tax rate reconciliation, nondeductible provision (benefit) percent | 34.00% | 35.40% |
LONG-TERM DEBT (Details) - Summ
LONG-TERM DEBT (Details) - Summary of Long-Term Debt - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 |
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 1,167,573 | $ 1,134,692 |
less: Current portion, Outstanding Balance | (12,872) | (13,011) |
Long-term debt, Outstanding Balance | 1,154,701 | 1,121,681 |
Debt Instrument, Unamortized Premium | 1,131 | 1,220 |
Debt Instrument, Unamortized Premium, Current | 0 | 0 |
Debt Instrument, Unamortized Premium, Noncurrent | 1,131 | 1,220 |
Capitalized Fees & Expenses | (13,753) | (14,830) |
Long-term debt | 1,154,951 | 1,121,082 |
less: Current portion | (12,872) | (13,011) |
Long-term debt | 1,142,079 | 1,108,071 |
Senior notes due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 1,000,000 | 1,000,000 |
Debt Instrument, Unamortized Premium | 1,131 | 1,220 |
Capitalized Fees & Expenses | (12,017) | (12,968) |
Long-term debt | $ 989,114 | $ 988,252 |
Coupon Interest Rate | 5.25% | 5.25% |
Revolver due 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 57,500 | $ 25,000 |
Debt Instrument, Unamortized Premium | 0 | 0 |
Capitalized Fees & Expenses | (1,272) | (1,413) |
Long-term debt | 56,228 | 23,587 |
ESOP Loans [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 34,125 | 34,694 |
Debt Instrument, Unamortized Premium | 0 | 0 |
Capitalized Fees & Expenses | (155) | (186) |
Long-term debt | 33,970 | 34,508 |
Capital lease - real estate [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 6,743 | 7,503 |
Debt Instrument, Unamortized Premium | 0 | 0 |
Capitalized Fees & Expenses | (74) | (80) |
Long-term debt | $ 6,669 | $ 7,423 |
Coupon Interest Rate | 5.00% | 5.00% |
Non U.S. lines of credit [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | $ 14,084 | $ 7,951 |
Debt Instrument, Unamortized Premium | 0 | 0 |
Capitalized Fees & Expenses | (12) | (16) |
Long-term debt | 14,072 | 7,935 |
Non U.S. term loans [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 49,573 | 53,533 |
Debt Instrument, Unamortized Premium | 0 | 0 |
Capitalized Fees & Expenses | (204) | (148) |
Long-term debt | 49,369 | 53,385 |
Other long term debt [Member] | ||
Debt Instrument [Line Items] | ||
Outstanding Balance | 5,548 | 6,011 |
Debt Instrument, Unamortized Premium | 0 | 0 |
Capitalized Fees & Expenses | (19) | (19) |
Long-term debt | $ 5,529 | $ 5,992 |
LONG-TERM DEBT (Details) - Su_2
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Cash Interest | $ 15,298 | $ 15,596 |
Amort. Debt Discount | 68 | 67 |
Amort. Deferred Cost & Other Fees | (1,163) | (1,176) |
Total Interest Expense | $ 16,529 | $ 16,839 |
Senior notes due 2022 [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Effective Interest Rate | 5.70% | 5.60% |
Cash Interest, including amounts capitalized | $ 13,125 | $ 13,125 |
Amort. Debt Discount | 68 | 67 |
Amort. Deferred Cost & Other Fees | (951) | (939) |
Total Interest Expense | 14,144 | 14,131 |
Revolver due 2021 [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Cash Interest, including amounts capitalized | 933 | 1,356 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | (141) | (141) |
Total Interest Expense | 1,074 | $ 1,497 |
Real estate mortgages [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Effective Interest Rate | 2.40% | |
Cash Interest, including amounts capitalized | 0 | $ 185 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | 0 | (17) |
Total Interest Expense | $ 0 | $ 202 |
ESOP Loans [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Effective Interest Rate | 5.50% | 3.30% |
Cash Interest, including amounts capitalized | $ 488 | $ 413 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | (31) | (31) |
Total Interest Expense | $ 519 | $ 444 |
Capital lease - real estate [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Effective Interest Rate | 5.60% | 5.40% |
Cash Interest, including amounts capitalized | $ 115 | $ 164 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | (6) | (6) |
Total Interest Expense | 121 | 170 |
Non U.S. lines of credit [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Cash Interest, including amounts capitalized | 7 | 7 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | (4) | (8) |
Total Interest Expense | 11 | 15 |
Non U.S. term loans [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Cash Interest, including amounts capitalized | 448 | 334 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | (27) | (33) |
Total Interest Expense | 475 | 367 |
Other long term debt [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Cash Interest, including amounts capitalized | 182 | 115 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | (3) | (1) |
Total Interest Expense | 185 | 116 |
Capitalized interest [Member] | ||
LONG-TERM DEBT (Details) - Summary of Interest Expense Incurred [Line Items] | ||
Cash Interest, Capitalized interest | 0 | 103 |
Amort. Debt Discount | 0 | 0 |
Amort. Deferred Cost & Other Fees | 0 | 0 |
Total Interest Expense | $ 0 | $ 103 |
LONG-TERM DEBT (Details) - Narr
LONG-TERM DEBT (Details) - Narrative $ / shares in Units, $ in Thousands | Apr. 16, 2018USD ($)$ / shares | Oct. 02, 2017USD ($) | Oct. 01, 2016USD ($) | Mar. 22, 2016USD ($) | Jul. 31, 2018GBP (£) | Aug. 31, 2016USD ($) | Jul. 31, 2016USD ($) | Nov. 30, 2012CAD ($) | Dec. 31, 2018USD ($)option$ / shares | Sep. 30, 2018USD ($)$ / shares | Jun. 30, 2018$ / shares | Mar. 31, 2018$ / shares | Dec. 31, 2017$ / shares | Sep. 30, 2017USD ($)$ / sharesshares | Dec. 31, 2018GBP (£) | Dec. 31, 2018AUD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2018CAD ($) | Sep. 30, 2017AUD ($) | Mar. 31, 2017AUD ($) | Dec. 31, 2016AUD ($) | Jul. 31, 2016AUD ($)loan | May 18, 2016USD ($) | Mar. 31, 2016USD ($)property | Sep. 30, 2015USD ($) | Feb. 27, 2014USD ($) | Feb. 14, 2014USD ($) |
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Face amount | $ 35,092,000 | $ 8,000,000 | $ 32,280,000 | ||||||||||||||||||||||||
Long-term debt | $ 1,121,082,000 | $ 1,154,951,000 | |||||||||||||||||||||||||
Capitalized Fees & Expenses | $ 14,830,000 | 13,753,000 | |||||||||||||||||||||||||
Maximum percentage of equity interest of subsidiaries borrowings guaranteed | 65.00% | ||||||||||||||||||||||||||
Long-term line of credit | $ 14,667,000 | ||||||||||||||||||||||||||
Number of properties refinanced | property | 4 | ||||||||||||||||||||||||||
Basis spread on variable rate | 1.30% | ||||||||||||||||||||||||||
Amount of line note available to purchase common stock in open market | $ 10,908,000 | ||||||||||||||||||||||||||
Stock issued during period, shares, employee stock ownership plan (in shares) | shares | 621,875 | ||||||||||||||||||||||||||
Shares purchased for award value | $ 10,908,000 | ||||||||||||||||||||||||||
Weighted average purchase price of shares purchased | $ / shares | $ 17.54 | ||||||||||||||||||||||||||
Dividends paid per common share (in Dollars per share) | $ / shares | $ 0.0725 | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.07 | ||||||||||||||||||||||
Troy, Ohio [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Percentage bearing fixed interest, percentage rate | 5.00% | 5.00% | 5.00% | 5.00% | |||||||||||||||||||||||
Ocala, Florida [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Percentage bearing fixed interest, percentage rate | 8.00% | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||
Number of option to extend | option | 2 | ||||||||||||||||||||||||||
Lease renewal term | 5 years | 5 years | 5 years | 5 years | |||||||||||||||||||||||
Special Dividends [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Dividends paid per common share (in Dollars per share) | $ / shares | $ 1 | ||||||||||||||||||||||||||
London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Basis spread on variable rate | 1.80% | ||||||||||||||||||||||||||
Libor Rate [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Line of credit facility, interest rate during period | 2.75% | ||||||||||||||||||||||||||
Revolver due 2019 [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Long-term line of credit | $ 57,500,000 | ||||||||||||||||||||||||||
Remaining borrowing capacity | $ 277,833,000 | ||||||||||||||||||||||||||
Revolver due 2019 [Member] | Letter Of Credit Subfacility [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 50,000,000 | ||||||||||||||||||||||||||
Revolver due 2019 [Member] | Multicurrency Subfacility [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 100,000,000 | ||||||||||||||||||||||||||
Revolver due 2019 [Member] | Margin Rate [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Line of credit facility, interest rate during period | 1.75% | ||||||||||||||||||||||||||
Term Loan [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Interest rate at period end | 3.16% | 3.16% | 3.16% | 3.16% | |||||||||||||||||||||||
Periodic payment terms, balloon payment to be paid | £ | £ 7,000,000 | ||||||||||||||||||||||||||
Term Loan [Member] | Northcote Holdings Pty. Ltd [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Face amount | $ 30,000,000 | ||||||||||||||||||||||||||
Number of loans | loan | 2 | ||||||||||||||||||||||||||
Term Loan [Member] | Ames UK [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Face amount | £ | 14,000,000 | ||||||||||||||||||||||||||
Debt instrument, periodic payment, principal | £ | £ 350,000 | ||||||||||||||||||||||||||
Long-term Line of Credit, Noncurrent | £ 17,132,000 | $ 21,669,000 | |||||||||||||||||||||||||
Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Basis spread on variable rate | 2.25% | ||||||||||||||||||||||||||
Revolving Credit Facility [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Basis spread on variable rate | 1.50% | ||||||||||||||||||||||||||
Interest rate at period end | 2.25% | 2.25% | 2.25% | 2.25% | |||||||||||||||||||||||
Maximum borrowing capacity | $ 20,000,000 | $ 14,084,000 | |||||||||||||||||||||||||
Revolving Credit Facility [Member] | Ames UK [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Face amount | £ | £ 5,000,000 | ||||||||||||||||||||||||||
Senior Notes 2022 [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Debt instrument, interest rate, stated percentage | 5.25% | 5.25% | |||||||||||||||||||||||||
Face amount | $ 600,000,000 | ||||||||||||||||||||||||||
Long-term debt | $ 988,252,000 | 989,114,000 | |||||||||||||||||||||||||
Capitalized Fees & Expenses | $ 12,968,000 | $ 12,017,000 | |||||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 5.25% | 5.25% | 5.25% | 5.25% | 5.25% | ||||||||||||||||||||||
Senior Notes 2022 [Member] | Fair Value, Inputs, Level 1 [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Convertible debt, fair value disclosures | $ 910,000,000 | ||||||||||||||||||||||||||
Senior Notes 2022 [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Capitalized Fees & Expenses | $ 8,472,000 | ||||||||||||||||||||||||||
Revolver due 2019 [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 250,000,000 | ||||||||||||||||||||||||||
Revolver Due 2020 [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Line of credit facility, current borrowing capacity | $ 350,000,000 | ||||||||||||||||||||||||||
Real estate mortgages [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Debt instrument, description of variable rate basis | The loans had an interest rate of LIBOR plus 1.50% | ||||||||||||||||||||||||||
ESOP Loan July 2014 [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Basis spread on variable rate | 3.00% | ||||||||||||||||||||||||||
ESOP Loans [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Long-term debt | $ 34,508,000 | 33,970,000 | |||||||||||||||||||||||||
Capitalized Fees & Expenses | 186,000 | 155,000 | |||||||||||||||||||||||||
Debt instrument, periodic payment, principal | $ 569,000 | ||||||||||||||||||||||||||
Capital lease - real estate [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Long-term debt | 7,423,000 | 6,669,000 | |||||||||||||||||||||||||
Capitalized Fees & Expenses | $ 80,000 | $ 74,000 | |||||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 5.00% | 5.00% | 5.00% | 5.00% | 5.00% | ||||||||||||||||||||||
Non U.S. lines of credit [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Long-term debt | $ 7,935,000 | $ 14,072,000 | |||||||||||||||||||||||||
Capitalized Fees & Expenses | $ 16,000 | 12,000 | |||||||||||||||||||||||||
Long-term line of credit | 0 | ||||||||||||||||||||||||||
Remaining borrowing capacity | $ 11,018,000 | $ 15,000 | |||||||||||||||||||||||||
Proceeds from long-term lines of credit | $ 15,000 | $ 11,018,000 | |||||||||||||||||||||||||
Non U.S. lines of credit [Member] | Libor Rate [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Interest rate at period end | 4.11% | 4.11% | 4.11% | 4.11% | |||||||||||||||||||||||
Non U.S. lines of credit [Member] | Bankers Acceptance Rate [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Interest rate at period end | 3.50% | 3.50% | 3.50% | 3.50% | |||||||||||||||||||||||
Term Loan May 2014 [Member] | Northcote Holdings Pty. Ltd [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Face amount | $ 10,000,000 | ||||||||||||||||||||||||||
Debt instrument, periodic payment, principal | $ 1,250,000 | ||||||||||||||||||||||||||
Maximum borrowing capacity | $ 5,000,000 | ||||||||||||||||||||||||||
Maximum borrowing capacity increase | $ 15,000,000 | ||||||||||||||||||||||||||
Term Loan December 2013 and May 2014 [Member] | Northcote Holdings Pty. Ltd [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Long-term line of credit | $ 39,625,000 | $ 27,904,000 | |||||||||||||||||||||||||
Basis spread on variable rate | 2.00% | ||||||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 4.11% | 4.11% | 4.11% | 4.11% | |||||||||||||||||||||||
Mortgages [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Basis spread on variable rate | 1.50% | ||||||||||||||||||||||||||
Mortgages [Member] | Ames UK [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Face amount | £ | 4,000,000 | ||||||||||||||||||||||||||
Debt instrument, periodic payment, principal | £ | 83,000 | ||||||||||||||||||||||||||
Interest rate at period end | 2.71% | 2.71% | 2.71% | 2.71% | |||||||||||||||||||||||
Periodic payment terms, balloon payment to be paid | £ | £ 2,333,000 | ||||||||||||||||||||||||||
Senior Notes 2022 [Member] | Senior Notes [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Proceeds from issuance of debt | $ 275,000,000 | ||||||||||||||||||||||||||
Long-term debt | $ 1,000,000,000 | ||||||||||||||||||||||||||
Unamortized Debt Issuance Expense | 12,017,000 | ||||||||||||||||||||||||||
Senior Notes due 2022, May 2016 Add-On Issuance [Member] | Senior Notes [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Issuance price, percentage | 101.00% | 98.76% | |||||||||||||||||||||||||
Face amount | $ 125,000,000 | ||||||||||||||||||||||||||
Debt issuance costs, net | $ 13,329,000 | ||||||||||||||||||||||||||
Term Loan 1 [Member] | Secured Debt [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Repayments of Debt | $ 5,705,000 | ||||||||||||||||||||||||||
Term Loan Due 2019 [Member] | Medium-term Notes [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Number of loans refinanced with new debt instrument | loan | 2 | ||||||||||||||||||||||||||
Periodic payment terms, balloon payment to be paid | $ 37,125,000 | ||||||||||||||||||||||||||
Revolving Facility, June 2017 [Member] | Revolving Credit Facility [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Maximum borrowing capacity | $ 20,000 | $ 10,000,000 | |||||||||||||||||||||||||
Line of Credit One [Member] | Non U.S. lines of credit [Member] | Northcote Holdings Pty. Ltd [Member] | |||||||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||||||
Basis spread on variable rate | 2.00% | ||||||||||||||||||||||||||
Debt instrument, interest rate, effective percentage | 4.06% | 4.06% | 4.06% | 4.06% |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) | Jan. 31, 2019$ / shares | Jan. 29, 2016shares | Dec. 31, 2018USD ($)$ / sharesshares | Sep. 30, 2018$ / shares | Jun. 30, 2018$ / shares | Mar. 31, 2018$ / shares | Dec. 31, 2017USD ($)senior_executive$ / sharesshares | Jan. 31, 2018shares | Aug. 03, 2016USD ($) |
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Common stock, dividends, per share, cash paid (in Dollars per share) | $ / shares | $ 0.0725 | $ 0.07 | $ 0.07 | $ 0.07 | $ 0.07 | ||||
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 | $ | $ 2,933,000 | $ 2,555,000 | |||||||
Stock repurchase program, authorized amount | $ | $ 50,000,000 | ||||||||
Stock repurchase program, remaining authorized repurchase amount | $ | $ 58,037,000 | ||||||||
Stock repurchased during period (in shares) | 29,300 | ||||||||
Stock repurchased during period, value | $ | $ 290,000 | ||||||||
Stock repurchased during period per share (in Dollars per share) | $ / shares | $ 9.91 | ||||||||
Incentive Stock Options [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Number of shares available for grant (in Shares) | 324,326 | ||||||||
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 | ||||||||
Restricted Stock and Restricted Stock Units [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Equity instruments other than options, grants in period (in Shares) | 1,194,538 | ||||||||
Performance Shares [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Award vesting period | 3 years | ||||||||
Equity instruments other than options, grants in period (in Shares) | 666,538 | ||||||||
Equity instruments other than options, vested in period, fair value | $ | $ 8,105,000 | ||||||||
Equity instruments other than options, grants in period, weighted average grant date fair value (in Dollars per share) | $ / shares | $ 12.16 | ||||||||
Restricted Stock and Performance Shares [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Equity instruments other than options, grants in period (in Shares) | 528,000 | ||||||||
Restricted Stock [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Shares paid for tax withholding for share based compensation (in Shares) | 83,133 | ||||||||
Shares paid for tax withholding for share based compensation, value | $ | $ 1,011,000 | ||||||||
Shares paid for tax withholding for share based compensation, value per share (in Dollars per share) | $ / shares | $ 12.16 | ||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Shares paid for tax withholding for share based compensation (in Shares) | 3,861 | ||||||||
Shares paid for tax withholding for share based compensation, value | $ | $ 47,000 | ||||||||
Shares paid for tax withholding for share based compensation, value per share (in Dollars per share) | $ / shares | $ 12.16 | ||||||||
Minimum [Member] | Restricted Stock [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Award vesting period | 3 years | ||||||||
Maximum [Member] | Restricted Stock [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Award vesting period | 4 years | ||||||||
Executive Officer [Member] | Restricted Stock [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Award vesting period | 4 years | ||||||||
Equity instruments other than options, vested in period, fair value | $ | $ 3,576,000 | ||||||||
Equity instruments other than options, grants in period, weighted average grant date fair value (in Dollars per share) | $ / shares | $ 6.77 | ||||||||
Number of persons granted shares | senior_executive | 2 | ||||||||
Award post-vesting holding period | 2 years | ||||||||
Executive Officer [Member] | Minimum [Member] | Restricted Stock [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Awards vested in period (in shares) | 384,000 | ||||||||
Executive Officer [Member] | Maximum [Member] | Restricted Stock [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Awards vested in period (in shares) | 528,000 | ||||||||
Subsequent Event [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Dividends declared, amount per share (in Dollars per share) | $ / shares | $ 0.0725 | ||||||||
Incentive Plan [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Number of shares authorized for award (in Shares) | 3,350,000 | 1,000,000 | |||||||
New shares issued (in Shares) | 600,000 | ||||||||
Dividend Paid [Member] | |||||||||
SHAREHOLDERS' EQUITY (Details) [Line Items] | |||||||||
Common stock, dividends, per share, cash paid (in Dollars per share) | $ / shares | $ 0.0725 |
EARNINGS PER SHARE (EPS) (Deta
EARNINGS PER SHARE (EPS) (Details) - Summary of Reconciliation of Share Amounts Used in Earnings Per Share - shares shares in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | ||
Weighted average shares outstanding - basic | 40,750 | 41,923 |
Incremental shares from stock based compensation | 1,138 | 1,413 |
Weighted average shares outstanding - diluted | 41,888 | 43,336 |
BUSINESS SEGMENTS (Details) - N
BUSINESS SEGMENTS (Details) - Narrative $ in Thousands | Feb. 06, 2018USD ($) |
PPC [Member] | Discontinued Operations, Held-for-sale [Member] | |
Segment Reporting Information [Line Items] | |
Consideration | $ 475,000 |
BUSINESS SEGMENTS - Revenues (D
BUSINESS SEGMENTS - Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 510,522 | $ 437,303 |
Ames True Temper Inc [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 216,474 | 216,742 |
Clopay Building Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 223,295 | 154,236 |
Home And Building Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 439,769 | 370,978 |
Telephonics [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | $ 70,753 | $ 66,325 |
BUSINESS SEGMENTS - Disaggregat
BUSINESS SEGMENTS - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 510,522 | $ 437,303 |
United States [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 401,038 | |
Europe [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 18,193 | |
Canada [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 32,976 | |
Australia [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 44,831 | |
All Other Countries [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 13,484 | |
Home And Building Products [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 439,769 | 370,978 |
Home And Building Products [Member] | United States [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 352,743 | |
Home And Building Products [Member] | Europe [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 7,882 | |
Home And Building Products [Member] | Canada [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 30,347 | |
Home And Building Products [Member] | Australia [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 44,222 | |
Home And Building Products [Member] | All Other Countries [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 4,575 | |
Home And Building Products [Member] | Residential Repair and Remodel [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 140,525 | |
Home And Building Products [Member] | Retail [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 113,365 | |
Home And Building Products [Member] | Commercial Construction [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 84,376 | |
Home And Building Products [Member] | Residential New Construction [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 39,824 | |
Home And Building Products [Member] | Industrial [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 9,758 | |
Home And Building Products [Member] | International Excluding North America [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 51,921 | |
Telephonics [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 70,753 | $ 66,325 |
Telephonics [Member] | United States [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 48,295 | |
Telephonics [Member] | Europe [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 10,311 | |
Telephonics [Member] | Canada [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 2,629 | |
Telephonics [Member] | Australia [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 609 | |
Telephonics [Member] | All Other Countries [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 8,909 | |
Telephonics [Member] | United States Government [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 45,560 | |
Telephonics [Member] | International [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 22,099 | |
Telephonics [Member] | Commercial [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 3,094 |
BUSINESS SEGMENTS - Income Befo
BUSINESS SEGMENTS - Income Before Taxes From Continuing Operations (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | |||
Segment operating profit: | $ 29,292 | $ 14,155 | |
Net interest expense | (16,331) | (16,642) | |
Unallocated amounts | (11,398) | (10,436) | |
Cost of life insurance benefit | $ (13,715) | ||
Income before taxes from continuing operations | 13,965 | (2,073) | |
Postretirement Life Insurance [Member] | Continuing Operations [Member] | |||
Segment Reporting Information [Line Items] | |||
Segment operating profit from continuing operations | 41,694 | 29,231 | |
Net interest expense | (16,331) | (16,642) | |
Unallocated amounts | (11,398) | (10,436) | |
Acquisition costs | 0 | (1,612) | |
Cost of life insurance benefit | 0 | (2,614) | |
Income before taxes from continuing operations | 13,965 | (2,073) | |
Postretirement Life Insurance [Member] | Continuing Operations [Member] | Home And Building Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Segment operating profit: | 39,545 | 27,751 | |
Postretirement Life Insurance [Member] | Continuing Operations [Member] | Telephonics [Member] | |||
Segment Reporting Information [Line Items] | |||
Segment operating profit: | $ 2,149 | $ 1,480 |
BUSINESS SEGMENTS - Segment EBI
BUSINESS SEGMENTS - Segment EBITDA (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | |||
Segment adjusted EBITDA | $ 56,645 | $ 43,656 | |
Net interest expense | (16,331) | (16,642) | |
Segment depreciation and amortization | (15,085) | (12,958) | |
Unallocated amounts | (11,398) | (10,436) | |
Acquisition costs | 0 | (3,185) | |
Cost of life insurance benefit | $ (13,715) | ||
Income (loss) before taxes from continuing operations | 13,965 | (2,073) | |
Home And Building Products [Member] | |||
Segment Reporting Information [Line Items] | |||
Segment adjusted EBITDA | 51,860 | 39,457 | |
Segment depreciation and amortization | (12,315) | (10,133) | |
Telephonics [Member] | |||
Segment Reporting Information [Line Items] | |||
Segment adjusted EBITDA | 4,785 | 4,199 | |
Segment depreciation and amortization | (2,636) | (2,719) | |
Continuing Operations [Member] | Postretirement Life Insurance [Member] | |||
Segment Reporting Information [Line Items] | |||
Net interest expense | (16,331) | (16,642) | |
Unallocated amounts | (11,398) | (10,436) | |
Cost of life insurance benefit | 0 | (2,614) | |
Income (loss) before taxes from continuing operations | 13,965 | (2,073) | |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Segment depreciation and amortization | $ (14,951) | $ (12,852) |
BUSINESS SEGMENTS - Depreciatio
BUSINESS SEGMENTS - Depreciation, Amortization And Capital Expenditures (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | ||
Segment depreciation and amortization | $ 15,085 | $ 12,958 |
CAPITAL EXPENDITURES | 8,397 | 10,785 |
Home And Building Products [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment depreciation and amortization | 12,315 | 10,133 |
CAPITAL EXPENDITURES | 7,145 | 6,658 |
Telephonics [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment depreciation and amortization | 2,636 | 2,719 |
CAPITAL EXPENDITURES | 1,234 | 1,943 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment depreciation and amortization | 14,951 | 12,852 |
CAPITAL EXPENDITURES | 8,379 | 8,601 |
Corporate, Non-Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Segment depreciation and amortization | 134 | 106 |
CAPITAL EXPENDITURES | $ 18 | $ 2,184 |
BUSINESS SEGMENTS (Details) - S
BUSINESS SEGMENTS (Details) - Summary of Segment Assets - USD ($) $ in Thousands | Dec. 31, 2018 | Oct. 01, 2018 | Sep. 30, 2018 |
Segment assets: | |||
Continuing Assets | $ 2,071,555 | $ 2,081,650 | |
Assets of discontinued operations | 3,234 | 3,240 | |
Total Assets | 2,074,789 | $ 2,085,933 | 2,084,890 |
Home And Building Products [Member] | |||
Segment assets: | |||
Continuing Assets | 1,647,069 | 1,631,631 | |
Telephonics [Member] | |||
Segment assets: | |||
Continuing Assets | 324,567 | 346,907 | |
Operating Segments [Member] | |||
Segment assets: | |||
Continuing Assets | 1,971,636 | 1,978,538 | |
Corporate, Non-Segment [Member] | |||
Segment assets: | |||
Continuing Assets | $ 99,919 | $ 103,112 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Selling, general and administrative expenses | $ 113,754 | $ 106,624 | |
Other, net | 1,004 | 414 | |
Interest cost | 1,570 | 1,407 | |
Expected return on plan assets | (2,583) | (2,639) | |
Amortization: | |||
Prior service cost | 4 | 4 | |
Recognized actuarial loss | 222 | 346 | |
Net periodic expense (income) | $ (787) | (882) | |
Pension settlement gain | $ 13,715 | ||
Accounting Standards Update 2017-07 [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Selling, general and administrative expenses | 882 | ||
Other, net | $ (882) |
RECENT ACCOUNTING PRONOUNCEME_2
RECENT ACCOUNTING PRONOUNCEMENTS (Details) - Accounting Standards Update 2014-09 (ASC 606) [Member] - USD ($) $ in Thousands | Oct. 01, 2018 | Sep. 30, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Cumulative effect adjustment for new accounting pronouncement | [1] | $ 5,673 | |
Retained Earnings [Member] | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Cumulative effect adjustment for new accounting pronouncement | [1] | $ 5,673 | $ 5,673 |
[1] | See Note 14 - Recent Accounting Pronouncements and Note 3 - Revenue for additional information. |
DISCONTINUED OPERATIONS - Narra
DISCONTINUED OPERATIONS - Narrative (Details) | Feb. 06, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2008unit |
PPC [Member] | Discontinued Operations, Held-for-sale [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal group, including discontinued operation, consideration | $ 475,000,000 | ||||
Gain on sale of business | $ 112,964,000 | $ 0 | |||
Gain on sale of business net of tax | $ 81,041,000 | ||||
Revenue | 120,430,000 | ||||
Installation Services [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Number of units sold | unit | 11 | ||||
Number of closed units | unit | 1 | ||||
Number of merged units | unit | 2 | ||||
Environmental exit costs, costs accrued to date | 5,700,000 | ||||
PPC and Installation Services [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Liabilities held for sale | $ 9,392,000 | $ 9,857,000 | |||
Revenue | $ 0 | $ 0 |
DISCONTINUED OPERATIONS - Incom
DISCONTINUED OPERATIONS - Income Statement Information (Details) - USD ($) $ in Thousands | Feb. 06, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Income from discontinued operations | $ 0 | $ 8,158 | |
PPC [Member] | Discontinued Operations, Held-for-sale [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Revenue | 120,430 | ||
Cost of goods and services | 95,944 | ||
Gross profit | 24,486 | ||
Selling, general and administrative expenses | 12,108 | ||
Income from discontinued operations | 12,378 | ||
Gain on sale of business | $ 112,964 | 0 | |
Interest expense, net | (60) | ||
Other, net | (852) | ||
Total other income (expense) | (912) | ||
Income from discontinued operations | $ 11,466 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - Summary of Discontinued Operations - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 |
Assets of discontinued operations: | ||
Prepaid and other current assets | $ 325 | $ 324 |
Liabilities of discontinued operations: | ||
Accrued liabilities, current | 6,882 | 7,210 |
PPC and Installation Services [Member] | ||
Assets of discontinued operations: | ||
Prepaid and other current assets | 325 | 324 |
Other long-term assets | 2,909 | 2,916 |
Total assets of discontinued operations | 3,234 | 3,240 |
Liabilities of discontinued operations: | ||
Accrued liabilities, current | 6,882 | 7,210 |
Other long-term liabilities | 2,510 | 2,647 |
Total liabilities of discontinued operations | $ 9,392 | $ 9,857 |
OTHER EXPENSE (Details)
OTHER EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Other Income and Expenses [Abstract] | ||
Foreign currency transaction gain (loss), before tax | $ 502 | $ (437) |
Investment income, net | (77) | (5) |
Net periodic benefit expense (income) | $ (787) | $ (882) |
WARRANTY LIABILITY (Details)
WARRANTY LIABILITY (Details) | 3 Months Ended |
Dec. 31, 2018 | |
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 |
Clopay Building Products [Member] | Minimum [Member] | |
WARRANTY LIABILITY (Details) [Line Items] | |
Product warranty period | 1 year |
Clopay Building Products [Member] | Maximum [Member] | |
WARRANTY LIABILITY (Details) [Line Items] | |
Product warranty period | 10 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 | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | ||
Balance, beginning of period | $ 8,174 | $ 6,236 |
Warranties issued and changes in estimated pre-existing warranties | 4,061 | 1,475 |
Actual warranty costs incurred | (3,194) | (2,492) |
Other warranty liabilities assumed from acquisitions | 0 | 836 |
Balance, end of period | $ 9,041 | $ 6,055 |
OTHER COMPREHENSIVE INCOME (L_3
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Summary of Other Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Other Comprehensive Income (Loss), before Tax [Abstract] | ||
Foreign currency translation adjustments | $ (5,736) | $ (1,289) |
Pension and other defined benefit plans | 271 | 14,244 |
Cash flow hedges | 157 | 130 |
Total other comprehensive income (loss) | (5,308) | 13,085 |
Other Comprehensive Income (Loss), Tax [Abstract] | ||
Pension and other defined benefit plans | (87) | (4,685) |
Cash flow hedges | (55) | (42) |
Total other comprehensive income (loss) | (142) | (4,727) |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Foreign currency translation adjustments | (5,736) | (1,289) |
Pension and other defined benefit plans | 184 | 9,559 |
Cash flow hedges | 102 | 88 |
Total other comprehensive income (loss), net of taxes | $ (5,450) | $ 8,358 |
OTHER COMPREHENSIVE INCOME (L_4
OTHER COMPREHENSIVE INCOME (LOSS)-AOCI (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Sep. 30, 2018 |
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | $ (39,562) | $ (34,112) |
Foreign currency translation adjustments [Member] | ||
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | (28,560) | (22,824) |
Pension and other defined benefit plans [Member] | ||
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | (11,575) | (11,759) |
Gain on cash flow hedge [Member] | ||
Class of Stock [Line Items] | ||
Accumulated other comprehensive income (loss) | $ 573 | $ 471 |
OTHER COMPREHENSIVE INCOME (L_5
OTHER COMPREHENSIVE INCOME (LOSS) (Details) - Summary of Amounts Reclassified from Accumulated Other Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
OCI, Net of Tax [Abstract] | ||
Pension amortization | $ (226) | $ (529) |
Cash flow hedges | 682 | (7) |
Total gain (loss) | 456 | (536) |
Tax benefit (expense) | 158 | (161) |
Amounts reclassified from accumulated other comprehensive income (loss) | $ 298 | $ (375) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 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 |
CONSOLIDATING GUARANTOR AND N_3
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) | 3 Months Ended |
Dec. 31, 2018 | |
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 N_4
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of Condensed Consolidating Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Oct. 01, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 |
CURRENT ASSETS | |||||
Cash and equivalents | $ 81,752 | $ 69,758 | $ 84,420 | $ 47,681 | |
Accounts receivable, net of allowances | 253,351 | 280,509 | |||
Contract costs and recognized income not yet billed, net of progress payments | 89,232 | $ 100,821 | 121,803 | ||
Inventories | 452,362 | 420,384 | 398,359 | ||
Prepaid and other current assets | 39,615 | 42,121 | |||
Assets of discontinued operations | 325 | 324 | |||
Total Current Assets | 916,637 | 913,917 | 912,874 | ||
PROPERTY, PLANT AND EQUIPMENT, net | 336,490 | 342,492 | |||
GOODWILL | 438,428 | 439,395 | |||
INTANGIBLE ASSETS, net | 365,381 | 370,858 | |||
INTERCOMPANY RECEIVABLE | 0 | 0 | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 0 | 0 | |||
OTHER ASSETS | 14,944 | 16,355 | |||
ASSETS OF DISCONTINUED OPERATIONS | 2,909 | 2,916 | |||
Total Assets | 2,074,789 | 2,085,933 | 2,084,890 | ||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 12,872 | 13,011 | |||
Accounts payable and accrued liabilities | 347,570 | 372,850 | |||
Liabilities of discontinued operations | 6,882 | 7,210 | |||
Total Current Liabilities | 367,324 | 401,353 | 393,071 | ||
LONG-TERM DEBT, net of debt discounts | 1,142,079 | 1,108,071 | |||
INTERCOMPANY PAYABLES | 0 | 0 | |||
OTHER LIABILITIES | 91,315 | 105,144 | 106,710 | ||
LIABILITIES OF DISCONTINUED OPERATIONS | 2,510 | 2,647 | |||
Total Liabilities | 1,603,228 | 1,617,215 | 1,610,499 | ||
Total Shareholders’ Equity | 471,561 | 468,718 | 474,391 | ||
Total Liabilities and Shareholders’ Equity | 2,074,789 | $ 2,085,933 | 2,084,890 | ||
Parent Company [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 10,629 | 15,976 | 5,931 | 3,240 | |
Accounts receivable, net of allowances | 0 | 0 | |||
Contract costs and recognized income not yet billed, net of progress payments | 0 | 0 | |||
Inventories | 0 | 0 | |||
Prepaid and other current assets | 8,067 | 12,179 | |||
Assets of discontinued operations | 0 | 0 | |||
Total Current Assets | 18,696 | 28,155 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 887 | 936 | |||
GOODWILL | 0 | 6,646 | |||
INTANGIBLE ASSETS, net | 93 | 93 | |||
INTERCOMPANY RECEIVABLE | 67,780 | 56,396 | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 1,542,276 | 1,528,932 | |||
OTHER ASSETS | 6,708 | 8,651 | |||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Assets | 1,636,440 | 1,629,809 | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 2,276 | 2,276 | |||
Accounts payable and accrued liabilities | 27,556 | 26,639 | |||
Liabilities of discontinued operations | 0 | 0 | |||
Total Current Liabilities | 29,832 | 28,915 | |||
LONG-TERM DEBT, net of debt discounts | 1,077,036 | 1,044,071 | |||
INTERCOMPANY PAYABLES | 51,497 | 66,058 | |||
OTHER LIABILITIES | 6,514 | 16,374 | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Liabilities | 1,164,879 | 1,155,418 | |||
Total Shareholders’ Equity | 471,561 | 474,391 | |||
Total Liabilities and Shareholders’ Equity | 1,636,440 | 1,629,809 | |||
Guarantor Companies [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 32,096 | 16,353 | 31,437 | 8,066 | |
Accounts receivable, net of allowances | 217,290 | 234,885 | |||
Contract costs and recognized income not yet billed, net of progress payments | 88,019 | 121,393 | |||
Inventories | 384,893 | 332,067 | |||
Prepaid and other current assets | 22,507 | 21,313 | |||
Assets of discontinued operations | 0 | 0 | |||
Total Current Assets | 744,805 | 726,011 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 295,409 | 299,920 | |||
GOODWILL | 394,008 | 361,507 | |||
INTANGIBLE ASSETS, net | 279,849 | 293,093 | |||
INTERCOMPANY RECEIVABLE | 621,995 | 314,394 | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 508,267 | 968,330 | |||
OTHER ASSETS | 17,057 | 15,942 | |||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Assets | 2,861,390 | 2,979,197 | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 3,448 | 3,398 | |||
Accounts payable and accrued liabilities | 280,395 | 303,154 | |||
Liabilities of discontinued operations | 0 | (22,327) | |||
Total Current Liabilities | 283,843 | 284,225 | |||
LONG-TERM DEBT, net of debt discounts | 5,250 | 6,110 | |||
INTERCOMPANY PAYABLES | 283,010 | (77,760) | |||
OTHER LIABILITIES | 71,569 | 73,391 | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Liabilities | 643,672 | 285,966 | |||
Total Shareholders’ Equity | 2,217,718 | 2,693,231 | |||
Total Liabilities and Shareholders’ Equity | 2,861,390 | 2,979,197 | |||
Non-Guarantor Companies [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 39,027 | 37,429 | 47,052 | 36,375 | |
Accounts receivable, net of allowances | 36,535 | 69,729 | |||
Contract costs and recognized income not yet billed, net of progress payments | 1,213 | 410 | |||
Inventories | 67,462 | 66,373 | |||
Prepaid and other current assets | 6,668 | 6,168 | |||
Assets of discontinued operations | 325 | 324 | |||
Total Current Assets | 151,230 | 180,433 | |||
PROPERTY, PLANT AND EQUIPMENT, net | 40,194 | 41,636 | |||
GOODWILL | 44,420 | 71,242 | |||
INTANGIBLE ASSETS, net | 85,439 | 77,672 | |||
INTERCOMPANY RECEIVABLE | 58,690 | (121,445) | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | 3,029,840 | 3,347,894 | |||
OTHER ASSETS | (2,136) | 374 | |||
ASSETS OF DISCONTINUED OPERATIONS | 2,909 | 2,916 | |||
Total Assets | 3,410,586 | 3,600,722 | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 7,148 | 7,337 | |||
Accounts payable and accrued liabilities | 32,424 | 59,531 | |||
Liabilities of discontinued operations | 6,882 | 29,537 | |||
Total Current Liabilities | 46,454 | 96,405 | |||
LONG-TERM DEBT, net of debt discounts | 59,793 | 57,890 | |||
INTERCOMPANY PAYABLES | 415,912 | 263,227 | |||
OTHER LIABILITIES | 16,882 | 20,592 | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 2,510 | 2,647 | |||
Total Liabilities | 541,551 | 440,761 | |||
Total Shareholders’ Equity | 2,869,035 | 3,159,961 | |||
Total Liabilities and Shareholders’ Equity | 3,410,586 | 3,600,722 | |||
Elimination [Member] | |||||
CURRENT ASSETS | |||||
Cash and equivalents | 0 | 0 | $ 0 | $ 0 | |
Accounts receivable, net of allowances | (474) | (24,105) | |||
Contract costs and recognized income not yet billed, net of progress payments | 0 | 0 | |||
Inventories | 7 | (81) | |||
Prepaid and other current assets | 2,373 | 2,461 | |||
Assets of discontinued operations | 0 | 0 | |||
Total Current Assets | 1,906 | (21,725) | |||
PROPERTY, PLANT AND EQUIPMENT, net | 0 | 0 | |||
GOODWILL | 0 | 0 | |||
INTANGIBLE ASSETS, net | 0 | 0 | |||
INTERCOMPANY RECEIVABLE | (748,465) | (249,345) | |||
EQUITY INVESTMENTS IN SUBSIDIARIES | (5,080,383) | (5,845,156) | |||
OTHER ASSETS | (6,685) | (8,612) | |||
ASSETS OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Assets | (5,833,627) | (6,124,838) | |||
CURRENT LIABILITIES | |||||
Notes payable and current portion of long-term debt | 0 | 0 | |||
Accounts payable and accrued liabilities | 7,195 | (16,474) | |||
Liabilities of discontinued operations | 0 | 0 | |||
Total Current Liabilities | 7,195 | (16,474) | |||
LONG-TERM DEBT, net of debt discounts | 0 | 0 | |||
INTERCOMPANY PAYABLES | (750,419) | (251,525) | |||
OTHER LIABILITIES | (3,650) | (3,647) | |||
LIABILITIES OF DISCONTINUED OPERATIONS | 0 | 0 | |||
Total Liabilities | (746,874) | (271,646) | |||
Total Shareholders’ Equity | (5,086,753) | (5,853,192) | |||
Total Liabilities and Shareholders’ Equity | $ (5,833,627) | $ (6,124,838) |
CONSOLIDATING GUARANTOR AND N_5
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 | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Condensed Income Statements, Captions [Line Items] | ||
Revenue | $ 510,522 | $ 437,303 |
Cost of goods and services | 367,476 | 316,524 |
Gross profit | 143,046 | 120,779 |
Selling, general and administrative expenses | 113,754 | 106,624 |
Income from operations | 29,292 | 14,155 |
Other income (expense) | ||
Interest income (expense), net | (16,331) | (16,642) |
Other, net | 1,004 | 414 |
Total other expense, net | (15,327) | (16,228) |
Income (loss) before taxes from continuing operations | 13,965 | (2,073) |
Provision (benefit) for income taxes | 5,212 | (24,904) |
Income (loss) before equity in net income of subsidiaries | 8,753 | 22,831 |
Equity in net income (loss) of subsidiaries | 0 | 0 |
Income from continuing operations | 8,753 | 22,831 |
Income from operations of discontinued operations | 0 | 11,466 |
Provision for income taxes | 0 | 3,308 |
Income from discontinued operations | 0 | 8,158 |
Net income | 8,753 | 30,989 |
Comprehensive income, net | 3,303 | 39,347 |
Parent Company [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenue | 0 | 0 |
Cost of goods and services | 0 | 0 |
Gross profit | 0 | 0 |
Selling, general and administrative expenses | 5,060 | 11,337 |
Income from operations | (5,060) | (11,337) |
Other income (expense) | ||
Interest income (expense), net | (6,307) | (6,774) |
Other, net | (262) | (5) |
Total other expense, net | (6,569) | (6,779) |
Income (loss) before taxes from continuing operations | (11,629) | (18,116) |
Provision (benefit) for income taxes | (3,535) | (29,692) |
Income (loss) before equity in net income of subsidiaries | (8,094) | 11,576 |
Equity in net income (loss) of subsidiaries | 16,847 | 19,413 |
Income from continuing operations | 8,753 | 30,989 |
Income from discontinued operations | 0 | |
Net income | 8,753 | 30,989 |
Comprehensive income, net | 3,303 | 39,347 |
Guarantor Companies [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenue | 419,244 | 351,312 |
Cost of goods and services | 309,097 | 262,640 |
Gross profit | 110,147 | 88,672 |
Selling, general and administrative expenses | 84,976 | 75,330 |
Income from operations | 25,171 | 13,342 |
Other income (expense) | ||
Interest income (expense), net | (9,130) | (6,202) |
Other, net | 687 | 1,205 |
Total other expense, net | (8,443) | (4,997) |
Income (loss) before taxes from continuing operations | 16,728 | 8,345 |
Provision (benefit) for income taxes | 5,974 | 2,734 |
Income (loss) before equity in net income of subsidiaries | 10,754 | 5,611 |
Equity in net income (loss) of subsidiaries | 6,050 | (652) |
Income from continuing operations | 16,804 | 4,959 |
Income from discontinued operations | 4,360 | |
Net income | 16,804 | 9,319 |
Comprehensive income, net | 53,569 | 22,769 |
Non-Guarantor Companies [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenue | 98,240 | 92,519 |
Cost of goods and services | 65,702 | 60,779 |
Gross profit | 32,538 | 31,740 |
Selling, general and administrative expenses | 23,817 | 20,049 |
Income from operations | 8,721 | 11,691 |
Other income (expense) | ||
Interest income (expense), net | (894) | (3,666) |
Other, net | 1,041 | (324) |
Total other expense, net | 147 | (3,990) |
Income (loss) before taxes from continuing operations | 8,868 | 7,701 |
Provision (benefit) for income taxes | 2,775 | 2,057 |
Income (loss) before equity in net income of subsidiaries | 6,093 | 5,644 |
Equity in net income (loss) of subsidiaries | 10,754 | 5,611 |
Income from continuing operations | 16,847 | 11,255 |
Income from discontinued operations | 3,798 | |
Net income | 16,847 | 15,053 |
Comprehensive income, net | (4,551) | 47,447 |
Elimination [Member] | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenue | (6,962) | (6,528) |
Cost of goods and services | (7,323) | (6,895) |
Gross profit | 361 | 367 |
Selling, general and administrative expenses | (99) | (92) |
Income from operations | 460 | 459 |
Other income (expense) | ||
Interest income (expense), net | 0 | 0 |
Other, net | (462) | (462) |
Total other expense, net | (462) | (462) |
Income (loss) before taxes from continuing operations | (2) | (3) |
Provision (benefit) for income taxes | (2) | (3) |
Income (loss) before equity in net income of subsidiaries | 0 | 0 |
Equity in net income (loss) of subsidiaries | (33,651) | (24,372) |
Income from continuing operations | (33,651) | (24,372) |
Income from discontinued operations | 0 | |
Net income | (33,651) | (24,372) |
Comprehensive income, net | $ (49,018) | $ (70,216) |
CONSOLIDATING GUARANTOR AND N_6
CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION (Details) - Summary of Condensed Consolidating Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 8,753 | $ 30,989 |
Net (income) from discontinued operations | 0 | (8,158) |
Net cash provided by (used in) operating activities | 1,041 | (5,654) |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | ||
Acquisition of property, plant and equipment | (8,397) | (10,785) |
Acquired businesses, net of cash acquired | (9,219) | (198,683) |
Proceeds from sale of assets | 51 | 439 |
Net cash used in investing activities - continuing operations | (17,565) | (209,029) |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | ||
Purchase of shares for treasury | (1,348) | (4,332) |
Proceeds from long-term debt | 38,965 | 326,094 |
Payments of long-term debt | (4,322) | (52,973) |
Change in short-term borrowings | 38 | 35 |
Financing costs | (67) | (7,392) |
Contingent consideration for acquired businesses | (1,686) | 0 |
Dividends paid | (3,143) | (2,990) |
Other, net | 137 | 84 |
Net cash provided by financing activities - continuing operations | 28,574 | 258,526 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | ||
Net cash used in discontinued operations | (458) | (6,419) |
Effect of exchange rate changes on cash and equivalents | 402 | (685) |
NET INCREASE IN CASH AND EQUIVALENTS | 11,994 | 36,739 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 69,758 | 47,681 |
CASH AND EQUIVALENTS AT END OF PERIOD | 81,752 | 84,420 |
Parent Company [Member] | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | 8,753 | 30,989 |
Net (income) from discontinued operations | 0 | |
Net cash provided by (used in) operating activities | (23,532) | (68,932) |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | ||
Acquisition of property, plant and equipment | (18) | (121) |
Acquired businesses, net of cash acquired | (9,219) | (194,001) |
Proceeds from sale of assets | 0 | 0 |
Net cash used in investing activities - continuing operations | (9,237) | (194,122) |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | ||
Purchase of shares for treasury | (1,348) | (4,332) |
Proceeds from long-term debt | 32,412 | 326,094 |
Payments of long-term debt | (569) | (45,719) |
Change in short-term borrowings | 0 | 0 |
Financing costs | (67) | (7,392) |
Contingent consideration for acquired businesses | 0 | |
Dividends paid | (3,143) | (2,990) |
Other, net | 137 | 84 |
Net cash provided by financing activities - continuing operations | 27,422 | 265,745 |
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 INCREASE IN CASH AND EQUIVALENTS | (5,347) | 2,691 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 15,976 | 3,240 |
CASH AND EQUIVALENTS AT END OF PERIOD | 10,629 | 5,931 |
Guarantor Companies [Member] | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | 16,804 | 9,319 |
Net (income) from discontinued operations | (4,360) | |
Net cash provided by (used in) operating activities | 16,272 | 48,147 |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | ||
Acquisition of property, plant and equipment | (6,935) | (7,984) |
Acquired businesses, net of cash acquired | 0 | (4,682) |
Proceeds from sale of assets | 38 | 7 |
Net cash used in investing activities - continuing operations | (6,897) | (12,659) |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | ||
Purchase of shares for treasury | 0 | 0 |
Proceeds from long-term debt | 0 | 976 |
Payments of long-term debt | (855) | (1,776) |
Change in short-term borrowings | 38 | 35 |
Financing costs | 0 | 0 |
Contingent consideration for acquired businesses | 0 | |
Dividends paid | 0 | 0 |
Other, net | 7,240 | (10,524) |
Net cash provided by financing activities - continuing operations | 6,423 | (11,289) |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | ||
Net cash used in discontinued operations | 0 | (827) |
Effect of exchange rate changes on cash and equivalents | (55) | (1) |
NET INCREASE IN CASH AND EQUIVALENTS | 15,743 | 23,371 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 16,353 | 8,066 |
CASH AND EQUIVALENTS AT END OF PERIOD | 32,096 | 31,437 |
Non-Guarantor Companies [Member] | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | 16,847 | 15,053 |
Net (income) from discontinued operations | (3,798) | |
Net cash provided by (used in) operating activities | 8,301 | 15,131 |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | ||
Acquisition of property, plant and equipment | (1,444) | (2,680) |
Acquired businesses, net of cash acquired | 0 | 0 |
Proceeds from sale of assets | 13 | 432 |
Net cash used in investing activities - continuing operations | (1,431) | (2,248) |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | ||
Purchase of shares for treasury | 0 | 0 |
Proceeds from long-term debt | 6,553 | (976) |
Payments of long-term debt | (2,898) | (5,478) |
Change in short-term borrowings | 0 | 0 |
Financing costs | 0 | 0 |
Contingent consideration for acquired businesses | (1,686) | |
Dividends paid | 0 | 0 |
Other, net | (7,240) | 10,524 |
Net cash provided by financing activities - continuing operations | (5,271) | 4,070 |
CASH FLOWS FROM DISCONTINUED OPERATIONS: | ||
Net cash used in discontinued operations | (458) | (5,592) |
Effect of exchange rate changes on cash and equivalents | 457 | (684) |
NET INCREASE IN CASH AND EQUIVALENTS | 1,598 | 10,677 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 37,429 | 36,375 |
CASH AND EQUIVALENTS AT END OF PERIOD | 39,027 | 47,052 |
Elimination [Member] | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | (33,651) | (24,372) |
Net (income) from discontinued operations | 0 | |
Net cash provided by (used in) operating activities | 0 | 0 |
CASH FLOWS FROM INVESTING ACTIVITIES - CONTINUING OPERATIONS: | ||
Acquisition of property, plant and equipment | 0 | 0 |
Acquired businesses, net of cash acquired | 0 | 0 |
Proceeds from sale of assets | 0 | 0 |
Net cash used in investing activities - continuing operations | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES - CONTINUING OPERATIONS: | ||
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 |
Contingent consideration for acquired businesses | 0 | |
Dividends paid | 0 | 0 |
Other, net | 0 | 0 |
Net cash provided by financing activities - continuing operations | 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 INCREASE IN CASH AND EQUIVALENTS | 0 | 0 |
CASH AND EQUIVALENTS AT BEGINNING OF PERIOD | 0 | 0 |
CASH AND EQUIVALENTS AT END OF PERIOD | $ 0 | $ 0 |