Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 07, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | KIRBY CORP | |
Entity Central Index Key | 56,047 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 59,697,000 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 |
CONDENSED BALANCE SHEETS (Unaud
CONDENSED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 4,826 | $ 5,634 |
Accounts receivable: | ||
Trade - less allowance for doubtful accounts | 433,295 | 297,177 |
Other | 77,913 | 95,327 |
Inventories - net | 323,403 | 185,402 |
Prepaid expenses and other current assets | 51,327 | 49,411 |
Total current assets | 890,764 | 632,951 |
Property and equipment | 4,583,442 | 4,328,897 |
Less accumulated depreciation | (1,487,332) | (1,407,523) |
Property and equipment - net | 3,096,110 | 2,921,374 |
Goodwill | 919,276 | 598,131 |
Other assets | 294,265 | 137,439 |
Total assets | 5,200,415 | 4,289,895 |
Current liabilities: | ||
Current portion of long-term debt | 1,501 | 0 |
Bank notes payable | 899 | 0 |
Income taxes payable | 1,434 | 3,288 |
Accounts payable | 214,109 | 134,571 |
Accrued liabilities | 203,826 | 184,478 |
Deferred revenues | 40,421 | 36,001 |
Total current liabilities | 462,190 | 358,338 |
Long-term debt - less current portion | 1,031,028 | 722,802 |
Deferred income taxes | 756,268 | 705,453 |
Other long-term liabilities | 74,801 | 90,435 |
Total long-term liabilities | 1,862,097 | 1,518,690 |
Contingencies and commitments | ||
Kirby stockholders' equity: | ||
Common stock, $.10 par value per share. Authorized 120,000,000 shares, issued 65,472,000 shares | 6,547 | 5,978 |
Additional paid-in capital | 799,714 | 432,459 |
Accumulated other comprehensive income - net | (35,778) | (51,007) |
Retained earnings | 2,415,618 | 2,342,236 |
Treasury stock - at cost, 5,784,000 shares at September 30, 2017 and 5,921,000 at December 31, 2016 | (313,423) | (320,348) |
Total Kirby stockholders' equity | 2,872,678 | 2,409,318 |
Noncontrolling interests | 3,450 | 3,549 |
Total equity | 2,876,128 | 2,412,867 |
Total liabilities and equity | $ 5,200,415 | $ 4,289,895 |
CONDENSED BALANCE SHEETS (Unau3
CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2017 | Dec. 31, 2016 |
Kirby stockholders' equity: | ||
Common stock, par value per share (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized (in shares) | 120,000,000 | 120,000,000 |
Common stock, shares issued (in shares) | 65,472,000 | 65,472,000 |
Treasury stock, shares (in shares) | 5,784,000 | 5,921,000 |
CONDENSED STATEMENTS OF EARNING
CONDENSED STATEMENTS OF EARNINGS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||||
Marine transportation | $ 318,810 | $ 359,031 | $ 993,727 | $ 1,115,677 |
Distribution and services | 222,464 | 75,677 | 512,580 | 219,346 |
Total revenues | 541,274 | 434,708 | 1,506,307 | 1,335,023 |
Costs and expenses: | ||||
Costs of sales and operating expenses | 378,340 | 282,168 | 1,048,176 | 847,975 |
Selling, general and administrative | 51,689 | 40,645 | 144,338 | 133,948 |
Taxes, other than on income | 6,518 | 5,445 | 19,511 | 16,317 |
Depreciation and amortization | 51,206 | 50,142 | 147,669 | 148,427 |
Loss (gain) on disposition of assets | 159 | 122 | 199 | (39) |
Total costs and expenses | 487,912 | 378,522 | 1,359,893 | 1,146,628 |
Operating income | 53,362 | 56,186 | 146,414 | 188,395 |
Other income (expense) | (113) | (120) | (230) | 194 |
Interest expense | (5,388) | (4,507) | (14,310) | (13,213) |
Earnings before taxes on income | 47,861 | 51,559 | 131,874 | 175,376 |
Provision for taxes on income | (19,072) | (19,206) | (49,468) | (65,430) |
Net earnings | 28,789 | 32,353 | 82,406 | 109,946 |
Less: Net earnings attributable to noncontrolling interests | (182) | (343) | (538) | (895) |
Net earnings attributable to Kirby | $ 28,607 | $ 32,010 | $ 81,868 | $ 109,051 |
Net earnings per share attributable to Kirby common stockholders: | ||||
Basic (in dollars per share) | $ 0.52 | $ 0.59 | $ 1.51 | $ 2.03 |
Diluted (in dollars per share) | $ 0.52 | $ 0.59 | $ 1.50 | $ 2.02 |
CONDENSED STATEMENTS OF COMPREH
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) [Abstract] | |||||
Net earnings | $ 28,789 | $ 32,353 | $ 82,406 | $ 109,946 | |
Other comprehensive income (loss), net of taxes: | |||||
Pension and postretirement benefits | 507 | 735 | 15,393 | (1,765) | |
Foreign currency translation adjustments | [1] | (164) | 0 | (164) | 0 |
Total other comprehensive income (loss), net of taxes | 343 | 735 | 15,229 | (1,765) | |
Total comprehensive income, net of taxes | 29,132 | 33,088 | 97,635 | 108,181 | |
Net earnings attributable to noncontrolling interests | (182) | (343) | (538) | (895) | |
Comprehensive income attributable to Kirby | $ 28,950 | $ 32,745 | $ 97,097 | $ 107,286 | |
[1] | Actuarial gains/(losses) are amortized into costs of sales and operating expenses or selling, general and administrative expenses as appropriate. (See Note 11 - Retirement Plans) |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net earnings | $ 82,406 | $ 109,946 |
Adjustments to reconcile net earnings to net cash provided by operations: | ||
Depreciation and amortization | 147,669 | 148,427 |
Provision for deferred income taxes | 32,783 | 46,264 |
Amortization of unearned share-based compensation | 8,991 | 8,841 |
Amortization of major maintenance costs | 15,232 | 14,210 |
Amortization of debt issuance costs | 786 | 600 |
Other | 180 | (1,090) |
Increase (decrease) in cash flows resulting from changes in operating assets and liabilities, net | (28,592) | 11,048 |
Net cash provided by operating activities | 259,455 | 338,246 |
Cash flows from investing activities: | ||
Capital expenditures | (133,437) | (169,305) |
Acquisitions of businesses and marine equipment, net of cash acquired | (451,219) | (125,632) |
Proceeds from disposition of assets | 29,743 | 15,136 |
Net cash used in investing activities | (554,913) | (279,801) |
Cash flows from financing activities: | ||
Borrowings (payments) on bank credit facilities, net | 297,181 | (49,445) |
Payments on long-term debt | (1,065) | 0 |
Proceeds from exercise of stock options | 2,076 | 321 |
Purchase of treasury stock | 0 | (1,827) |
Acquisition of noncontrolling interests | (7) | (4,160) |
Payments related to tax withholding for share-based compensation | (2,899) | (1,753) |
Other | (636) | (2,085) |
Net cash provided by (used in) financing activities | 294,650 | (58,949) |
Decrease in cash and cash equivalents | (808) | (504) |
Cash and cash equivalents, beginning of year | 5,634 | 5,885 |
Cash and cash equivalents, end of period | 4,826 | 5,381 |
Cash paid during the period: | ||
Interest paid | 18,390 | 18,930 |
Income taxes paid | 19,388 | 14,901 |
Capital expenditures included in accounts payable | 8,917 | (2,296) |
Non-cash investing activity: | ||
Fair value of property transferred in acquisition | 0 | 3,681 |
Stock issued in acquisition | 366,554 | 0 |
Cash acquired in acquisition | 98 | 0 |
Debt assumed in acquisition | $ 13,724 | $ 0 |
BASIS FOR PREPARATION OF THE CO
BASIS FOR PREPARATION OF THE CONDENSED FINANCIAL STATEMENTS | 9 Months Ended |
Sep. 30, 2017 | |
BASIS FOR PREPARATION OF THE CONDENSED FINANCIAL STATEMENTS [Abstract] | |
BASIS FOR PREPARATION OF THE CONDENSED FINANCIAL STATEMENTS | (1) BASIS FOR PREPARATION OF THE CONDENSED FINANCIAL STATEMENTS The condensed financial statements included herein have been prepared by Kirby Corporation (the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Although the Company believes that the disclosures are adequate to make the information presented not misleading, certain information and footnote disclosures, including significant accounting policies normally included in annual financial statements, have been condensed or omitted pursuant to such rules and regulations. It is suggested that these condensed financial statements be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. |
ACCOUNTING STANDARDS ADOPTIONS
ACCOUNTING STANDARDS ADOPTIONS | 9 Months Ended |
Sep. 30, 2017 | |
ACCOUNTING STANDARDS ADOPTIONS [Abstract] | |
ACCOUNTING STANDARDS ADOPTIONS | (2) ACCOUNTING STANDARDS ADOPTIONS In March 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-07, “Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”) which requires employers to include only the service cost component of net periodic pension cost and net periodic postretirement benefit cost in operating expenses. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations. The standard allows only the service cost component to be eligible for capitalization when applicable. ASU 2017-07 is effective for annual and interim periods beginning after December 15, 2017 with early adoption permitted. This standard shall be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the income statement and prospectively for the capitalization of the service cost benefit in assets. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, “Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”) which simplifies the subsequent measurement of goodwill by eliminating Step 2 in the goodwill impairment test that required an entity to perform procedures to determine the fair value of its assets and liabilities at the testing date. An entity instead will perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying value and record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU 2017-04 will be applied prospectively and is effective for annual and interim goodwill impairment tests conducted in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment testing dates after January 1, 2017. The Company is currently evaluating the impact, if any, that the adoption of this standard will have on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” (“ASU 2016-15”) to create consistency in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual and interim periods beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, “Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”) which simplifies several aspects of the accounting for share-based payment transactions, including income tax consequences, forfeitures, minimum statutory tax withholding requirements, classification as either equity or liabilities, and classification on the statement of cash flows. The Company adopted the provisions of ASU 2016-09 on January 1, 2017. ASU 2016-09 requires all excess tax benefits and tax deficiencies be recognized as income tax expense or benefit in the income statement, thus eliminating additional paid-in capital pools. The Company recognized a cumulative effect adjustment of $8,486,000 to retained earnings on a modified retrospective basis as of January 1, 2017 and will apply the new standard guidance prospectively to all excess tax benefits and tax deficiencies resulting from settlements after January 1, 2017. The standard also requires a policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The Company will elect to account for forfeitures when they occur. Also, the standard requires that excess tax benefits should be classified along with other income tax cash flows as an operating activity on the statement of cash flows, which differs from the Company’s historical classification of excess tax benefits as cash inflows from financing activities. The Company elected to apply this provision using the prospective transition method. Additionally, the standard requires cash paid by an employer when directly withholding shares for tax withholding purposes to be classified in the statement of cash flows as a financing activity, which differs from the Company’s previous method of classification of such cash payments as an operating activity. The Company applied this provision retrospectively and, for the nine months ended September 30, 2016, reclassified $1,753,000, which increased net cash provided by operating activities and net cash used in financing activities. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”) to increase transparency and comparability among organizations by requiring recognition of lease assets and lease liabilities on the balance sheet and disclosure of key information about leasing arrangements. ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted. A modified retrospective approach is required. The Company has formed a project team to evaluate the impact that the adoption of this standard will have on its consolidated financial statements and disclosures. The project team has completed training on the new standard and has started lease review and documentation, but the Company has not yet determined the effect of ASU 2016-02 on its ongoing financial reporting. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”) which requires that deferred tax liabilities and assets be classified as noncurrent on the balance sheet. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by this guidance. The guidance may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company adopted the provisions of ASU 2015-17 on January 1, 2017 on a retrospective basis. The December 31, 2016 current deferred tax assets of $13,604,000 have been reclassified in the consolidated balance sheet from current deferred income taxes asset to noncurrent deferred income taxes liability. In July 2015, the FASB issued ASU 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory” (“ASU 2015-11”) which applies to inventory that is measured using first-in, first-out (“FIFO”) or average cost. Under the guidance, an entity should measure inventory that is within the scope of this update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. ASU 2015-11 is effective for annual and interim periods beginning after December 15, 2016, and should be applied prospectively with early adoption permitted at the beginning of an interim period or annual reporting period. The Company adopted the provisions of ASU 2015-11 on January 1, 2017 and, based on a lower of cost and net realizable value inventory analysis as of December 31, 2016, no adjustments to inventory value were required. The analysis reflected the inventory values are proper within the guidance of ASU 2015-11. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”). ASU 2014-09 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in United States Generally Accepted Accounting Principles when it becomes effective. In July 2015, the FASB voted to delay the effective date of ASU 2014-09 by one year, making it effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early adoption permitted as of the original effective date. ASU 2014-09 permits the use of either the retrospective, modified retrospective or prospective with a cumulative catch-up approach. The Company has formed a project team to evaluate the standard and determine the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The project team has completed training on the new standard and has started contract review and documentation. The Company has not yet selected a transition method nor has it determined the effect of ASU 2014-09 on its ongoing financial reporting. |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Sep. 30, 2017 | |
ACQUISITIONS [Abstract] | |
ACQUISITIONS | (3) ACQUISITIONS On September 13, 2017, the Company completed the acquisition of substantially all of the assets of Stewart & Stevenson LLC (“S&S”), a global manufacturer and distributor of products and services for the oil and gas, marine, construction, power generation, transportation, mining and agricultural industries. The acquired business, which the Company operates through a newly formed subsidiary renamed Stewart & Stevenson LLC after the closing of the acquisition, was founded in 1902 and serves domestic and global markets with equipment, rental solutions, parts and service through a strategic network of sales and service centers in domestic and international locations. The total value of the transaction was $758,245,000, before post-closing adjustments and excluding transaction fees, consisting of cash consideration of $377,967,000, the assumption of $13,724,000 of debt and $366,554,000 through the issuance of 5,696,259 shares of Company common stock valued at $64.35 per share, the Company’s closing share price on September 13, 2017. On June 26, 2017, in advance of the purchase of S&S, the Company entered into an amendment of its revolving credit facility that increased the borrowing limit from $550,000,000 to $850,000,000 and extended the maturity date to June 26, 2022. The debt assumed consists of $12,135,000 of term debt and $1,589,000 of short-term secured loans related to the Company’s South American operations. The term debt has a maturity date of September 15, 2032 and carries an interest rate of 4.0%. The term debt has quarterly interest payments plus quarterly principal payments of $375,000 due through December 2022 and $99,000 due thereafter through the maturity date. The term debt can be paid off prior to maturity without penalty. S&S, headquartered in Houston, Texas with 42 branches across 12 states, is a distributor in certain geographic areas for Allison Transmission, MTU Detroit Diesel, Electro-Motive Diesel, Deutz and several other manufacturers. S&S’ principal customers are oilfield service companies, oil and gas operators and producers, and companies in the marine, construction, power generation, transportation, mining and agricultural industries. The Company considers S&S to be a natural extension of the current distribution and services segment, expanding its geographic footprint and capabilities of the distribution and services business. Total consideration transferred was as follows (in thousands): Cash consideration paid $ 377,967 Stock consideration through issuance of Company common stock 366,554 Fair value of consideration transferred $ 744,521 The fair values of the assets acquired and liabilities assumed recorded at the acquisition date were as follows (in thousands): Assets: Cash $ 98 Accounts receivable 97,891 Inventories 150,000 Prepaid expenses and other current assets 3,850 Property and equipment 150,652 Goodwill 317,861 Other assets 163,230 Total assets $ 883,582 Liabilities: Current portion of long-term debt $ 1,501 Bank notes payable 1,589 Income taxes payable 850 Accounts payable 72,200 Accrued liabilities 31,803 Deferred revenues 18,806 Long-term debt 10,634 Other long-term liabilities 1,678 Total liabilities $ 139,061 Net assets acquired $ 744,521 The analysis of the S&S fair values is substantially complete but all fair values have not been finalized pending obtaining the information necessary to complete the analysis. As additional information becomes known concerning the assets acquired and liabilities assumed, the Company may make adjustments to the opening balance sheet of S&S up to a one year period following the acquisition date. As a result of the acquisition, the Company recorded $317,861,000 of goodwill and $160,822,000 of net intangibles. The net intangibles have a weighted average amortization period of approximately 16.8 years. The Company expects substantially all of the goodwill will be deductible for tax purposes. Acquisition related costs of $1,471,000, consisting primarily of legal, audit and other professional fees plus other expenses, were expensed as incurred to selling general and administrative expense in the first nine months of 2017. On July 10, 2017, the Company completed the purchase of certain inland marine assets from an undisclosed competitor for $68,000,000 in cash. The assets purchased consisted of nine specialty pressure tank barges, four 30,000 barrel tank barges and three 1320 horsepower inland towboats. The average age of the 13 inland tank barges was five years. The 13 tank barges transport petrochemicals and refined petroleum products on the Mississippi River System and the Gulf Intracoastal Waterway. As a result of the acquisition, the Company recorded $67,970,000 of property and $30,000 of intangibles with a weighted average amortization period of two years. During July 2017, the Company purchased four inland tank barges for $1,450,000 as well as a barge fleeting and marine fueling operation business in Freeport, Texas for $3,900,000. Pro forma results of the acquisitions made in the 2017 first nine months have not been presented as the pro forma revenues, earnings before taxes on income, net earnings and net earnings per share would not be materially different from the Company’s actual results. |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2017 | |
INVENTORIES [Abstract] | |
INVENTORIES | (4) INVENTORIES The following table presents the details of inventories as of September 30, 2017 and December 31, 2016 (in thousands): September 30, 2017 December 31, 2016 Finished goods $ 280,393 $ 178,740 Work in process 43,010 6,662 $ 323,403 $ 185,402 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2017 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
FAIR VALUE MEASUREMENTS | (5) FAIR VALUE MEASUREMENTS The estimated fair value of total debt outstanding at September 30, 2017 and December 31, 2016 was $1,025,773,000 and $715,330,000, respectively, which differs from the carrying amounts of $1,033,428,000 and $722,802,000, respectively, included in the consolidated financial statements. The fair value was determined using an income approach that relies on inputs such as yield curves. Cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities have carrying values that approximate fair value due to the short-term maturity of these financial instruments. Certain assets are measured at fair value on a nonrecurring basis. These assets are adjusted to fair value when there is evidence of impairment. During the nine months ended September 30, 2017, there was no indication that the Company’s long-lived assets were impaired, and accordingly, measurement at fair value was not required. |
STOCK AWARD PLANS
STOCK AWARD PLANS | 9 Months Ended |
Sep. 30, 2017 | |
STOCK AWARD PLANS [Abstract] | |
STOCK AWARD PLANS | (6) STOCK AWARD PLANS The Company has share-based compensation plans which are described below. The compensation cost that has been charged against earnings for the Company’s stock award plans and the income tax benefit recognized in the statement of earnings for stock awards for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Compensation cost $ 3,067 $ 3,296 $ 8,991 $ 8,841 Income tax benefit $ 1,234 $ 1,236 $ 3,386 $ 3,315 The Company has an employee stock award plan for selected officers and other key employees which provides for the issuance of stock options, restricted stock and performance awards. The exercise price for each option equals the fair market value per share of the Company’s common stock on the date of grant. Substantially all stock options outstanding under the plan have terms of seven years and vest ratably over three years. No performance awards payable in stock have been awarded under the plan. At September 30, 2017, 1,775,522 shares were available for future grants under the employee plan and no outstanding stock options under the employee plan were issued with stock appreciation rights. The following is a summary of the stock option activity under the employee plan described above for the nine months ended September 30, 2017: Outstanding Non- Qualified or Nonincentive Stock Awards Weighted Average Exercise Price Outstanding at December 31, 2016 601,121 $ 65.33 Granted 123,051 $ 68.46 Exercised (21,135 ) $ 36.50 Forfeited (17,022 ) $ 62.37 Outstanding at September 30, 2017 686,015 $ 66.85 The following table summarizes information about the Company’s outstanding and exercisable stock options under the employee plan at September 30, 2017: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life in Years Weighted Average Exercise Price Aggregate Intrinsic Value Number Exercisable Weighted Average Exercise Price Aggregate Intrinsic Value $ 46.74 - $51.23 201,276 3.9 $ 49.97 104,306 $ 48.79 $ 64.65 - $74.99 415,598 4.1 $ 69.76 237,022 $ 70.31 $ 93.64 - $96.85 33,987 3.3 $ 94.31 33,987 $ 94.31 $ 101.46 - $104.37 35,154 3.1 $ 102.60 35,154 $ 102.60 $ 46.74 - $104.37 686,015 4.0 $ 66.85 $ 3,284,000 410,469 $ 69.60 $ 1,822,000 The following is a summary of the restricted stock award activity under the employee plan described above for the nine months ended September 30, 2017: Unvested Restricted Stock Award Shares Weighted Average Grant Date Fair Value Per Share Nonvested balance at December 31, 2016 377,655 $ 66.14 Granted 127,130 $ 68.50 Vested (105,430 ) $ 68.93 Forfeited (21,169 ) $ 68.99 Nonvested balance at September 30, 2017 378,186 $ 66.00 The Company has a stock award plan for nonemployee directors of the Company which provides for the issuance of stock options and restricted stock. The director plan provides for automatic grants of restricted stock to nonemployee directors after each annual meeting of stockholders. In addition, the director plan allows for the issuance of stock options or restricted stock in lieu of cash for all or part of the annual director fee at the option of the director. The exercise prices for all options granted under the plan are equal to the fair market value per share of the Company’s common stock on the date of grant. The terms of the options are ten years. The restricted stock issued after each annual meeting of stockholders vests six months after the date of grant. Options granted and restricted stock issued in lieu of cash director fees vest in equal quarterly increments during the year to which they relate. At September 30, 2017, 510,071 shares were available for future grants under the director plan. The director stock award plan is intended as an incentive to attract and retain qualified independent directors. The following is a summary of the stock option activity under the director plan described above for the nine months ended September 30, 2017: Outstanding Non- Qualified or Nonincentive Stock Options Weighted Average Exercise Price Outstanding at December 31, 2016 205,429 $ 64.60 Granted 3,188 $ 70.65 Exercised (39,000 ) $ 46.23 Forfeited (12,000 ) $ 87.35 Outstanding at September 30, 2017 157,617 $ 67.54 The following table summarizes information about the Company’s outstanding and exercisable stock options under the director plan at September 30, 2017: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life in Years Weighted Average Exercise Price Aggregate Intrinsic Value Number Exercisable Weighted Average Exercise Price Aggregate Intrinsic Value $ 29.60 6,000 1.6 $ 29.60 6,000 $ 29.60 $ 41.24 – $56.45 53,276 2.7 $ 52.77 53,276 $ 52.77 $ 61.89 – $62.48 35,153 4.8 $ 62.31 35,153 $ 62.31 $ 70.65 – $99.52 63,188 6.3 $ 86.50 61,594 $ 86.91 $ 29.60 – $99.52 157,617 4.5 $ 67.54 $ 1,048,000 156,023 $ 67.51 $ 1,048,000 The following is a summary of the restricted stock award activity under the director plan described above for the nine months ended September 30, 2017: Unvested Restricted Stock Award Shares Weighted Average Grant Date Fair Value Per Share Nonvested balance at December 31, 2016 347 $ 64.89 Granted 21,198 $ 70.65 Vested (985 ) $ 68.62 Nonvested balance at September 30, 2017 20,560 $ 70.65 The total intrinsic value of all stock options exercised under all of the Company’s plans was $1,585,000 and $266,000 for the nine months ended September 30, 2017 and 2016, respectively. The actual tax benefit realized for tax deductions from stock option exercises was $597,000 and $100,000 for the nine months ended September 30, 2017 and 2016, respectively. The total intrinsic value of all the restricted stock vestings under all of the Company’s plans was $7,046,000 and $5,587,000 for the nine months ended September 30, 2017 and 2016, respectively. The actual tax benefit realized for tax deductions from restricted stock vestings was $2,654,000 and $2,095,000 for the nine months ended September 30, 2017 and 2016, respectively. As of September 30, 2017, there was $3,744,000 of unrecognized compensation cost related to nonvested stock options and $19,777,000 related to restricted stock. The stock options are expected to be recognized over a weighted average period of approximately 1.6 years and restricted stock over approximately 3.2 years. The total fair value of options vested was $2,511,000 and $2,495,000 during the nine months ended September 30, 2017 and 2016, respectively. The fair value of the restricted stock vested was $7,046,000 and $5,587,000 for the nine months ended September 30, 2017 and 2016, respectively. The weighted average per share fair value of stock options granted during the nine months ended September 30, 2017 and 2016 was $20.72 and $17.30, respectively. The fair value of the stock options granted during the nine months ended September 30, 2017 and 2016 was $2,616,000 and $3,231,000, respectively. The Company currently uses treasury stock shares for restricted stock grants and stock option exercises. The fair value of each stock option was determined using the Black-Scholes option pricing model. The key input variables used in valuing the options during the nine months ended September 30, 2017 and 2016 were as follows: Nine months ended September 30, 2017 2016 Dividend yield None None Average risk-free interest rate 2.0% 1.5% Stock price volatility 27% 30% Estimated option term Six years Six years |
OTHER COMPREHENSIVE INCOME
OTHER COMPREHENSIVE INCOME | 9 Months Ended |
Sep. 30, 2017 | |
OTHER COMPREHENSIVE INCOME [Abstract] | |
OTHER COMPREHENSIVE INCOME | (7) OTHER COMPREHENSIVE INCOME The Company’s changes in other comprehensive income for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Three months ended September 30, 2017 2016 Gross Amount Income Tax (Provision) Benefit Net Amount Gross Amount Income Tax (Provision) Benefit Net Amount Pension and postretirement benefits (a): Amortization of net actuarial loss $ 822 $ (315 ) $ 507 $ 1,193 $ (455 ) $ 738 Actuarial losses — — — (2 ) (1 ) (3 ) Foreign currency translation (164 ) — (164 ) — — — Total $ 658 $ (315 ) $ 343 $ 1,191 $ (456 ) $ 735 Nine months ended September 30, 2017 2016 Gross Amount Income Tax (Provision) Benefit Net Amount Gross Amount Income Tax (Provision) Benefit Net Amount Pension and postretirement benefits (a): Amortization of net actuarial loss $ 2,939 $ (1,125 ) $ 1,814 $ 3,575 $ (1,367 ) $ 2,208 Actuarial gains (losses) 22,014 (8,435 ) 13,579 (6,437 ) 2,464 (3,973 ) Foreign currency translation (164 ) — (164 ) — — — Total $ 24,789 $ (9,560 ) $ 15,229 $ (2,862 ) $ 1,097 $ (1,765 ) (a) Actuarial gains/(losses) are amortized into costs of sales and operating expenses or selling, general and administrative expenses as appropriate. (See Note 11 – Retirement Plans) |
SEGMENT DATA
SEGMENT DATA | 9 Months Ended |
Sep. 30, 2017 | |
SEGMENT DATA [Abstract] | |
SEGMENT DATA | (8) SEGMENT DATA The Company’s operations are aggregated into two reportable business segments as follows: Marine Transportation Distribution and Services The Company’s two reportable business segments are managed separately based on fundamental differences in their operations. The Company evaluates the performance of its segments based on the contributions to operating income of the respective segments, and before income taxes, interest, gains or losses on disposition of assets, other nonoperating income, noncontrolling interests, accounting changes, and nonrecurring items. Intersegment revenues, based on market-based pricing, of the distribution and services segment from the marine transportation segment of $4,967,000 and $15,342,000 for the three months and nine months ending September 30, 2017, respectively, and $7,171,000 and $17,722,000 for the three months and nine months ending September 30, 2016, respectively, have been eliminated from the tables below. The related intersegment profit of $497,000 and $1,534,000 for the three months and nine months ending September 30, 2017, respectively, and $717,000 and $1,772,000 for the three months and nine months ending September 30, 2016, respectively, have also been eliminated from the tables below. The following table sets forth the Company’s revenues and profit or loss by reportable segment for the three months and nine months ended September 30, 2017 and 2016 and total assets as of September 30, 2017 and December 31, 2016 (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Revenues: Marine transportation $ 318,810 $ 359,031 $ 993,727 $ 1,115,677 Distribution and services 222,464 75,677 512,580 219,346 $ 541,274 $ 434,708 $ 1,506,307 $ 1,335,023 Segment profit (loss): Marine transportation $ 36,042 $ 55,460 $ 107,062 $ 197,981 Distribution and services 21,974 4,634 52,063 1,860 Other (10,155 ) (8,535 ) (27,251 ) (24,465 ) $ 47,861 $ 51,559 $ 131,874 $ 175,376 September 30, 2017 December 31, 2016 Total assets: Marine transportation $ 3,589,535 $ 3,613,951 Distribution and services 1,559,937 623,268 Other 50,943 52,676 $ 5,200,415 $ 4,289,895 The following table presents the details of “Other” segment loss for the three months and nine months ended September 30, 2017 and 2016 (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 General corporate expenses $ (4,495 ) $ (3,786 ) $ (12,512 ) $ (11,485 ) Gain (loss) on disposition of assets (159 ) (122 ) (199 ) 39 Interest expense (5,388 ) (4,507 ) (14,310 ) (13,213 ) Other income (expense) (113 ) (120 ) (230 ) 194 $ (10,155 ) $ (8,535 ) $ (27,251 ) $ (24,465 ) The following table presents the details of “Other” total assets as of September 30, 2017 and December 31, 2016 (in thousands): September 30, 2017 December 31, 2016 General corporate assets $ 49,092 $ 50,054 Investment in affiliates 1,851 2,622 $ 50,943 $ 52,676 |
TAXES ON INCOME
TAXES ON INCOME | 9 Months Ended |
Sep. 30, 2017 | |
TAXES ON INCOME [Abstract] | |
TAXES ON INCOME | (9) TAXES ON INCOME Earnings before taxes on income and details of the provision for taxes on income for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Earnings before taxes on income – United States $ 47,861 $ 51,559 $ 131,874 $ 175,376 Provision for taxes on income: Federal: Current $ 3,617 $ 1,190 $ 13,605 $ 14,281 Deferred 14,132 16,582 32,783 46,264 State and local 1,323 1,434 3,080 4,885 $ 19,072 $ 19,206 $ 49,468 $ 65,430 ASU 2016-09 requires that excess tax benefits and tax deficiencies related to share-based compensation be recognized as income tax expense or benefit in the income statement as discrete items in the reporting period in which they occur. This requirement was applied on a prospective basis to the tax effects of exercised or vested stock awards occurring on or after January 1, 2017. This resulted in an increase in the provision for taxes on income of $1,060,000 for the three months ended September 30, 2017 and a decrease of $178,000 for the nine months ended September 30, 2017. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2017 | |
EARNINGS PER SHARE [Abstract] | |
EARNINGS PER SHARE | (10) EARNINGS PER SHARE The following table presents the components of basic and diluted earnings per share for the three months and nine months ended September 30, 2017 and 2016 (in thousands, except per share amounts): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Net earnings attributable to Kirby $ 28,607 $ 32,010 $ 81,868 $ 109,051 Undistributed earnings allocated to restricted shares (213 ) (239 ) (599 ) (766 ) Income available to Kirby common stockholders - basic 28,394 31,771 81,269 108,285 Undistributed earnings allocated to restricted shares 213 239 599 766 Undistributed earnings reallocated to restricted shares (213 ) (238 ) (599 ) (765 ) Income available to Kirby common stockholders - diluted $ 28,394 $ 31,772 $ 81,269 $ 108,286 Shares outstanding: Weighted average common stock issued and outstanding 55,177 53,856 54,364 53,827 Weighted average unvested restricted stock (412 ) (401 ) (398 ) (378 ) Weighted average common stock outstanding - basic 54,765 53,455 53,966 53,449 Dilutive effect of stock options 38 46 55 54 Weighted average common stock outstanding - diluted 54,803 53,501 54,021 53,503 Net earnings per share attributable to Kirby common stockholders: Basic $ 0.52 $ 0.59 $ 1.51 $ 2.03 Diluted $ 0.52 $ 0.59 $ 1.50 $ 2.02 Certain outstanding options to purchase approximately 548,000 and 520,000 shares of common stock were excluded in the computation of diluted earnings per share as of September 30, 2017 and 2016, respectively, as such stock options would have been antidilutive. |
RETIREMENT PLANS
RETIREMENT PLANS | 9 Months Ended |
Sep. 30, 2017 | |
RETIREMENT PLANS [Abstract] | |
RETIREMENT PLANS | (11) RETIREMENT PLANS The Company sponsors a defined benefit plan for its inland vessel personnel and shore based tankermen. The plan benefits are based on an employee’s years of service and compensation. The plan assets consist primarily of equity and fixed income securities. On April 12, 2017, the Company amended its pension plan to cease all benefit accruals for periods after May 31, 2017 for certain participants. Participants grandfathered and not impacted were those, as of the close of business on May 31, 2017, who either (a) had completed 15 years of pension service or (b) had attained age 50 and completed 10 years of pension service. Participants non-grandfathered are eligible to receive discretionary 401(k) plan contributions. The Company did not incur any one-time charges related to this amendment but the pension plan’s projected benefit obligation decreased by $33,433,000. The Company’s pension plan funding strategy is to make annual contributions in amounts equal to or greater than amounts necessary to meet minimum government funding requirements. The plan’s benefit obligations are based on a variety of demographic and economic assumptions, and the pension plan assets’ returns are subject to various risks, including market and interest rate risk, making an accurate prediction of the pension plan contribution difficult. Based on current pension plan assets and market conditions, the Company does not expect to make a contribution to its pension plan during 2017. The Company sponsors an unfunded defined benefit health care plan that provides limited postretirement medical benefits to employees who meet minimum age and service requirements, and to eligible dependents. The plan limits cost increases in the Company’s contribution to 4% per year. The plan is contributory, with retiree contributions adjusted annually. The plan eliminated coverage for future retirees as of December 31, 2011. The Company also has an unfunded defined benefit supplemental executive retirement plan (“SERP”) that was assumed in an acquisition in 1999. That plan ceased to accrue additional benefits effective January 1, 2000. The components of net periodic benefit cost for the Company’s defined benefit plans for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Pension Benefits Pension Plan SERP Three months ended September 30, Three months ended September 30, 2017 2016 2017 2016 Components of net periodic benefit cost: Service cost $ 1,742 $ 3,351 $ — $ — Interest cost 3,320 3,531 14 16 Expected return on plan assets (4,595 ) (4,202 ) — — Amortization of actuarial loss 981 1,372 7 7 Net periodic benefit cost $ 1,448 $ 4,052 $ 21 $ 23 Pension Benefits Pension Plan SERP Nine months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Components of net periodic benefit cost: Service cost $ 8,934 $ 10,053 $ — $ — Interest cost 10,409 10,594 43 49 Expected return on plan assets (13,600 ) (12,606 ) — — Amortization of actuarial loss 3,419 4,115 21 20 Net periodic benefit cost $ 9,162 $ 12,156 $ 64 $ 69 The components of net periodic benefit cost for the Company’s postretirement benefit plan for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Other Postretirement Benefits Other Postretirement Benefits Postretirement Welfare Plan Postretirement Welfare Plan Three months ended September 30, Nine months ended September 30 2017 2016 2017 2016 Components of net periodic benefit cost: Service cost $ — $ — $ — $ — Interest cost 6 7 20 22 Amortization of actuarial gain (166 ) (186 ) (501 ) (560 ) Net periodic benefit cost $ (160 ) $ (179 ) $ (481 ) $ (538 ) |
CONTINGENCIES
CONTINGENCIES | 9 Months Ended |
Sep. 30, 2017 | |
CONTINGENCIES [Abstract] | |
CONTINGENCIES | (12) CONTINGENCIES On October 13, 2016, the tug Nathan E. Stewart and barge DBL 55, an articulated tank barge and tugboat unit (“ATB”), ran aground at the entrance to Seaforth Channel on Atholone Island, British Columbia. The grounding resulted in a breach of a portion of the Nathan E. Stewart’s fuel tanks causing a discharge of diesel fuel into the water. The United States Coast Guard (“USCG”) and the National Transportation Safety Board (“NTSB”) designated the Company as a party of interest in their investigation as to the cause of the incident. The Canadian authorities including Transport Canada and the Canadian Transportation Safety Board are also investigating the cause of the incident. The Company is subject to claims from third parties as well as the provincial and federal government as a result of the incident. The Company has various insurance policies covering liabilities including pollution, property, marine and general liability and believes that it has satisfactory insurance coverage for the cost of cleanup and salvage operations as well as other potential liabilities arising from the incident. On March 22, 2014, two tank barges and a towboat (the M/V Miss Susan), owned by Kirby Inland Marine, LP, a wholly owned subsidiary of the Company, were involved in a collision with the M/S Summer Wind on the Houston Ship Channel near Texas City, Texas. The lead tank barge was damaged in the collision resulting in a discharge of intermediate fuel oil from one of its cargo tanks. The USCG and the NTSB named the Company and the Captain of the M/V Miss Susan, as well as the owner and the pilot of the M/S Summer Wind, as parties of interest in their investigation as to the cause of the incident. Sea Galaxy Ltd is the owner of the M/S Summer Wind. The Company is participating in the natural resource damage assessment and restoration process with federal and state government natural resource trustees. The Company believes it has adequate insurance coverage for pollution, marine and other potential liabilities arising from the incident. The Company believes it has accrued adequate reserves for the incident and does not expect the incident to have a material adverse effect on its business or financial condition. The Company is also involved in various legal and other proceedings which are incidental to the conduct of its business, none of which in the opinion of management will have a material effect on the Company’s business or financial condition. Management believes that it has recorded adequate reserves and believes that it has adequate insurance coverage or has meritorious defenses for these other claims and contingencies. The Company has issued guaranties or obtained standby letters of credit and performance bonds supporting performance by the Company and its subsidiaries of contractual or contingent legal obligations of the Company and its subsidiaries incurred in the ordinary course of business. The aggregate notional value of these instruments is $30,466,000 at September 30, 2017, including $11,829,000 in letters of credit and $18,637,000 in performance bonds. All of these instruments have an expiration date within four years. The Company does not believe demand for payment under these instruments is likely and expects no material cash outlays to occur in connection with these instruments. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 9 Months Ended |
Sep. 30, 2017 | |
SUBSEQUENT EVENT [Abstract] | |
SUBSEQUENT EVENT | (13) SUBSEQUENT EVENT On October 20, 2017, San Jac Marine, LLC (“San Jac”), a subsidiary of the Company, purchased certain assets of Sneed Shipbuilding, Inc. for $14,905,000 in cash including its Channelview, Texas shipyard. San Jac is a builder of marine vessels for both inland and offshore applications as well providing repair and maintenance services. The Company intends to build towboats at the shipyard and use the facilities for routine maintenance. The Company has not completed the final purchase price allocation at this time. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
ACQUISITIONS [Abstract] | |
Consideration Transferred | Total consideration transferred was as follows (in thousands): Cash consideration paid $ 377,967 Stock consideration through issuance of Company common stock 366,554 Fair value of consideration transferred $ 744,521 |
Fair Values of Assets Acquired and Liabilities Assumed | The fair values of the assets acquired and liabilities assumed recorded at the acquisition date were as follows (in thousands): Assets: Cash $ 98 Accounts receivable 97,891 Inventories 150,000 Prepaid expenses and other current assets 3,850 Property and equipment 150,652 Goodwill 317,861 Other assets 163,230 Total assets $ 883,582 Liabilities: Current portion of long-term debt $ 1,501 Bank notes payable 1,589 Income taxes payable 850 Accounts payable 72,200 Accrued liabilities 31,803 Deferred revenues 18,806 Long-term debt 10,634 Other long-term liabilities 1,678 Total liabilities $ 139,061 Net assets acquired $ 744,521 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
INVENTORIES [Abstract] | |
Schedule of Details of Inventories | The following table presents the details of inventories as of September 30, 2017 and December 31, 2016 (in thousands): September 30, 2017 December 31, 2016 Finished goods $ 280,393 $ 178,740 Work in process 43,010 6,662 $ 323,403 $ 185,402 |
STOCK AWARD PLANS (Tables)
STOCK AWARD PLANS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Compensation Cost Breakdown in Statement of Earnings | The Company has share-based compensation plans which are described below. The compensation cost that has been charged against earnings for the Company’s stock award plans and the income tax benefit recognized in the statement of earnings for stock awards for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Compensation cost $ 3,067 $ 3,296 $ 8,991 $ 8,841 Income tax benefit $ 1,234 $ 1,236 $ 3,386 $ 3,315 |
Summary of Stock Option Valuation Assumptions | The key input variables used in valuing the options during the nine months ended September 30, 2017 and 2016 were as follows: Nine months ended September 30, 2017 2016 Dividend yield None None Average risk-free interest rate 2.0% 1.5% Stock price volatility 27% 30% Estimated option term Six years Six years |
Employee Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock Option Activity | The following is a summary of the stock option activity under the employee plan described above for the nine months ended September 30, 2017: Outstanding Non- Qualified or Nonincentive Stock Awards Weighted Average Exercise Price Outstanding at December 31, 2016 601,121 $ 65.33 Granted 123,051 $ 68.46 Exercised (21,135 ) $ 36.50 Forfeited (17,022 ) $ 62.37 Outstanding at September 30, 2017 686,015 $ 66.85 |
Summary of Outstanding and Exercisable Stock Options | The following table summarizes information about the Company’s outstanding and exercisable stock options under the employee plan at September 30, 2017: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life in Years Weighted Average Exercise Price Aggregate Intrinsic Value Number Exercisable Weighted Average Exercise Price Aggregate Intrinsic Value $ 46.74 - $51.23 201,276 3.9 $ 49.97 104,306 $ 48.79 $ 64.65 - $74.99 415,598 4.1 $ 69.76 237,022 $ 70.31 $ 93.64 - $96.85 33,987 3.3 $ 94.31 33,987 $ 94.31 $ 101.46 - $104.37 35,154 3.1 $ 102.60 35,154 $ 102.60 $ 46.74 - $104.37 686,015 4.0 $ 66.85 $ 3,284,000 410,469 $ 69.60 $ 1,822,000 |
Summary of Restricted Stock Award Activity | The following is a summary of the restricted stock award activity under the employee plan described above for the nine months ended September 30, 2017: Unvested Restricted Stock Award Shares Weighted Average Grant Date Fair Value Per Share Nonvested balance at December 31, 2016 377,655 $ 66.14 Granted 127,130 $ 68.50 Vested (105,430 ) $ 68.93 Forfeited (21,169 ) $ 68.99 Nonvested balance at September 30, 2017 378,186 $ 66.00 |
Director Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock Option Activity | The following is a summary of the stock option activity under the director plan described above for the nine months ended September 30, 2017: Outstanding Non- Qualified or Nonincentive Stock Options Weighted Average Exercise Price Outstanding at December 31, 2016 205,429 $ 64.60 Granted 3,188 $ 70.65 Exercised (39,000 ) $ 46.23 Forfeited (12,000 ) $ 87.35 Outstanding at September 30, 2017 157,617 $ 67.54 |
Summary of Outstanding and Exercisable Stock Options | The following table summarizes information about the Company’s outstanding and exercisable stock options under the director plan at September 30, 2017: Options Outstanding Options Exercisable Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life in Years Weighted Average Exercise Price Aggregate Intrinsic Value Number Exercisable Weighted Average Exercise Price Aggregate Intrinsic Value $ 29.60 6,000 1.6 $ 29.60 6,000 $ 29.60 $ 41.24 – $56.45 53,276 2.7 $ 52.77 53,276 $ 52.77 $ 61.89 – $62.48 35,153 4.8 $ 62.31 35,153 $ 62.31 $ 70.65 – $99.52 63,188 6.3 $ 86.50 61,594 $ 86.91 $ 29.60 – $99.52 157,617 4.5 $ 67.54 $ 1,048,000 156,023 $ 67.51 $ 1,048,000 |
Summary of Restricted Stock Award Activity | The following is a summary of the restricted stock award activity under the director plan described above for the nine months ended September 30, 2017: Unvested Restricted Stock Award Shares Weighted Average Grant Date Fair Value Per Share Nonvested balance at December 31, 2016 347 $ 64.89 Granted 21,198 $ 70.65 Vested (985 ) $ 68.62 Nonvested balance at September 30, 2017 20,560 $ 70.65 |
OTHER COMPREHENSIVE INCOME (Tab
OTHER COMPREHENSIVE INCOME (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
OTHER COMPREHENSIVE INCOME [Abstract] | |
Schedule of Changes in Other Comprehensive Income | The Company’s changes in other comprehensive income for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Three months ended September 30, 2017 2016 Gross Amount Income Tax (Provision) Benefit Net Amount Gross Amount Income Tax (Provision) Benefit Net Amount Pension and postretirement benefits (a): Amortization of net actuarial loss $ 822 $ (315 ) $ 507 $ 1,193 $ (455 ) $ 738 Actuarial losses — — — (2 ) (1 ) (3 ) Foreign currency translation (164 ) — (164 ) — — — Total $ 658 $ (315 ) $ 343 $ 1,191 $ (456 ) $ 735 Nine months ended September 30, 2017 2016 Gross Amount Income Tax (Provision) Benefit Net Amount Gross Amount Income Tax (Provision) Benefit Net Amount Pension and postretirement benefits (a): Amortization of net actuarial loss $ 2,939 $ (1,125 ) $ 1,814 $ 3,575 $ (1,367 ) $ 2,208 Actuarial gains (losses) 22,014 (8,435 ) 13,579 (6,437 ) 2,464 (3,973 ) Foreign currency translation (164 ) — (164 ) — — — Total $ 24,789 $ (9,560 ) $ 15,229 $ (2,862 ) $ 1,097 $ (1,765 ) (a) Actuarial gains/(losses) are amortized into costs of sales and operating expenses or selling, general and administrative expenses as appropriate. (See Note 11 – Retirement Plans) |
SEGMENT DATA (Tables)
SEGMENT DATA (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
SEGMENT DATA [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table sets forth the Company’s revenues and profit or loss by reportable segment for the three months and nine months ended September 30, 2017 and 2016 and total assets as of September 30, 2017 and December 31, 2016 (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Revenues: Marine transportation $ 318,810 $ 359,031 $ 993,727 $ 1,115,677 Distribution and services 222,464 75,677 512,580 219,346 $ 541,274 $ 434,708 $ 1,506,307 $ 1,335,023 Segment profit (loss): Marine transportation $ 36,042 $ 55,460 $ 107,062 $ 197,981 Distribution and services 21,974 4,634 52,063 1,860 Other (10,155 ) (8,535 ) (27,251 ) (24,465 ) $ 47,861 $ 51,559 $ 131,874 $ 175,376 September 30, 2017 December 31, 2016 Total assets: Marine transportation $ 3,589,535 $ 3,613,951 Distribution and services 1,559,937 623,268 Other 50,943 52,676 $ 5,200,415 $ 4,289,895 |
Schedule of Other Segment Reporting Information | The following table presents the details of “Other” segment loss for the three months and nine months ended September 30, 2017 and 2016 (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 General corporate expenses $ (4,495 ) $ (3,786 ) $ (12,512 ) $ (11,485 ) Gain (loss) on disposition of assets (159 ) (122 ) (199 ) 39 Interest expense (5,388 ) (4,507 ) (14,310 ) (13,213 ) Other income (expense) (113 ) (120 ) (230 ) 194 $ (10,155 ) $ (8,535 ) $ (27,251 ) $ (24,465 ) The following table presents the details of “Other” total assets as of September 30, 2017 and December 31, 2016 (in thousands): September 30, 2017 December 31, 2016 General corporate assets $ 49,092 $ 50,054 Investment in affiliates 1,851 2,622 $ 50,943 $ 52,676 |
TAXES ON INCOME (Tables)
TAXES ON INCOME (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
TAXES ON INCOME [Abstract] | |
Earnings Before Taxes | Earnings before taxes on income and details of the provision for taxes on income for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Earnings before taxes on income – United States $ 47,861 $ 51,559 $ 131,874 $ 175,376 Provision for taxes on income: Federal: Current $ 3,617 $ 1,190 $ 13,605 $ 14,281 Deferred 14,132 16,582 32,783 46,264 State and local 1,323 1,434 3,080 4,885 $ 19,072 $ 19,206 $ 49,468 $ 65,430 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
EARNINGS PER SHARE [Abstract] | |
Components of Basic and Diluted Earnings per Share | The following table presents the components of basic and diluted earnings per share for the three months and nine months ended September 30, 2017 and 2016 (in thousands, except per share amounts): Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Net earnings attributable to Kirby $ 28,607 $ 32,010 $ 81,868 $ 109,051 Undistributed earnings allocated to restricted shares (213 ) (239 ) (599 ) (766 ) Income available to Kirby common stockholders - basic 28,394 31,771 81,269 108,285 Undistributed earnings allocated to restricted shares 213 239 599 766 Undistributed earnings reallocated to restricted shares (213 ) (238 ) (599 ) (765 ) Income available to Kirby common stockholders - diluted $ 28,394 $ 31,772 $ 81,269 $ 108,286 Shares outstanding: Weighted average common stock issued and outstanding 55,177 53,856 54,364 53,827 Weighted average unvested restricted stock (412 ) (401 ) (398 ) (378 ) Weighted average common stock outstanding - basic 54,765 53,455 53,966 53,449 Dilutive effect of stock options 38 46 55 54 Weighted average common stock outstanding - diluted 54,803 53,501 54,021 53,503 Net earnings per share attributable to Kirby common stockholders: Basic $ 0.52 $ 0.59 $ 1.51 $ 2.03 Diluted $ 0.52 $ 0.59 $ 1.50 $ 2.02 |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Pension Benefits [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Components of Net Periodic Benefit Cost | The components of net periodic benefit cost for the Company’s defined benefit plans for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Pension Benefits Pension Plan SERP Three months ended September 30, Three months ended September 30, 2017 2016 2017 2016 Components of net periodic benefit cost: Service cost $ 1,742 $ 3,351 $ — $ — Interest cost 3,320 3,531 14 16 Expected return on plan assets (4,595 ) (4,202 ) — — Amortization of actuarial loss 981 1,372 7 7 Net periodic benefit cost $ 1,448 $ 4,052 $ 21 $ 23 Pension Benefits Pension Plan SERP Nine months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Components of net periodic benefit cost: Service cost $ 8,934 $ 10,053 $ — $ — Interest cost 10,409 10,594 43 49 Expected return on plan assets (13,600 ) (12,606 ) — — Amortization of actuarial loss 3,419 4,115 21 20 Net periodic benefit cost $ 9,162 $ 12,156 $ 64 $ 69 |
Other Postretirement Benefits [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Components of Net Periodic Benefit Cost | The components of net periodic benefit cost for the Company’s postretirement benefit plan for the three months and nine months ended September 30, 2017 and 2016 were as follows (in thousands): Other Postretirement Benefits Other Postretirement Benefits Postretirement Welfare Plan Postretirement Welfare Plan Three months ended September 30, Nine months ended September 30 2017 2016 2017 2016 Components of net periodic benefit cost: Service cost $ — $ — $ — $ — Interest cost 6 7 20 22 Amortization of actuarial gain (166 ) (186 ) (501 ) (560 ) Net periodic benefit cost $ (160 ) $ (179 ) $ (481 ) $ (538 ) |
ACCOUNTING STANDARDS ADOPTIONS
ACCOUNTING STANDARDS ADOPTIONS (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
ASU 2016-09 [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Cumulative effect on retained earnings | $ 8,486 | |
Effect of change on operating activities and financing activities | $ 1,753 | |
ASU 2015-17 [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Reclassification of deferred income taxes | $ 13,604 |
ACQUISITIONS (Details)
ACQUISITIONS (Details) | Sep. 13, 2017USD ($)BranchState$ / sharesshares | Jul. 10, 2017USD ($)Vesselbblhp | Jun. 26, 2017USD ($) | Jul. 31, 2017USD ($)Vessel | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) |
Assets [Abstract] | ||||||
Goodwill | $ 919,276,000 | $ 598,131,000 | ||||
Stewart & Stevenson LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price before post-closing adjustment and transaction fees | $ 758,245,000 | |||||
Assumption of debt | $ 13,724,000 | |||||
Issuance of shares (in shares) | shares | 5,696,259 | |||||
Price per share (in dollars per share) | $ / shares | $ 64.35 | |||||
Assumption of debt of seller | $ 12,135,000 | |||||
Interest rate | 4.00% | |||||
Quarterly principle payment amount | $ 375,000 | |||||
Principle amount due through maturity | $ 99,000 | |||||
Number of branches | Branch | 42 | |||||
Number of states having branches | State | 12 | |||||
Total consideration transferred [Abstract] | ||||||
Cash paid for acquisition | $ 377,967,000 | |||||
Stock consideration through issuance of Company common stock | 366,554,000 | |||||
Fair value of consideration transferred | 744,521,000 | |||||
Assets [Abstract] | ||||||
Cash | 98,000 | |||||
Accounts receivable | 97,891,000 | |||||
Inventories | 150,000,000 | |||||
Prepaid expenses and other current assets | 3,850,000 | |||||
Property and equipment | 150,652,000 | |||||
Goodwill | 317,861,000 | |||||
Other assets | 163,230,000 | |||||
Total assets | 883,582,000 | |||||
Liabilities [Abstract] | ||||||
Current portion of long-term debt | 1,501,000 | |||||
Bank notes payable | 1,589,000 | |||||
Income taxes payable | 850,000 | |||||
Accounts payable | 72,200,000 | |||||
Accrued liabilities | 31,803,000 | |||||
Deferred revenues | 18,806,000 | |||||
Long-term debt | 10,634,000 | |||||
Other long-term liabilities | 1,678,000 | |||||
Total liabilities | 139,061,000 | |||||
Net assets acquired | 744,521,000 | |||||
Intangible assets acquired | 160,822,000 | |||||
Weighted average amortization period of intangibles | 16 years 9 months 18 days | |||||
Acquisition related costs | $ 1,471,000 | |||||
Stewart & Stevenson LLC [Member] | Revolving Credit Facility [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Maximum borrowing capacity | $ 850,000,000 | $ 550,000,000 | ||||
Maturity date | Jun. 26, 2022 | |||||
Undisclosed Competitor [Member] | ||||||
Total consideration transferred [Abstract] | ||||||
Cash paid for acquisition | $ 68,000,000 | |||||
Assets [Abstract] | ||||||
Goodwill | 67,970,000 | |||||
Liabilities [Abstract] | ||||||
Intangible assets acquired | $ 30,000 | |||||
Weighted average amortization period of intangibles | 2 years | |||||
Undisclosed Competitor [Member] | Pressure Tank Barges [Member] | ||||||
Liabilities [Abstract] | ||||||
Number of maritime vessels acquired | Vessel | 9 | |||||
Undisclosed Competitor [Member] | Barrel Tank Barges [Member] | ||||||
Liabilities [Abstract] | ||||||
Number of maritime vessels acquired | Vessel | 4 | |||||
Tank barge barrel capacity | bbl | 30,000 | |||||
Undisclosed Competitor [Member] | Inland Towboats [Member] | ||||||
Liabilities [Abstract] | ||||||
Number of maritime vessels acquired | Vessel | 3 | |||||
Horsepower of inland towboats | hp | 1,320 | |||||
Undisclosed Competitor [Member] | Inland Tank Barges [Member] | ||||||
Liabilities [Abstract] | ||||||
Number of maritime vessels acquired | Vessel | 13 | |||||
Average age of property | 5 years | |||||
Barge Fleeting and Marine Fueling Operation Business [Member] | ||||||
Total consideration transferred [Abstract] | ||||||
Fair value of consideration transferred | $ 3,900,000 | |||||
Barge Fleeting and Marine Fueling Operation Business [Member] | Inland Tank Barges [Member] | ||||||
Total consideration transferred [Abstract] | ||||||
Fair value of consideration transferred | $ 1,450,000 | |||||
Liabilities [Abstract] | ||||||
Number of maritime vessels acquired | Vessel | 4 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Details of inventories [Abstract] | ||
Finished goods | $ 280,393 | $ 178,740 |
Work in process | 43,010 | 6,662 |
Inventory, Net, Total | $ 323,403 | $ 185,402 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
FAIR VALUE MEASUREMENTS [Abstract] | ||
Estimated fair value of outstanding debt | $ 1,025,773 | $ 715,330 |
Carrying amount of debt | $ 1,033,428 | $ 722,802 |
STOCK AWARD PLANS, Compensation
STOCK AWARD PLANS, Compensation Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
STOCK AWARD PLANS [Abstract] | ||||
Compensation cost | $ 3,067 | $ 3,296 | $ 8,991 | $ 8,841 |
Income tax benefit | $ 1,234 | $ 1,236 | $ 3,386 | $ 3,315 |
STOCK AWARD PLANS, Employee Pla
STOCK AWARD PLANS, Employee Plan Stock Option Activity (Details) - Employee Stock Award Plan [Member] | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Stock Award Plan Information [Abstract] | |
Shares available for future grants (in shares) | 1,775,522 |
Stock Options [Member] | |
Stock Award Plan Information [Abstract] | |
Term of grant | 7 years |
Vesting period | 3 years |
Outstanding Non-Qualified or Nonincentive Stock Awards [Roll Forward] | |
Outstanding at Period Start (in shares) | 601,121 |
Granted (in shares) | 123,051 |
Exercised (in shares) | (21,135) |
Forfeited (in shares) | (17,022) |
Outstanding at Period End (in shares) | 686,015 |
Weighted Average Exercise Price [Abstract] | |
Outstanding at Period Start (in dollars per share) | $ / shares | $ 65.33 |
Granted (in dollars per share) | $ / shares | 68.46 |
Exercised (in dollars per share) | $ / shares | 36.50 |
Forfeited (in dollars per share) | $ / shares | 62.37 |
Outstanding at Period End (in dollars per share) | $ / shares | $ 66.85 |
Stock Appreciation Rights [Member] | |
Outstanding Non-Qualified or Nonincentive Stock Awards [Roll Forward] | |
Outstanding at Period End (in shares) | 0 |
STOCK AWARD PLANS, Employee P34
STOCK AWARD PLANS, Employee Plan Outstanding and Exercisable Options (Details) - Employee Stock Award Plan [Member] - Stock Options [Member] $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
First Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | $ 46.74 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 51.23 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 201,276 |
Weighted Average Remaining Contractual Life | 3 years 10 months 24 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 49.97 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 104,306 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 48.79 |
Second Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 64.65 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 74.99 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 415,598 |
Weighted Average Remaining Contractual Life | 4 years 1 month 6 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 69.76 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 237,022 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 70.31 |
Third Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 93.64 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 96.85 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 33,987 |
Weighted Average Remaining Contractual Life | 3 years 3 months 18 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 94.31 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 33,987 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 94.31 |
Fourth Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 101.46 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 104.37 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 35,154 |
Weighted Average Remaining Contractual Life | 3 years 1 month 6 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 102.60 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 35,154 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 102.60 |
Full Exercise Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 46.74 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 104.37 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 686,015 |
Weighted Average Remaining Contractual Life | 4 years |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 66.85 |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 3,284 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 410,469 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 69.60 |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 1,822 |
STOCK AWARD PLANS, Employee P35
STOCK AWARD PLANS, Employee Plan Restricted Stock Award Activity (Details) | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Employee Stock Award Plan [Member] | |
Stock Award Plan Information [Abstract] | |
Shares available for future grants (in shares) | 1,775,522 |
Employee Stock Award Plan [Member] | Stock Options [Member] | |
Stock Award Plan Information [Abstract] | |
Term of grant | 7 years |
Vesting period | 3 years |
Employee Stock Award Plan [Member] | Restricted Stock [Member] | |
Unvested Restricted Stock Award Shares [Roll Forward] | |
Nonvested balance beginning of period (in shares) | 377,655 |
Granted (in shares) | 127,130 |
Vested (in shares) | (105,430) |
Forfeited (in shares) | (21,169) |
Nonvested balance end of period (in shares) | 378,186 |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Nonvested balance beginning of period (in dollars per share) | $ / shares | $ 66.14 |
Granted (in dollars per share) | $ / shares | 68.50 |
Vested (in dollars per share) | $ / shares | 68.93 |
Forfeited (in dollars per share) | $ / shares | 68.99 |
Nonvested balance end of period (in dollars per share) | $ / shares | $ 66 |
Director Plan [Member] | |
Stock Award Plan Information [Abstract] | |
Shares available for future grants (in shares) | 510,071 |
Director Plan [Member] | Stock Options [Member] | |
Stock Award Plan Information [Abstract] | |
Term of grant | 10 years |
Director Plan [Member] | Restricted Stock [Member] | |
Unvested Restricted Stock Award Shares [Roll Forward] | |
Nonvested balance beginning of period (in shares) | 347 |
Granted (in shares) | 21,198 |
Vested (in shares) | (985) |
Nonvested balance end of period (in shares) | 20,560 |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Nonvested balance beginning of period (in dollars per share) | $ / shares | $ 64.89 |
Granted (in dollars per share) | $ / shares | 70.65 |
Vested (in dollars per share) | $ / shares | 68.62 |
Nonvested balance end of period (in dollars per share) | $ / shares | $ 70.65 |
Stock Award Plan Information [Abstract] | |
Vesting period | 6 months |
STOCK AWARD PLANS, Director Pla
STOCK AWARD PLANS, Director Plan Stock Option Activity (Details) - Director Plan [Member] - Stock Options [Member] | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Outstanding Non-Qualified or Nonincentive Stock Awards [Roll Forward] | |
Outstanding at Period Start (in shares) | shares | 205,429 |
Granted (in shares) | shares | 3,188 |
Exercised (in shares) | shares | (39,000) |
Forfeited (in shares) | shares | (12,000) |
Outstanding at Period End (in shares) | shares | 157,617 |
Weighted Average Exercise Price [Abstract] | |
Outstanding at Period Start (in dollars per share) | $ / shares | $ 64.60 |
Granted (in dollars per share) | $ / shares | 70.65 |
Exercised (in dollars per share) | $ / shares | 46.23 |
Forfeited (in dollars per share) | $ / shares | 87.35 |
Outstanding at Period End (in dollars per share) | $ / shares | $ 67.54 |
STOCK AWARD PLANS, Director P37
STOCK AWARD PLANS, Director Plan Outstanding and Exercisable Options (Details) - Director Plan [Member] - Stock Options [Member] $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
First Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | $ 29.60 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 6,000 |
Weighted Average Remaining Contractual Life | 1 year 7 months 6 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 29.60 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 6,000 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 29.60 |
Second Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 41.24 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 56.45 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 53,276 |
Weighted Average Remaining Contractual Life | 2 years 8 months 12 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 52.77 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 53,276 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 52.77 |
Third Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 61.89 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 62.48 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 35,153 |
Weighted Average Remaining Contractual Life | 4 years 9 months 18 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 62.31 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 35,153 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 62.31 |
Fourth Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 70.65 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 99.52 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 63,188 |
Weighted Average Remaining Contractual Life | 6 years 3 months 18 days |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 86.50 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 61,594 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 86.91 |
Full Exercise Price Range [Member] | |
Outstanding and Exercisable Stock options [Abstract] | |
Range of Exercise Prices, lower limit (in dollars per share) | 29.60 |
Range of Exercise Prices, upper limit (in dollars per share) | $ 99.52 |
Options Outstanding [Abstract] | |
Number Outstanding (in shares) | shares | 157,617 |
Weighted Average Remaining Contractual Life | 4 years 6 months |
Weighted Average Exercise Price, Options Outstanding (in dollars per share) | $ 67.54 |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 1,048 |
Options Exercisable [Abstract] | |
Number Exercisable (in shares) | shares | 156,023 |
Weighted Average Exercise Price, Options Exercisable (in dollars per share) | $ 67.51 |
Aggregate Intrinsic Value, Options Exercisable | $ | $ 1,048 |
STOCK AWARD PLANS, Director P38
STOCK AWARD PLANS, Director Plan Restricted Stock Award Activity (Details) - Director Plan [Member] - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Unvested Restricted Stock Award Shares [Roll Forward] | |
Nonvested balance beginning of period (in shares) | shares | 347 |
Granted (in shares) | shares | 21,198 |
Vested (in shares) | shares | (985) |
Nonvested balance end of period (in shares) | shares | 20,560 |
Weighted Average Grant Date Fair Value Per Share [Abstract] | |
Nonvested balance beginning of period (in dollars per share) | $ / shares | $ 64.89 |
Granted (in dollars per share) | $ / shares | 70.65 |
Vested (in dollars per share) | $ / shares | 68.62 |
Nonvested balance end of period (in dollars per share) | $ / shares | $ 70.65 |
STOCK AWARD PLANS, All Plans Op
STOCK AWARD PLANS, All Plans Options and Restricted Stock Award Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Stock Options [Member] | ||
Share based Compensation Plans Combined Disclosure [Abstract] | ||
Intrinsic value of stock options exercised | $ 1,585 | $ 266 |
Tax benefit from stock options exercised | 597 | 100 |
Unrecognized compensation cost related to unvested awards | $ 3,744 | |
Weighted average period of recognition in years | 1 year 7 months 6 days | |
Fair value of options vested | $ 2,511 | $ 2,495 |
Fair value of stock options granted (in dollars per share) | $ 20.72 | $ 17.30 |
Fair value of stock options granted | $ 2,616 | $ 3,231 |
Fair Value Assumptions [Abstract] | ||
Dividend yield | 0.00% | 0.00% |
Average risk-free interest rate | 2.00% | 1.50% |
Stock price volatility | 27.00% | 30.00% |
Estimated option term | 6 years | 6 years |
Restricted Stock [Member] | ||
Share based Compensation Plans Combined Disclosure [Abstract] | ||
Intrinsic value of restricted stock vesting | $ 7,046 | $ 5,587 |
Tax benefit from restricted stock vesting | 2,654 | 2,095 |
Unrecognized compensation cost related to unvested awards | $ 19,777 | |
Weighted average period of recognition in years | 3 years 2 months 12 days | |
Fair value of restricted stock vested | $ 7,046 | $ 5,587 |
OTHER COMPREHENSIVE INCOME (Det
OTHER COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Pension and postretirement benefits [Abstract] | |||||
Amortization of net actuarial loss, Gross Amount | [1] | $ 822 | $ 1,193 | $ 2,939 | $ 3,575 |
Amortization of net actuarial loss, Income Tax (Provision) Benefit | [1] | (315) | (455) | (1,125) | (1,367) |
Amortization of net actuarial loss, Net Amount | [1] | 507 | 738 | 1,814 | 2,208 |
Actuarial gains (losses), Gross Amount | [1] | 0 | (2) | 22,014 | (6,437) |
Actuarial gains (losses), Income Tax (Provision) Benefit | [1] | 0 | (1) | (8,435) | 2,464 |
Actuarial gains (losses), Net Amount | [1] | 0 | (3) | 13,579 | (3,973) |
Foreign currency translation, Gross Amount | [1] | (164) | 0 | (164) | 0 |
Foreign currency translation, Income Tax (Provision) Benefit | [1] | 0 | 0 | 0 | 0 |
Foreign currency translation, Net Amount | [1] | (164) | 0 | (164) | 0 |
Total other comprehensive income (loss), Gross Amount | 658 | 1,191 | 24,789 | (2,862) | |
Total other comprehensive income (loss), Income Tax (Provision) Benefit | (315) | (456) | (9,560) | 1,097 | |
Total other comprehensive income (loss), net of taxes | $ 343 | $ 735 | $ 15,229 | $ (1,765) | |
[1] | Actuarial gains/(losses) are amortized into costs of sales and operating expenses or selling, general and administrative expenses as appropriate. (See Note 11 - Retirement Plans) |
SEGMENT DATA (Details)
SEGMENT DATA (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Segment | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
SEGMENT DATA [Abstract] | |||||
Number of reportable segments | Segment | 2 | ||||
Revenues [Abstract] | |||||
Marine transportation | $ 318,810 | $ 359,031 | $ 993,727 | $ 1,115,677 | |
Distribution and services | 222,464 | 75,677 | 512,580 | 219,346 | |
Total revenues | 541,274 | 434,708 | 1,506,307 | 1,335,023 | |
Segment profit (loss) | 47,861 | 51,559 | 131,874 | 175,376 | |
Total assets | 5,200,415 | 5,200,415 | $ 4,289,895 | ||
Other segment disclosures [Abstract] | |||||
Gain (loss) on disposition of assets | (159) | (122) | (199) | 39 | |
Interest expense | (5,388) | (4,507) | (14,310) | (13,213) | |
Other income (expense) | (113) | (120) | (230) | 194 | |
Corporate and Other [Member] | |||||
Revenues [Abstract] | |||||
Segment profit (loss) | (10,155) | (8,535) | (27,251) | (24,465) | |
Total assets | 50,943 | 50,943 | 52,676 | ||
Other segment disclosures [Abstract] | |||||
Loss from other segment | (10,155) | (8,535) | (27,251) | (24,465) | |
Details of "Other" total assets [Abstract] | |||||
Total other assets | 50,943 | 50,943 | 52,676 | ||
Reporting Segments [Member] | |||||
Revenues [Abstract] | |||||
Marine transportation | 318,810 | 359,031 | 993,727 | 1,115,677 | |
Distribution and services | 222,464 | 75,677 | 512,580 | 219,346 | |
Reporting Segments [Member] | Marine Transportation [Member] | |||||
Revenues [Abstract] | |||||
Segment profit (loss) | 36,042 | 55,460 | 107,062 | 197,981 | |
Total assets | 3,589,535 | 3,589,535 | 3,613,951 | ||
Reporting Segments [Member] | Distribution and Services [Member] | |||||
Revenues [Abstract] | |||||
Segment profit (loss) | 21,974 | 4,634 | 52,063 | 1,860 | |
Total assets | 1,559,937 | 1,559,937 | 623,268 | ||
Intersegment Eliminations [Member] | Marine Transportation [Member] | |||||
Revenues [Abstract] | |||||
Total revenues | 4,967 | 7,171 | 15,342 | 17,722 | |
Segment profit (loss) | 497 | 717 | 1,534 | 1,772 | |
Other [Member] | |||||
Other segment disclosures [Abstract] | |||||
General corporate expenses | (4,495) | (3,786) | (12,512) | (11,485) | |
Gain (loss) on disposition of assets | (159) | (122) | (199) | 39 | |
Interest expense | (5,388) | (4,507) | (14,310) | (13,213) | |
Other income (expense) | (113) | $ (120) | (230) | $ 194 | |
Details of "Other" total assets [Abstract] | |||||
General corporate assets | 49,092 | 49,092 | 50,054 | ||
Investment in affiliates | $ 1,851 | $ 1,851 | $ 2,622 |
TAXES ON INCOME (Details)
TAXES ON INCOME (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
TAXES ON INCOME [Abstract] | ||||
Earnings before taxes on income - United States | $ 47,861 | $ 51,559 | $ 131,874 | $ 175,376 |
Federal [Abstract] | ||||
Current | 3,617 | 1,190 | 13,605 | 14,281 |
Deferred | 14,132 | 16,582 | 32,783 | 46,264 |
State and local | 1,323 | 1,434 | 3,080 | 4,885 |
Total Provision for taxes on income | $ 19,072 | $ 19,206 | 49,468 | 65,430 |
ASU 2016-09 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Increase (decrease) in provision for taxes on income | $ 1,060 | $ (1,780) |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
EARNINGS PER SHARE [Abstract] | ||||
Net earnings attributable to Kirby | $ 28,607 | $ 32,010 | $ 81,868 | $ 109,051 |
Undistributed earnings allocated to restricted shares | (213) | (239) | (599) | (766) |
Income available to Kirby common stockholders - basic | 28,394 | 31,771 | 81,269 | 108,285 |
Undistributed earnings allocated to restricted shares | 213 | 239 | 599 | 766 |
Undistributed earnings reallocated to restricted shares | (213) | (238) | (599) | (765) |
Income available to Kirby common stockholders - diluted | $ 28,394 | $ 31,772 | $ 81,269 | $ 108,286 |
Shares Outstanding [Abstract] | ||||
Weighted average common stock issued and outstanding (in shares) | 55,177 | 53,856 | 54,364 | 53,827 |
Weighted average unvested restricted stock (in shares) | (412) | (401) | (398) | (378) |
Weighted average common stock outstanding - basic (in shares) | 54,765 | 53,455 | 53,966 | 53,449 |
Dilutive effect of stock options (in shares) | 38 | 46 | 55 | 54 |
Weighted average common stock outstanding - diluted (in shares) | 54,803 | 53,501 | 54,021 | 53,503 |
Net earnings per share attributable to Kirby common stockholders [Abstract] | ||||
Basic (in dollars per share) | $ 0.52 | $ 0.59 | $ 1.51 | $ 2.03 |
Diluted (in dollars per share) | $ 0.52 | $ 0.59 | $ 1.50 | $ 2.02 |
Antidilutive securities excluded from computation of earnings per share (in shares) | 548 | 520 |
RETIREMENT PLANS (Details)
RETIREMENT PLANS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Components of net periodic benefit cost [Abstract] | ||||
Service period of participants not impacted by pension plan amendment | 15 years | |||
Age of plan participants not impacted by pension plan amendment | 50 years | |||
Service period of participants who are age fifty not impacted by pension plan amendment | 10 years | |||
Decrease in pension plan projected benefit obligation | $ (33,433) | |||
Pension plan defined benefit plan cost increase limit percentage | 4.00% | |||
Pension Benefits [Member] | ||||
Components of net periodic benefit cost [Abstract] | ||||
Service cost | $ 1,742 | $ 3,351 | $ 8,934 | $ 10,053 |
Interest cost | 3,320 | 3,531 | 10,409 | 10,594 |
Expected return on plan assets | (4,595) | (4,202) | (13,600) | (12,606) |
Amortization of actuarial (gain) loss | 981 | 1,372 | 3,419 | 4,115 |
Net periodic benefit cost | 1,448 | 4,052 | 9,162 | 12,156 |
SERP [Member] | ||||
Components of net periodic benefit cost [Abstract] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost | 14 | 16 | 43 | 49 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of actuarial (gain) loss | 7 | 7 | 21 | 20 |
Net periodic benefit cost | 21 | 23 | 64 | 69 |
Other Postretirement Benefits [Member] | ||||
Components of net periodic benefit cost [Abstract] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost | 6 | 7 | 20 | 22 |
Amortization of actuarial (gain) loss | (166) | (186) | (501) | (560) |
Net periodic benefit cost | $ (160) | $ (179) | $ (481) | $ (538) |
CONTINGENCIES (Details)
CONTINGENCIES (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017USD ($) | Mar. 22, 2014VesselTankBarge | |
Guarantor Obligations [Line Items] | ||
Issued guaranties | $ 30,466 | |
Maximum [Member] | ||
Guarantor Obligations [Line Items] | ||
Guarantor obligations, expiration period | 4 years | |
Performance Bonds [Member] | ||
Guarantor Obligations [Line Items] | ||
Issued guaranties | $ 18,637 | |
Collision with M/S Summer Wind [Member] | ||
Loss Contingencies [Line Items] | ||
Number of vessels involved in collision | Vessel | 2 | |
Number of vessels damaged in collision resulting in fuel oil discharge | TankBarge | 1 | |
Letters Of Credit [Member] | ||
Guarantor Obligations [Line Items] | ||
Issued guaranties | $ 11,829 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) $ in Thousands | Oct. 20, 2017USD ($) |
Subsequent Event [Member] | Sneed Shipbuilding, Inc [Member] | |
Subsequent Event [Line Items] | |
Asset purchase price | $ 14,905 |