Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 01, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | AVD | |
Entity Registrant Name | AMERICAN VANGUARD CORP | |
Entity Central Index Key | 0000005981 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 30,163,787 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, $.10 par value | |
Security Exchange Name | NYSE | |
Entity File Number | 001-13795 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 95-2588080 | |
Entity Address, Address Line One | 4695 MacArthur Court | |
Entity Address, City or Town | Newport Beach | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92660 | |
City Area Code | 949 | |
Local Phone Number | 260-1200 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Net sales | $ 95,962 | $ 99,676 |
Cost of sales | 57,581 | 57,974 |
Gross profit | 38,381 | 41,702 |
Operating expenses | 36,545 | 34,800 |
Operating income | 1,836 | 6,902 |
Interest expense, net | 1,508 | 1,612 |
Income before provision for income taxes (benefit) and loss on equity method investment | 328 | 5,290 |
Income tax (benefit) expense | (205) | 1,360 |
Income before loss on equity method investment | 533 | 3,930 |
Loss from equity method investment | 13 | 24 |
Net income | $ 520 | $ 3,906 |
Earnings per common share—basic | $ 0.02 | $ 0.13 |
Earnings per common share—assuming dilution | $ 0.02 | $ 0.13 |
Weighted average shares outstanding—basic | 29,288 | 28,977 |
Weighted average shares outstanding—assuming dilution | 29,948 | 29,579 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME(LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net income | $ 520 | $ 3,906 |
Comprehensive income: | ||
Foreign currency translation adjustment | (9,063) | (1,769) |
Comprehensive income (loss) | $ (8,543) | $ 2,137 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 5,544 | $ 6,581 |
Receivables: | ||
Trade, net of allowance for doubtful accounts of $2,606 and $2,297, respectively | 141,509 | 136,075 |
Other | 13,134 | 16,949 |
Total receivables, net | 154,643 | 153,024 |
Inventories | 175,861 | 163,313 |
Prepaid expenses | 11,149 | 10,457 |
Income taxes receivable | 3,406 | 2,824 |
Total current assets | 350,603 | 336,199 |
Property, plant and equipment, net | 57,599 | 56,521 |
Operating lease right-of-use assets | 10,731 | 11,258 |
Intangible assets, net of applicable amortization | 193,823 | 198,377 |
Goodwill | 41,974 | 46,557 |
Other assets | 19,511 | 21,186 |
Total assets | 674,241 | 670,098 |
Current liabilities: | ||
Current installments of other liabilities | 227 | 1,513 |
Accounts payable | 64,333 | 64,881 |
Deferred revenue | 4,448 | 6,826 |
Accrued program costs | 53,696 | 47,699 |
Accrued expenses and other payables | 11,720 | 12,815 |
Operating lease liabilities, current | 4,883 | 4,904 |
Total current liabilities | 139,307 | 138,638 |
Long-term debt, net | 168,225 | 148,766 |
Operating lease liabilities, long term | 5,996 | 6,503 |
Other liabilities, excluding current installments | 10,963 | 12,890 |
Deferred income tax liabilities | 15,543 | 19,145 |
Total liabilities | 340,034 | 325,942 |
Commitments and contingent liabilities | ||
Stockholders' equity: | ||
Preferred stock, $.10 par value per share; authorized 400,000 shares; none issued | ||
Common stock, $.10 par value per share; authorized 40,000,000 shares; issued 33,188,421 shares at March 31, 2020 and 33,233,614 shares at December 31, 2019 | 3,319 | 3,324 |
Additional paid-in capital | 89,757 | 90,572 |
Accumulated other comprehensive loss | (14,761) | (5,698) |
Retained earnings | 274,052 | 274,118 |
Less treasury stock at cost, 3,061,040 shares at March 31, 2020 and December 31, 2019 | (18,160) | (18,160) |
Total stockholders’ equity | 334,207 | 344,156 |
Total liabilities and stockholders' equity | $ 674,241 | $ 670,098 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,606 | $ 2,297 |
Preferred stock, par value per share | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized | 400,000 | 400,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value per share | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 33,188,421 | 33,233,614 |
Treasury stock, shares | 3,061,040 | 3,061,040 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock |
Balance at Dec. 31, 2018 | $ 329,230 | $ 3,276 | $ 83,177 | $ (4,507) | $ 262,840 | $ (15,556) |
Balance (in shares) at Dec. 31, 2018 | 32,752,827 | 2,902,992 | ||||
Stocks issued under ESPP | 338 | $ 2 | 336 | |||
Stocks issued under ESPP, Shares | 22,441 | |||||
Cash dividends on common stock ($0.02 per share) | (580) | (580) | ||||
Foreign currency translation adjustment, net | (1,769) | (1,769) | ||||
Stock based compensation | 1,485 | 1,485 | ||||
Stock options exercised; grants, termination and vesting of restricted stock units (net of shares in lieu of taxes) | (888) | $ 42 | (930) | |||
Stock options exercised; grants, termination and vesting of restricted stock units (net of shares in lieu of taxes), Shares | 419,295 | |||||
Shares Repurchased | (2,604) | $ (2,604) | ||||
Shares repurchased (In Shares) | 158,048 | |||||
Net income | 3,906 | 3,906 | ||||
Balance at Mar. 31, 2019 | 329,118 | $ 3,320 | 84,068 | (6,276) | 266,166 | $ (18,160) |
Balance (in shares) at Mar. 31, 2019 | 33,194,563 | 3,061,040 | ||||
Balance at Dec. 31, 2019 | $ 344,156 | $ 3,324 | 90,572 | (5,698) | 274,118 | $ (18,160) |
Balance (in shares) at Dec. 31, 2019 | 33,233,614 | 33,233,614 | 3,061,040 | |||
Stocks issued under ESPP | $ 352 | $ 2 | 350 | |||
Stocks issued under ESPP, Shares | 22,776 | |||||
Cash dividends on common stock ($0.02 per share) | (586) | (586) | ||||
Foreign currency translation adjustment, net | (9,063) | (9,063) | ||||
Stock based compensation | 1,357 | 1,357 | ||||
Stock options exercised; grants, termination and vesting of restricted stock units (net of shares in lieu of taxes) | (2,529) | $ (7) | (2,522) | |||
Stock options exercised; grants, termination and vesting of restricted stock units (net of shares in lieu of taxes), Shares | (67,969) | |||||
Net income | 520 | 520 | ||||
Balance at Mar. 31, 2020 | $ 334,207 | $ 3,319 | $ 89,757 | $ (14,761) | $ 274,052 | $ (18,160) |
Balance (in shares) at Mar. 31, 2020 | 33,188,421 | 33,188,421 | 3,061,040 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement Of Stockholders Equity [Abstract] | ||
Cash dividends on common stock, per share | $ 0.02 | $ 0.02 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net income | $ 520 | $ 3,906 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization of fixed and intangible assets | 4,762 | 4,609 |
Amortization of other long-term assets and debt issuance costs | 1,026 | 1,082 |
Amortization of discounted liabilities | 4 | |
Provision for bad debts | 359 | 1,034 |
Revision of deferred compensation | (1,543) | |
Stock-based compensation | 1,357 | 1,485 |
Decrease in deferred income taxes | (910) | (742) |
Loss from equity method investment | 13 | 24 |
Net foreign currency adjustment | 823 | 172 |
Changes in assets and liabilities associated with operations: | ||
Decrease (increase) in net receivables | (5,472) | 6,812 |
Increase in inventories | (16,446) | (23,763) |
Increase in prepaid expenses and other assets | (776) | (2,724) |
Decrease (increase) in income tax receivable/payable, net | (597) | 750 |
(Decrease) increase in accounts payable | (189) | 4,788 |
Decrease in deferred revenue | (2,342) | (16,036) |
Increase in accrued program costs | 6,016 | 2,391 |
Decrease in other payables and accrued expenses | (2,094) | (2,508) |
Net cash used in by operating activities | (13,946) | (20,263) |
Cash flows from investing activities: | ||
Capital expenditures | (2,980) | (3,369) |
Acquisitions of businesses, product lines and intangible assets | (24,246) | |
Net cash used in investing activities | (2,980) | (27,615) |
Cash flows from financing activities: | ||
Net borrowings under line of credit agreement | 19,400 | 52,600 |
Net payments from the issuance of common stock (sale of stock under ESPP, exercise of stock options, and shares purchased for tax withholdings) | (2,177) | (550) |
Repurchase of common stock | (2,604) | |
Payment of cash dividends | (582) | (581) |
Net cash provided by financing activities | 16,641 | 48,865 |
Net (decrease) increase in cash and cash equivalents | (285) | 987 |
Effect of exchange rate changes on cash and cash equivalents | (752) | (498) |
Cash and cash equivalents at beginning of period | 6,581 | 6,168 |
Cash and cash equivalents at end of period | $ 5,544 | 6,657 |
Non-cash investing activities: | ||
Deferred consideration in connection with business acquisitions: | $ 2,645 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. The accompanying unaudited condensed consolidated financial statements of American Vanguard Corporation and Subsidiaries (“AVD” or “the Company”) have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. The financial statements and related notes do not include all information and footnotes required by US GAAP for annual reports. This quarterly report should be read in conjunction with the consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2019. The Company is closely monitoring the impact of the novel coronavirus (COVID-19) pandemic on all aspects of its business, including how the pandemic will impact its customers, business partners, and employees. The Company is considered an essential business by most governments in the jurisdictions and territories in which the Company operates and, as a result, did not incur significant disruptions from the COVID-19 pandemic during the three months ended March 31, 2020. However, the Company is unable to predict the impact that the pandemic may have on its future financial condition, results of operations and cash flows due to numerous uncertainties. The extent to which the COVID-19 pandemic impacts the Company’s operations and those of its customers in the near term will depend on future developments, which are highly uncertain and cannot be predicted with confidence. The Company continues to monitor its business for adverse impacts of the pandemic, including volatility in the foreign exchange markets, demand, supply-chain disruptions in certain markets, and increased costs of employee safety, among others. Update to Significant Accounting Policies: On January 1, 2020, the Company adopted Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments – Credit Losses (Topic 326)”, along with related clarifications and improvements. As a result, we updated our significant accounting policies for the measurement of credit losses below. Refer to Note 15 “Recent Accounting Standards” for further information related to the Company's adoption of this standard. Allowance for Credit Losses – The Company maintains an allowance for credit losses to cover its Current Expected Credit Losses ("CECL") on its trade receivables, other receivables and contract assets arising from the failure of customers to make contractual payments. The Company estimates credit losses expected over the life of its trade receivables and contract assets based on historical information combined with current conditions that may affect a customer’s ability to pay and reasonable and supportable forecasts. In most instances, the Company’s policy is to write-off trade receivables when they are deemed uncollectible. The vast majority of the Company's trade receivables are less than 365 days. Under the CECL impairment model, the Company develops and documents its allowance for credit losses on its trade receivables based on multiple portfolios. The determination of portfolios are based primarily on geographical location, type of customer and aging. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | 2. Leases— The Company has operating leases for warehouses, manufacturing facilities, offices, cars, railcars and certain equipment. The lease term includes the non-cancellable period of the lease plus any additional periods covered by either an option to extend (or not terminate) that the Company is reasonably certain to exercise. The Company has leases with a lease term ranging from 1 year to 20 years. Finance leases are immaterial to the condensed consolidated financial statements. There were no lease transactions with related parties as of March 31, 2020. The operating lease expense for the three months ended March 31, 2020 and 2019 was $1,395 and $1,227, respectively. Lease expenses related to variable lease payments and short-term leases were immaterial. Other information related to operating leases follows: Three months ended March 31, 2020 Three months ended March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities $ 1,396 $ 1,206 ROU assets obtained in exchange for new liabilities $ 825 $ 371 Weighted-average remaining lease term (in years) 3.15 3.25 Weighted-average discount rate 3.67 % 3.69 % Future minimum lease payments under non-cancellable operating leases as of March 31, 2020 were as follows: March 31, 2020 2020 (excluding three months ended March 31, 2020) $ 3,959 2021 3,552 2022 1,952 2023 871 2024 389 Thereafter 870 Total lease payments $ 11,593 Less: imputed interest 714 Total $ 10,879 Amounts recognized in the condensed consolidated balance sheet: Operating lease liabilities, current $ 4,883 Operating lease liabilities, long term $ 5,996 |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | 3. Revenue Recognition Three Months Ended March 31, 2020 2019 Net sales: US crop $ 50,362 $ 50,270 US non-crop 10,993 11,267 Total US 61,355 61,537 International 34,607 38,139 Total net sales: $ 95,962 $ 99,676 Timing of revenue recognition: Goods transferred at a point in time $ 95,776 $ 99,297 Goods and services transferred over time 186 379 Total net sales: $ 95,962 $ 99,676 Performance Obligations — A performance obligation is a promise in a contract or sales order to transfer a distinct good or service to the customer and is the unit of account in ASC 606. A transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. Certain of the Company’s sales orders have multiple performance obligations, as the promise to transfer individual goods or services is separately identifiable from other promises in the sales orders. For sales orders with multiple performance obligations, the Company allocates the sales order’s transaction price to each performance obligation based on its relative stand-alone selling price. The stand-alone selling prices are determined based on the prices at which the Company separately sells these products. The Company’s performance obligations are satisfied either at a point in time or over time as work progresses. Contract Balances — The timing of revenue recognition, billings and cash collections may result in deferred revenue. The Company sometimes receives payments from its customers in advance of goods and services being provided in return for early cash incentive programs, resulting in deferred revenues. These liabilities are reported on the condensed consolidated balance sheet at the end of each reporting period. The contract assets in the table below are related to royalties earned on certain licenses granted for the use of the Company’s intellectual property, which are recognized at a point in time and remain outstanding as well as customized products without an alternative use. March 31, 2020 December 31, 2019 Contract assets $ 6,091 $ 6,091 Deferred revenue $ 4,448 $ 6,826 Revenue recognized for the three months ended March 31, 2020, that was included in the deferred revenue balance at the beginning of 2020 was $2,378. The Company expects to recognize all its remaining deferred revenue in fiscal 2020. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | 4. Property, plant and equipment at March 31, 2020 and December 31, 2019 consists of the following: March 31, 2020 December 31, 2019 Land $ 2,706 $ 2,706 Buildings and improvements 18,293 18,640 Machinery and equipment 116,915 116,757 Office furniture, fixtures and equipment 6,331 6,228 Automotive equipment 1,565 1,762 Construction in progress 8,028 5,263 Total 153,838 151,356 Less accumulated depreciation (96,239 ) (94,835 ) Property, plant and equipment, net $ 57,599 $ 56,521 The Company recognized depreciation expense related to property and equipment of $1,517 and $1,648 for the three months ended March 31, 2020 and 2019, respectively. During the three months ended March 31, 2020 and 2019, the Company eliminated from assets and accumulated depreciation $113 and $710, respectively, of fully depreciated assets. Substantially all of the Company’s assets are pledged as collateral with its lender banks. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. Inventories are stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. The components of inventories consist of the following: March 31, 2020 December 31, 2019 Finished products $ 161,788 $ 151,917 Raw materials 14,073 11,396 Inventories $ 175,861 $ 163,313 |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | 6. Based on similar economic and operational characteristics, the Company’s business is aggregated into one reportable segment. Selective enterprise information is as follows: For the three Months Ended March 31 2020 2019 Change % Change Net sales: US crop $ 50,362 $ 50,270 $ 92 0 % US non-crop 10,993 11,267 (274 ) -2 % Total US 61,355 61,537 (182 ) 0 % International 34,607 38,139 (3,532 ) -9 % Total net sales: $ 95,962 $ 99,676 $ (3,714 ) -4 % Gross profit: US crop $ 24,245 $ 23,822 $ 423 2 % US non-crop 4,719 5,846 (1,127 ) -19 % Total US 28,964 29,668 (704 ) -2 % International 9,417 12,034 (2,617 ) -22 % Total gross profit: $ 38,381 $ 41,702 $ (3,321 ) -8 % Gross margin: US crop 48 % 47 % US non-crop 43 % 52 % Total US 47 % 48 % International 27 % 32 % Gross margin: 40 % 42 % |
Accrued Program Costs
Accrued Program Costs | 3 Months Ended |
Mar. 31, 2020 | |
Payables And Accruals [Abstract] | |
Accrued Program Costs | 7. Accrued Program Costs The Company offers various discounts to customers based on the volume purchased within a defined time period, other pricing adjustments, some grower volume incentives or other key performance indicator driven payments made to distributors, retailers or growers, at the end of a growing season. The Company describes these payments as “Programs.” Programs are a critical part of doing business in both the US crop and US non-crop chemicals market. These discount Programs represent variable consideration. In accordance with ASC 606, revenues from sales are recorded at the net sales price, which is the transaction price net of the impact of Programs and includes estimates of variable consideration. Variable consideration includes amounts expected to be paid to its customers estimated using the expected value method. Each quarter management compares individual sale transactions with Programs to determine what, if any, estimated Program liabilities have been incurred. Once this initial calculation is made for the specific quarter, sales and marketing management, along with executive and financial management, review the accumulated Program balance and, for volume driven payments, make assessments of whether or not customers are tracking in a manner that indicates that they will meet the requirements set out in agreed upon terms and conditions attached to each Program. Following this assessment, management makes adjustments to the accumulated accrual to properly reflect the Company’s best estimate of the liability at the balance sheet date. Programs are paid out predominantly on an annual basis, usually in the final quarter of the financial year or the first quarter of the following year. No significant changes in estimates were made during the three months ended March 31, 2020 and 2019, respectively. |
Cash Dividend
Cash Dividend | 3 Months Ended |
Mar. 31, 2020 | |
Cash Dividends [Abstract] | |
Cash Dividend | 8. The Company has declared and paid the following cash dividends in the periods covered by this Form 10-Q: Declaration Date Record Date Distribution Date Dividend Per Share Total Paid March 9, 2020 March 26, 2020 April 16, 2020 $ 0.020 $ 586 December 9, 2019 December 26, 2019 January 9, 2020 $ 0.020 $ 582 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 9. ASC 260 Earnings Per Share (“EPS”) The components of basic and diluted earnings per share were as follows: Three Months Ended March 31, 2020 2019 Numerator: Net income $ 520 $ 3,906 Denominator: Weighted average shares outstanding-basic 29,288 28,977 Dilutive effect of stock options and grants 660 602 Weighted average shares outstanding-diluted 29,948 29,579 For the three months ended March 31, 2020 and 2019, no stock options were excluded from the computation of diluted earnings per share. |
Indebtedness
Indebtedness | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Indebtedness | 10. The Company has a revolving line of credit that is shown as long-term debt in the condensed consolidated balance sheets at March 31, 2020 and December 31, 2019. The Company has no short-term debt as of March 31, 2020 and December 31, 2019. The debt is summarized in the following table: Long-term indebtedness ($000's) March 31, 2020 December 31, 2019 Revolving line of credit $ 168,700 $ 149,300 Deferred loan fees (475 ) (534 ) Total indebtedness $ 168,225 $ 148,766 As of June 30, 2017, AMVAC Chemical Corporation (“AMVAC”), the Company’s principal operating subsidiary, as borrower, and affiliates (including the Company, AMVAC CV and AMVAC BV), as guarantors and/or borrowers, entered into a Third Amendment to Second Amended and Restated Credit Agreement with a group of commercial lenders led by Bank of the West as agent, swing line lender and Letter of Credit issuer. The agreement is a senior secured lending facility, consisting of a line of credit of up to $250,000, an accordion feature of up to $100,000 and a maturity date of June 30, 2022. The agreement contains two key financial covenants; namely, borrowers are required to maintain a Consolidated Funded Debt Ratio (the “CFD Ratio”) of no more than 3.25-to-1 and a Consolidated Fixed Charge Covenant Ratio of at least 1.25-to-1. The Company’s borrowing capacity varies with its financial performance, measured in terms of EBITDA as defined in the Credit Agreement, for the trailing twelve-month period. Under the agreement, revolving loans bear interest at a variable rate based, at borrower’s election with proper notice, on either (i) LIBOR plus the “Applicable Rate” which is based upon the Consolidated Funded Debt Ratio (“Eurocurrency Rate Loan”) or (ii) the greater of (x) the Prime Rate, (y) the Federal Funds Rate plus 0.5%, and (z) the Daily One-Month LIBOR Rate plus 1.00%, plus, in the case of (x), (y) or (z) the Applicable Rate (“Alternate Base Rate Loan”). Interest payments for Eurocurrency Rate Loans are payable on the last day of each interest period (either one, two, three or six months, as selected by the borrower) and the maturity date, while interest payments for Alternate Base Rate Loans are payable on the last business day of each month and the maturity date. As of November 27, 2019, AMVAC, as borrower, and certain affiliates entered into a Fourth Amendment to Second Amended and Restated Credit Agreement with its senior lenders under the terms of which the maximum limits for both Permitted Acquisitions and Investments in Foreign Subsidiaries were increased and new language was added with respect to Eurocurrency Rates, LIBOR Rates and ERISA. As of April 22, 2020, AMVAC, as borrower, and certain affiliates entered into a Fifth Amendment to the Second Amended and Restated Credit Agreement with its senior lenders (the “Credit Agreement”), having the same term and loan commitments, but under which the maximum permitted CFD Ratio has been increased from 3.25-to-1 to the following schedule: 4.00-to-1 through September 30, 2020, stepping down to 3.75-to-1 through December 31, 2020, 3.5-to-1 through March 31, 2021 and 3.25-to-1 thereafter. In addition, to the extent that it completes acquisitions totaling $15 million or more in any 90-day period, AMVAC may step-up the CFD Ratio by 0.5-to-1, not to exceed 4.25-to-1, for the next three full consecutive quarters. Finally, to the extent that a proposed acquisition is at least $30 million but less than $50 million, the consent of the Lead Agent is required. Larger acquisitions continue to require the consent of a majority of the Lenders. At March 31, 2020, the Company is compliant with all covenants to its Senior Credit Facility. Based on its performance against the most restrictive covenants in the Credit Agreement, the Company had the capacity to increase its borrowings by up to $39,552, according to the terms thereof. This compares to an available borrowing capacity of $56,707 as of March 31, 2019. The level of borrowing capacity is driven by three factors: (1) our financial performance, as measured in EBITDA for both the trailing twelve month period and proforma basis arising from acquisitions, (2) net borrowings, and (3) the leverage covenant (the Consolidated Funded Debt Ratio). |
Reclassifications
Reclassifications | 3 Months Ended |
Mar. 31, 2020 | |
Text Block [Abstract] | |
Reclassifications | 11. Reclassifications—Certain items have been reclassified in the prior period condensed consolidated financial statements to conform with the March 31, 2020 presentation. |
Comprehensive Income (Loss)
Comprehensive Income (Loss) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Comprehensive income (loss) | 12. Total comprehensive loss includes, in addition to net income, changes in equity that are excluded from the condensed consolidated statements of operations and are recorded directly into a separate section of stockholders’ equity on the condensed consolidated balance sheets. For the three month periods ended March 31, 2020 and 2019, total comprehensive income (loss) consisted of net income attributable to American Vanguard and foreign currency translation adjustments. |
Stock Based Compensation
Stock Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Based Compensation | 13. Stock-Based Compensation—The Company accounts for stock-based awards to employees and directors in accordance with FASB ASC 718, “ Share-Based Payment, The following tables illustrate the Company’s stock-based compensation, unamortized stock-based compensation, and remaining weighted average period for the three months ended March 31, 2020 and 2019. Stock-Based Compensation for the Three months ended Unamortized Stock-Based Compensation Remaining Weighted Average Period (years) March 31, 2020 Restricted Stock $ 776 $ 4,555 1.5 Unrestricted Stock 123 82 0.2 Performance-Based Restricted Stock 458 2,288 1.7 Total $ 1,357 $ 6,925 March 31, 2019 Restricted Stock $ 688 $ 9,238 2.4 Unrestricted Stock 96 64 0.2 Performance-Based Restricted Stock 701 4,524 2.4 Total $ 1,485 $ 13,826 Option activity within each plan is as follows: Incentive Stock Option Plans Weighted Average Price Per Share Balance outstanding, December 31, 2019 332,823 $ 9.14 Options exercised (15,836 ) 8.83 Balance outstanding, March 31, 2020 316,987 $ 9.16 Information relating to stock options at March 31, 2020, summarized by exercise price is as follows: Outstanding Weighted Average Exercise Price Per Share Shares Remaining Life (Months) Exercise Price Incentive Stock Option Plan: $7.50 185,150 8 $ 7.5 $11.32—$14.49 131,837 55 $ 11.48 316,987 $ 9.16 The weighted average exercise prices for options granted, and exercisable, and the weighted average remaining contractual life for options outstanding as of March 31, 2020, were as follows: As of March 31, 2020 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Months) Intrinsic Value (thousands) Incentive Stock Option Plan: Outstanding 316,987 $ 9.16 28 $ 1,681 Expected to Vest 316,987 $ 9.16 28 $ 1,681 Exercisable 316,987 $ 9.16 28 $ 1,681 Common stock grants — Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value Nonvested shares at December 31 st 719,845 $ 17.67 587,210 $ 17.59 Granted 4,185 18.63 290,679 17.34 Vested (213,781 ) 16.18 (105,582 ) 15.21 Forfeited (14,715 ) 18.08 (6,589 ) 17.69 Nonvested shares at March 31 st 495,534 $ 18.31 765,718 $ 17.77 Common stock grants — During the three months ended March 31, 2020, the Company issued a total of 4,185 shares of restricted common stock to employees. 2,000 shares will vest in equal tranches on the first, second, and third anniversaries of grant date, 1,000 shares will cliff vest on the first anniversary of employee’s hire date, 685 shares will cliff vest on the third anniversary of employee’s hire date, and the remaining 500 shares will cliff vest on the six month anniversary of the employee’s hire date. The shares granted in 2020 were average fair valued at $18.63 per share. The fair value was determined by using the publicly traded share price at market close as of the date of grant. The Company will recognize as expense the value of restricted shares over the respective required service period. During the three months ended March 31, 2019, the Company issued a total of 290,679 shares of restricted common stock to employees. The shares will cliff vest after three years of service. The shares granted in 2019 were average fair valued at $17.34 per share. The fair value was determined by using the publicly traded share price at market close as of the date of grant. The Company will recognize as expense the value of restricted shares over the required service period. As of March 31, 2020, the Company had approximately $4,555 of unamortized stock-based compensation related to unvested restricted shares. This amount will be recognized over the weighted-average period of 1.5 years. This projected expense will change if any restricted shares are granted or cancelled prior to the respective reporting periods or if there are any changes required to be made for estimated forfeitures. Performance-Based Shares — Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value Nonvested shares at December 31 st 345,432 $ 16.92 287,077 $ 16.87 Granted — — 137,557 16.47 Additional granted based on performance achievement 76,445 16.56 41,568 12.88 Vested (184,785 ) 15.87 (90,872 ) 14.73 Forfeited (3,759 ) 17.23 (3,543 ) 15.98 Nonvested shares at March 31 st 233,333 $ 17.63 371,787 $ 16.81 Performance-Based Shares — During the three months ended March 31, 2020, the Company did not issue performance-based shares to employees. As of March 31, 2020, the Company has concluded that the performance measure based on EBIT and net sales for the performance based shares granted in February and April of 2017, when compared to the peer group, were met at 200% of targeted performance and all related additional expenses were recorded as of March 31, 2020. The performance shares based on market price were met at 50% and 125% for February and April 2017, respectively, however, the market condition is reflected in the grant date fair value valuation and no additional expenses were recognized as of March 31, 2020. As a result, 76,445 additional shares were earned since the Company achieved performance targets when compared to the peer group. During the three months ended March 31, 2019, the Company issued a total of 137,557 performance-based shares to employees. The shares granted during the first quarter of 2019 have an average fair value of $16.47. The fair value was determined by using the publicly traded share price at market close as of the date of grant and Monte Carlo valuation method. The Company will recognize as expense the value of the performance-based shares over the required service period from grant date. As of March 31, 2019, performance-based shares related to EBIT and net sales have an average fair value of $17.34 per share. The fair value was determined by using the publicly traded share price at market close as of the date of grant. The performance-based shares related to the Company’s stock price have an average fair value of $13.01 per share. The fair value was determined by using the Monte Carlo valuation method. For awards with performance conditions, the Company recognizes share-based compensation cost on a straight-line basis for each performance criteria over the implied service period. As of March 31, 2020, the Company had approximately $2,288 of unamortized stock-based compensation expense related to unvested performance-based shares. This amount will be recognized over the weighted-average period of 1.7 years. This projected expense will change if any performance-based shares are granted or cancelled prior to the respective reporting periods or if there are any changes required to be made for estimated forfeitures. Performance Incentive Stock Options—During the three months ended March 31, 2020 and 2019, the Company did not grant any employees performance incentive stock options to acquire shares of common stock. Performance option activity is as follows: Incentive Stock Option Plans Weighted Average Price Per Share Exercisable Weighted Average Price Per Share Balance outstanding, December 31, 2019 120,782 $ 11.49 $ 11.49 Options exercised (3,035 ) 11.49 11.49 Balance outstanding, March 31, 2020 117,747 $ 11.49 $ 11.49 Information relating to stock options as of March 31, 2020 summarized by exercise price is as follows: Outstanding Weighted Average Exercisable Weighted Average Exercise Price Per Share Shares Remaining Life (Months) Exercise Price Shares Exercise Price Performance Incentive Stock Option Plan: 117,747 57 $ 11.49 117,747 $ 11.49 The weighted average exercise prices of options granted and exercisable and the weighted average remaining contractual life for options outstanding as of March 31, 2020 are as follows: As of March 31, 2020 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Months) Intrinsic Value (thousands) Performance Incentive Stock Option Plan: Outstanding 117,747 $ 11.49 57 $ 350 Expected to Vest 117,747 $ 11.49 57 $ 350 Exercisable 117,747 $ 11.49 57 $ 350 |
Legal Proceedings
Legal Proceedings | 3 Months Ended |
Mar. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal Proceedings | 14. Legal Proceedings— During the reporting period, there have been no material developments in legal proceedings that were reported in the Company’s Form 10-K for the year ended December 31, 2019, except as described below. EPA FIFRA/RCRA Matter. In a matter arising from similar facts, the United States Environmental Protection Agency (“USEPA”) Region 5 contacted the Company’s legal representatives in November 2019 to commence discussions on the resolution of potential civil enforcement claims that could be brought against the Company arising from its reimportation of depleted Thimet containers and the disposition of the contents of such containers in 2015. After negotiation, the Company and USEPA entered into a consent agreement and final order (“CAFO”), including payment of a civil penalty in an amount that is not material to the Company’s financial performance. The CAFO was finalized and filed with the Regional Hearing Clerk of USEPA Region 5 on February 3, 2020. |
Recently Issued Accounting Guid
Recently Issued Accounting Guidance | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Recent Accounting Standards | 15. Recent Accounting Standards: Recent Accounting Standards Adopted: In June 2016, the FASB issued ASU 2016-13 " Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU 2018-13 “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement”, The Company adopted ASU 2018-13 effective January 1, 2020. The adoption of this standard did not result in any material adjustments to the Company’s condensed consolidated financial statements. In August 2018, the FASB issued ASU 2018-15 “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract” The Company adopted ASU 2018-15 effective January 1, 2020. The adoption of this standard did not result in any material adjustments to the Company’s condensed consolidated financial statements. Accounting standards not yet adopted: In December 2019, the FASB issued ASU no. 2019-12, “ Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, The Company is evaluating the effect of adopting this new accounting guidance but does not expect adoption will have a material impact on the |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 16. Fair Value of Financial Instruments—The accounting standard for fair value measurements provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. Fair value is defined as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. This accounting standard established a fair value hierarchy, which requires an entity to maximize the use of observable inputs, where available. The following summarizes the three levels of inputs required: • Level 1 – Quoted prices in active markets for identical assets or liabilities. • Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. The carrying amount of the Company’s financial instruments, which principally include cash and cash equivalents, short-term investments, accounts receivable, long-term investments, accounts payable and accrued expenses approximates fair value because of the relatively short maturity of such instruments. The carrying amount of the Company’s short-term and long-term borrowings, which are considered Level 2 liabilities, approximates fair value based upon current rates and terms available to the Company for similar debt. We measure our contingent earn-out liabilities in connection with business acquisitions at fair value on a recurring basis using significant unobservable inputs classified within Level 3 of the fair value hierarchy. We may use various valuation techniques depending on the terms and conditions of the contingent consideration including a Monte-Carlo simulation. This simulation uses probability distribution for each significant input to produce hundreds or thousands of possible outcomes and the results are analyzed to determine probabilities of different outcomes occurring. The following table illustrates the Company’s contingent consideration movements related to its business acquisitions: Three months ended March 31, 2020 Balance, December 31, 2019 $ 1,243 Payments (1,227 ) Foreign exchange effect (16 ) Balance, March 31, 2020 $ — The contingent consideration is included in other liabilities. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 17. Accumulated Other Comprehensive Loss — Total Balance, December 31, 2019 $ (5,698 ) FX translation (9,063 ) Balance, March 31, 2020 $ (14,761 ) Balance, December 31, 2018 $ (4,507 ) FX translation (1,769 ) Balance, March 31, 2019 $ (6,276 ) |
Equity Method Investments
Equity Method Investments | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Equity Method Investments | 18. Equity Method Investment — In February 2016, AMVAC Netherlands BV made an investment in Biological Products for Agriculture (“Bi-PA”). Bi-PA develops biological plant protection products that can be used for the control of pests and disease of agricultural crops. As of March 31, 2020, the Company’s ownership position in Bi-PA was 15%. The Company adopted the provisions of ASU 2016-01 on January 1, 2018 and has elected to measure its cost method investment without a readily determinable fair value at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. There were no observable price changes in the quarters ended March 31, 2020 and 2019. There was no impairment on the investment as of March 31, 2020 and 2019. The investment is not material and is recorded within other assets on the condensed consolidated balance sheets. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 19. Income Taxes — Income tax benefit was $205 for the three months ended March 31, 2020, as compared to income tax expense of $1,360 for the three months ended March 31, 2019. The annual effective tax rate for the three months ended March 31, 2020 was 31.0%. That rate is the Company’s estimated rate for 2020 based on the rates in the territories that the Company operates. The rate has increased compared to prior years reflecting global changes in tax laws. The effective tax rate is based on the projected income for the full year and is subject to ongoing review and adjustment by management. For the three months ended March 31, 2020, the Company benefited from two discrete income tax benefits. First, the Company assessed its income tax positions to account for the Coronavirus Aid Relief and Economic Security Act (“CARES Act”) which was signed into law on March 27, 2020. A provision of the act modified the amount of interest deduction allowed and therefore reduced the Company’s 2019 Global Intangible Low Tax Income (“GILTI”) inclusion. Second, the Company benefited from the tax impact of the vesting of certain stock grants. For the three months ended March 31, 2019 the effective rate was 25.7%. In 2019 the Company gained from the discrete benefit of the vesting of stock grants. The Company has been notified by the Florida Department of Revenue of its intent to examine the Company’s state income tax returns for the years ended December 31, 2012 through December 31, 2013 and December 31, 2015 through December 31, 2018. The Company has also been notified by the Mississippi Department of Revenue of its intent to examine the Company’s state income tax returns for the years ended December 31, 2015 through December 31, 2017. Currently the results of these audits are not determinable since the audits are presently in the initial phases. |
Share Repurchase Program
Share Repurchase Program | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Share Repurchase Program | 20. Share Repurchase Program — |
Business Acquisitions
Business Acquisitions | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Business Acquisitions | 21. Business Acquisitions – Product and Business Acquisitions – The Company did not complete any acquisitions during the three months ended March 31, 2020. During the year ended December 31, 2019, the Company completed three acquisitions in exchange for a total cash consideration at closing of $37,972, net of cash acquired of $981 and deferred consideration of $3,051. In addition, the Company assumed liabilities of $19,867 and capitalized costs of $14 incurred in the asset acquisition process. The total asset value of $60,904 was allocated as follows: product rights $13,279, trade names $5,452, customer relationships $5,705, goodwill $22,652, working capital and fixed assets $10,432, and indemnification assets $3,384. On January 10, 2019, the Company completed the acquisition of all of the outstanding shares of stock of two affiliated businesses, Defensive and Agrovant, which are located in Jaboticabal in the state of Sao Paul, Brazil. At closing the Company paid cash consideration of $20,679, which was net of cash acquired of $981, deferred consideration of $3,051 including contingent consideration dependent on certain financial results for 2019, and liabilities assumed of $18,160, including liabilities of $9,111 related to income tax matters. These companies were founded in 2000 and are suppliers of crop protection products and micronutrients with focus on the fruit and vegetable markets The acquisition was accounted for as a business combination and the total asset value of $41,890 was allocated as follows: trade name $1,010, customer relationships $5,705, goodwill $22,652, working capital and fixed assets $9,139 and indemnification assets $3,384. The operating results of the acquired businesses are included in our consolidated statement of operations from the date of acquisition. The goodwill recognized is expected to be deductible for income tax purposes, subject to merging AMVAC do Brasil with Defensive and Agrovant. On July 1, 2019, the Company completed a product acquisition for cash consideration in the amount of $7,293 and the assumption of a liability in the amount of $300. The acquisition was accounted for as an asset acquisition and the acquired assets consist of product rights $5,108, trade names $1,200, and inventory $1,293. Costs of $8 incurred in the asset acquisition process were capitalized. On December 20, 2019, the Company completed a product acquisition for cash consideration in the amount of $10,000 and the assumption of a liability in the amount of $1,407. The acquisition was accounted for as an asset acquisition and the acquired assets consist of product rights $8,171 and trade names $3,242. Costs of $6 incurred in the asset acquisition process were capitalized. |
Foreign Currency
Foreign Currency | 3 Months Ended |
Mar. 31, 2019 | |
Foreign Currency [Abstract] | |
Foreign Currency | 22. Foreign Currency – The Company incurred net foreign currency transaction losses in the amount of $837 and $259 during the three months ended March 31, 2020 and 2019, respectively, included in operating expenses on the condensed consolidated financial statements. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 23. Subsequent Event – On April 1, 2020, the Company entered into a Subscription Agreement pursuant to which it purchased 6.25 million shares, an ownership of approximately 8%, of common stock of Clean Seed Capital Group Ltd. (TSX Venture Exchange: “CSX”) for $2,500. As of the same date, AMVAC entered into a License Agreement with Clean Seed Agricultural Technologies Ltd., pursuant to which the latter granted the Company a worldwide, royalty-bearing, non-exclusive license to a suite of patents relating to a system for variable-ratio blending of multiple agricultural products, including an up-front royalty payment of $2,500 and an ongoing royalty based upon net sales of SIMPAS systems commencing January 1, 2021. Clean Seed develops, markets and sells planters featuring row-by-row variable rate technology that utilizes sophisticated electronic metering and intuitive software control. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Allowance for Credit Losses | Allowance for Credit Losses – The Company maintains an allowance for credit losses to cover its Current Expected Credit Losses ("CECL") on its trade receivables, other receivables and contract assets arising from the failure of customers to make contractual payments. The Company estimates credit losses expected over the life of its trade receivables and contract assets based on historical information combined with current conditions that may affect a customer’s ability to pay and reasonable and supportable forecasts. In most instances, the Company’s policy is to write-off trade receivables when they are deemed uncollectible. The vast majority of the Company's trade receivables are less than 365 days. Under the CECL impairment model, the Company develops and documents its allowance for credit losses on its trade receivables based on multiple portfolios. The determination of portfolios are based primarily on geographical location, type of customer and aging. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Other Information of Operating Leases | Other information related to operating leases follows: Three months ended March 31, 2020 Three months ended March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities $ 1,396 $ 1,206 ROU assets obtained in exchange for new liabilities $ 825 $ 371 Weighted-average remaining lease term (in years) 3.15 3.25 Weighted-average discount rate 3.67 % 3.69 % |
Schedule of Future Minimum Lease Payments Under Non-Cancellable Operating Leases | Future minimum lease payments under non-cancellable operating leases as of March 31, 2020 were as follows: March 31, 2020 2020 (excluding three months ended March 31, 2020) $ 3,959 2021 3,552 2022 1,952 2023 871 2024 389 Thereafter 870 Total lease payments $ 11,593 Less: imputed interest 714 Total $ 10,879 Amounts recognized in the condensed consolidated balance sheet: Operating lease liabilities, current $ 4,883 Operating lease liabilities, long term $ 5,996 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Selective Enterprise Information of Sales Disaggregated By Category and Geographic Region | Selective enterprise information of sales disaggregated by category and geographic region is as follows: Three Months Ended March 31, 2020 2019 Net sales: US crop $ 50,362 $ 50,270 US non-crop 10,993 11,267 Total US 61,355 61,537 International 34,607 38,139 Total net sales: $ 95,962 $ 99,676 Timing of revenue recognition: Goods transferred at a point in time $ 95,776 $ 99,297 Goods and services transferred over time 186 379 Total net sales: $ 95,962 $ 99,676 |
Summary of Contract Balances | The contract assets in the table below are related to royalties earned on certain licenses granted for the use of the Company’s intellectual property, which are recognized at a point in time and remain outstanding as well as customized products without an alternative use. March 31, 2020 December 31, 2019 Contract assets $ 6,091 $ 6,091 Deferred revenue $ 4,448 $ 6,826 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
Summary of Property, Plant and Equipment | Property, plant and equipment at March 31, 2020 and December 31, 2019 consists of the following: March 31, 2020 December 31, 2019 Land $ 2,706 $ 2,706 Buildings and improvements 18,293 18,640 Machinery and equipment 116,915 116,757 Office furniture, fixtures and equipment 6,331 6,228 Automotive equipment 1,565 1,762 Construction in progress 8,028 5,263 Total 153,838 151,356 Less accumulated depreciation (96,239 ) (94,835 ) Property, plant and equipment, net $ 57,599 $ 56,521 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of inventories consist of the following: March 31, 2020 December 31, 2019 Finished products $ 161,788 $ 151,917 Raw materials 14,073 11,396 Inventories $ 175,861 $ 163,313 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Summary of Business Sales Segmentation | Selective enterprise information is as follows: For the three Months Ended March 31 2020 2019 Change % Change Net sales: US crop $ 50,362 $ 50,270 $ 92 0 % US non-crop 10,993 11,267 (274 ) -2 % Total US 61,355 61,537 (182 ) 0 % International 34,607 38,139 (3,532 ) -9 % Total net sales: $ 95,962 $ 99,676 $ (3,714 ) -4 % Gross profit: US crop $ 24,245 $ 23,822 $ 423 2 % US non-crop 4,719 5,846 (1,127 ) -19 % Total US 28,964 29,668 (704 ) -2 % International 9,417 12,034 (2,617 ) -22 % Total gross profit: $ 38,381 $ 41,702 $ (3,321 ) -8 % Gross margin: US crop 48 % 47 % US non-crop 43 % 52 % Total US 47 % 48 % International 27 % 32 % Gross margin: 40 % 42 % |
Cash Dividend (Tables)
Cash Dividend (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Cash Dividends [Abstract] | |
Cash Dividend | . The Company has declared and paid the following cash dividends in the periods covered by this Form 10-Q: Declaration Date Record Date Distribution Date Dividend Per Share Total Paid March 9, 2020 March 26, 2020 April 16, 2020 $ 0.020 $ 586 December 9, 2019 December 26, 2019 January 9, 2020 $ 0.020 $ 582 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Components of Basic and Diluted Earnings Per Share | The components of basic and diluted earnings per share were as follows: Three Months Ended March 31, 2020 2019 Numerator: Net income $ 520 $ 3,906 Denominator: Weighted average shares outstanding-basic 29,288 28,977 Dilutive effect of stock options and grants 660 602 Weighted average shares outstanding-diluted 29,948 29,579 |
Indebtedness (Tables)
Indebtedness (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Revolving Line of Credit | The Company has a revolving line of credit that is shown as long-term debt in the condensed consolidated balance sheets at March 31, 2020 and December 31, 2019. The Company has no short-term debt as of March 31, 2020 and December 31, 2019. The debt is summarized in the following table: Long-term indebtedness ($000's) March 31, 2020 December 31, 2019 Revolving line of credit $ 168,700 $ 149,300 Deferred loan fees (475 ) (534 ) Total indebtedness $ 168,225 $ 148,766 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Stock Based Compensation, Unamortized Stock-Based Compensation and Remaining Weighted Average Period | The following tables illustrate the Company’s stock-based compensation, unamortized stock-based compensation, and remaining weighted average period for the three months ended March 31, 2020 and 2019. Stock-Based Compensation for the Three months ended Unamortized Stock-Based Compensation Remaining Weighted Average Period (years) March 31, 2020 Restricted Stock $ 776 $ 4,555 1.5 Unrestricted Stock 123 82 0.2 Performance-Based Restricted Stock 458 2,288 1.7 Total $ 1,357 $ 6,925 March 31, 2019 Restricted Stock $ 688 $ 9,238 2.4 Unrestricted Stock 96 64 0.2 Performance-Based Restricted Stock 701 4,524 2.4 Total $ 1,485 $ 13,826 |
Summary of Option Activity | Option activity within each plan is as follows: Incentive Stock Option Plans Weighted Average Price Per Share Balance outstanding, December 31, 2019 332,823 $ 9.14 Options exercised (15,836 ) 8.83 Balance outstanding, March 31, 2020 316,987 $ 9.16 |
Summary of Stock Options Summarized by Exercise Price | Information relating to stock options at March 31, 2020, summarized by exercise price is as follows: Outstanding Weighted Average Exercise Price Per Share Shares Remaining Life (Months) Exercise Price Incentive Stock Option Plan: $7.50 185,150 8 $ 7.5 $11.32—$14.49 131,837 55 $ 11.48 316,987 $ 9.16 |
Weighted Average Exercise Prices for Options Granted and Exercisable and Weighted Average Remaining Contractual Life for Options Outstanding | The weighted average exercise prices for options granted, and exercisable, and the weighted average remaining contractual life for options outstanding as of March 31, 2020, were as follows: As of March 31, 2020 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Months) Intrinsic Value (thousands) Incentive Stock Option Plan: Outstanding 316,987 $ 9.16 28 $ 1,681 Expected to Vest 316,987 $ 9.16 28 $ 1,681 Exercisable 316,987 $ 9.16 28 $ 1,681 |
Performance Based Stock Options | |
Summary of Option Activity | Performance option activity is as follows: Incentive Stock Option Plans Weighted Average Price Per Share Exercisable Weighted Average Price Per Share Balance outstanding, December 31, 2019 120,782 $ 11.49 $ 11.49 Options exercised (3,035 ) 11.49 11.49 Balance outstanding, March 31, 2020 117,747 $ 11.49 $ 11.49 |
Performance Incentive Stock Option Plan | |
Summary of Stock Options Summarized by Exercise Price | Information relating to stock options as of March 31, 2020 summarized by exercise price is as follows: Outstanding Weighted Average Exercisable Weighted Average Exercise Price Per Share Shares Remaining Life (Months) Exercise Price Shares Exercise Price Performance Incentive Stock Option Plan: 117,747 57 $ 11.49 117,747 $ 11.49 |
Weighted Average Exercise Prices for Options Granted and Exercisable and Weighted Average Remaining Contractual Life for Options Outstanding | The weighted average exercise prices of options granted and exercisable and the weighted average remaining contractual life for options outstanding as of March 31, 2020 are as follows: As of March 31, 2020 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Months) Intrinsic Value (thousands) Performance Incentive Stock Option Plan: Outstanding 117,747 $ 11.49 57 $ 350 Expected to Vest 117,747 $ 11.49 57 $ 350 Exercisable 117,747 $ 11.49 57 $ 350 |
Common Stock Grants | |
Summary of Non-Vested Shares | Common stock grants — Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value Nonvested shares at December 31 st 719,845 $ 17.67 587,210 $ 17.59 Granted 4,185 18.63 290,679 17.34 Vested (213,781 ) 16.18 (105,582 ) 15.21 Forfeited (14,715 ) 18.08 (6,589 ) 17.69 Nonvested shares at March 31 st 495,534 $ 18.31 765,718 $ 17.77 |
Performance Based Restricted Shares | |
Summary of Non-Vested Shares | Performance-Based Shares — Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value Nonvested shares at December 31 st 345,432 $ 16.92 287,077 $ 16.87 Granted — — 137,557 16.47 Additional granted based on performance achievement 76,445 16.56 41,568 12.88 Vested (184,785 ) 15.87 (90,872 ) 14.73 Forfeited (3,759 ) 17.23 (3,543 ) 15.98 Nonvested shares at March 31 st 233,333 $ 17.63 371,787 $ 16.81 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Measuring on Recurring Basis of Contingent Consideration | The following table illustrates the Company’s contingent consideration movements related to its business acquisitions: Three months ended March 31, 2020 Balance, December 31, 2019 $ 1,243 Payments (1,227 ) Foreign exchange effect (16 ) Balance, March 31, 2020 $ — |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Beginning Balance, Annual Activity and Ending Balance of Accumulated Other Comprehensive Loss | The following table lists the beginning balance, annual activity and ending balance of accumulated other comprehensive loss, which consists of foreign currency translation adjustments: Total Balance, December 31, 2019 $ (5,698 ) FX translation (9,063 ) Balance, March 31, 2020 $ (14,761 ) Balance, December 31, 2018 $ (4,507 ) FX translation (1,769 ) Balance, March 31, 2019 $ (6,276 ) |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Line Items] | ||
Operating lease expenses | $ 1,395 | $ 1,227 |
Minimum | ||
Leases [Line Items] | ||
Operating lease term | 1 year | |
Maximum | ||
Leases [Line Items] | ||
Operating lease term | 20 years |
Leases - Schedule of Other Info
Leases - Schedule of Other Information of Operating Leases (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 1,396 | $ 1,206 |
ROU assets obtained in exchange for new liabilities | $ 825 | $ 371 |
Weighted-average remaining lease term (in years) | 3 years 1 month 24 days | 3 years 3 months |
Weighted-average discount rate | 3.67% | 3.69% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments Under Non-Cancellable Operating Leases (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
2020 (excluding three months ended March 31, 2020) | $ 3,959 | |
2021 | 3,552 | |
2022 | 1,952 | |
2023 | 871 | |
2024 | 389 | |
Thereafter | 870 | |
Total lease payments | 11,593 | |
Less: imputed interest | 714 | |
Total | 10,879 | |
Amounts recognized in the condensed consolidated balance sheet: | ||
Operating lease liabilities, current | 4,883 | $ 4,904 |
Operating lease liabilities, long term | $ 5,996 | $ 6,503 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)Segment | |
Revenue From Contract With Customer [Abstract] | |
Number of reportable business segments | Segment | 1 |
Revenue recognized | $ | $ 2,378 |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Selective Enterprise Information of Sales Disaggregated By Category and Geographic Region (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 95,962 | $ 99,676 |
US | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 61,355 | 61,537 |
US | Crop | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 50,362 | 50,270 |
US | Non-Crop | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 10,993 | 11,267 |
International | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 34,607 | 38,139 |
Goods Transferred at a Point in Time | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | 95,776 | 99,297 |
Goods and Services Transferred Over Time | ||
Disaggregation Of Revenue [Line Items] | ||
Net sales | $ 186 | $ 379 |
Revenue Recognition - Summary_2
Revenue Recognition - Summary of Contract Balances (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Revenue From Contract With Customer [Abstract] | ||
Contract assets | $ 6,091 | $ 6,091 |
Deferred revenue | $ 4,448 | $ 6,826 |
Summary of Property, Plant and
Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 153,838 | $ 151,356 |
Less accumulated depreciation | (96,239) | (94,835) |
Property, plant and equipment, net | 57,599 | 56,521 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,706 | 2,706 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 18,293 | 18,640 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 116,915 | 116,757 |
Office furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 6,331 | 6,228 |
Automotive equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,565 | 1,762 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 8,028 | $ 5,263 |
Property, Plant And Equipment -
Property, Plant And Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Property Plant And Equipment [Abstract] | ||
Depreciation expense related to property, plant and equipment | $ 1,517 | $ 1,648 |
Elimination of Assets and Accumulated depreciation | $ 113 | $ 710 |
Components of Inventories (Deta
Components of Inventories (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Finished products | $ 161,788 | $ 151,917 |
Raw materials | 14,073 | 11,396 |
Inventories | $ 175,861 | $ 163,313 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2020Segment | |
Segment Reporting [Abstract] | |
Number of reportable business segments | 1 |
Summary of Business Sales by Pr
Summary of Business Sales by Product and Geographic Location (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Net sales | ||
Net sales | $ 95,962 | $ 99,676 |
Change in net sales | $ (3,714) | |
Percentage change in net sales | (4.00%) | |
Gross profit: | ||
Gross profit | $ 38,381 | $ 41,702 |
Change in gross profit | $ (3,321) | |
Percentage change in net sales | (8.00%) | |
Gross margin: | ||
Gross margin | 40.00% | 42.00% |
Change in gross profit | $ (3,321) | |
US | ||
Net sales | ||
Net sales | 61,355 | $ 61,537 |
Change in net sales | $ (182) | |
Percentage change in net sales | 0.00% | |
Gross profit: | ||
Gross profit | $ 28,964 | $ 29,668 |
Change in gross profit | $ (704) | |
Percentage change in net sales | (2.00%) | |
Gross margin: | ||
Gross margin | 47.00% | 48.00% |
Change in gross profit | $ (704) | |
US | Crop | ||
Net sales | ||
Net sales | 50,362 | $ 50,270 |
Change in net sales | $ 92 | |
Percentage change in net sales | 0.00% | |
Gross profit: | ||
Gross profit | $ 24,245 | $ 23,822 |
Change in gross profit | $ 423 | |
Percentage change in net sales | 2.00% | |
Gross margin: | ||
Gross margin | 48.00% | 47.00% |
Change in gross profit | $ 423 | |
US | Non-Crop | ||
Net sales | ||
Net sales | 10,993 | $ 11,267 |
Change in net sales | $ (274) | |
Percentage change in net sales | (2.00%) | |
Gross profit: | ||
Gross profit | $ 4,719 | $ 5,846 |
Change in gross profit | $ (1,127) | |
Percentage change in net sales | (19.00%) | |
Gross margin: | ||
Gross margin | 43.00% | 52.00% |
Change in gross profit | $ (1,127) | |
International | ||
Net sales | ||
Net sales | 34,607 | $ 38,139 |
Change in net sales | $ (3,532) | |
Percentage change in net sales | (9.00%) | |
Gross profit: | ||
Gross profit | $ 9,417 | $ 12,034 |
Change in gross profit | $ (2,617) | |
Percentage change in net sales | (22.00%) | |
Gross margin: | ||
Gross margin | 27.00% | 32.00% |
Change in gross profit | $ (2,617) |
Cash Dividend (Detail)
Cash Dividend (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | ||
Cash dividend declaration date | Mar. 9, 2020 | Dec. 9, 2019 |
Cash dividend record date | Mar. 26, 2020 | Dec. 26, 2019 |
Cash dividend distributed date | Apr. 16, 2020 | Jan. 9, 2020 |
Cash dividend per share | $ 0.020 | $ 0.020 |
Cash dividend paid | $ 586 | $ 582 |
Components of Basic and Diluted
Components of Basic and Diluted Earnings Per Share (Detail) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator: | ||
Net income | $ 520 | $ 3,906 |
Denominator: | ||
Weighted average shares outstanding-basic | 29,288 | 28,977 |
Dilutive effect of stock options and grants | 660 | 602 |
Weighted average shares outstanding-diluted | 29,948 | 29,579 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Stock options excluded from computation of diluted earning per share | 0 | 0 |
Indebtedness - Additional Infor
Indebtedness - Additional Information (Detail) - USD ($) | Apr. 22, 2020 | Jun. 30, 2017 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2020 | Jun. 30, 2017 | Dec. 31, 2019 | Mar. 31, 2020 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||||||||||
Short term debt | $ 0 | $ 0 | ||||||||
Proposed acquisition of consideration | $ 60,904,000 | |||||||||
Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior secured credit facility, maturity date | Jun. 30, 2022 | |||||||||
Credit agreement, covenant description | The agreement contains two key financial covenants; namely, borrowers are required to maintain a Consolidated Funded Debt Ratio (the “CFD Ratio”) of no more than 3.25-to-1 and a Consolidated Fixed Charge Covenant Ratio of at least 1.25-to-1. | |||||||||
Credit agreement, variable rate description | Under the agreement, revolving loans bear interest at a variable rate based, at borrower’s election with proper notice, on either (i) LIBOR plus the “Applicable Rate” which is based upon the Consolidated Funded Debt Ratio (“Eurocurrency Rate Loan”) or (ii) the greater of (x) the Prime Rate, (y) the Federal Funds Rate plus 0.5%, and (z) the Daily One-Month LIBOR Rate plus 1.00%, plus, in the case of (x), (y) or (z) the Applicable Rate (“Alternate Base Rate Loan”). | |||||||||
Federal Funds Rate | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit agreement, variable rate basis | 0.50% | |||||||||
One-Month LIBOR Rate | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit agreement, variable rate basis | 1.00% | |||||||||
Eurocurrency Rate | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit agreement, interest payment period, description | last day of each interest period (either one, two, three or six months, as selected by the borrower) | |||||||||
Alternate Base Rate | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Credit agreement, interest payment period, description | last business day of each month | |||||||||
Credit Agreement | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Available borrowings capacity under credit agreement | $ 56,707,000 | |||||||||
Consolidated funded debt ratio | 325.00% | |||||||||
Consolidated funded debt thereafter ratio | 325.00% | |||||||||
Proposed acquisition of consideration | $ 15,000,000 | |||||||||
Business combination consideration term | 90 days | |||||||||
Credit Agreement | Senior Secured Revolving Line of Credit | Forecast | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Consolidated funded debt ratio | 350.00% | 375.00% | 400.00% | |||||||
Maximum | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Available borrowings capacity under credit agreement | $ 250,000,000 | $ 250,000,000 | ||||||||
Consolidated funded debt ratio | 325.00% | |||||||||
Maximum | Term Loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Accordion feature | $ 100,000,000 | $ 100,000,000 | ||||||||
Maximum | Credit Agreement | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Consolidated funded debt ratio | 425.00% | |||||||||
Proposed acquisition of consideration | $ 50,000,000 | |||||||||
Capacity to increase borrowings under credit agreement | $ 39,552,000 | |||||||||
Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Consolidated fixed charge covenant ratio | 125.00% | |||||||||
Minimum | Credit Agreement | Senior Secured Revolving Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Consolidated funded debt ratio | 50.00% | |||||||||
Proposed acquisition of consideration | $ 30,000,000 |
Summary of Revolving Line of Cr
Summary of Revolving Line of Credit (Detail) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Revolving line of credit | $ 168,700 | $ 149,300 |
Deferred loan fees | (475) | (534) |
Total indebtedness | $ 168,225 | $ 148,766 |
Unamortized Stock-Based Compens
Unamortized Stock-Based Compensation Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-Based Compensation | $ 1,357 | $ 1,485 |
Unamortized Stock-Based Compensation | 6,925 | 13,826 |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-Based Compensation | $ 776 | $ 688 |
Remaining Weighted Average Period (years) | 1 year 6 months | 2 years 4 months 24 days |
Unamortized Stock-Based Compensation | $ 4,555 | $ 9,238 |
Unrestricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-Based Compensation | $ 123 | $ 96 |
Remaining Weighted Average Period (years) | 2 months 12 days | 2 months 12 days |
Unamortized Stock-Based Compensation | $ 82 | $ 64 |
Performance Based Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-Based Compensation | $ 458 | $ 701 |
Remaining Weighted Average Period (years) | 1 year 8 months 12 days | 2 years 4 months 24 days |
Unamortized Stock-Based Compensation | $ 2,288 | $ 4,524 |
Summary of Option Activity (Det
Summary of Option Activity (Detail) - Incentive Stock Options | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Incentive Stock Option Plans, Beginning balance | shares | 332,823 |
Incentive Stock Option Plans, Option exercised | shares | (15,836) |
Incentive Stock Option Plans, Ending balance | shares | 316,987 |
Weighted Average Price Per Share, Beginning balance | $ / shares | $ 9.14 |
Weighted Average Price Per Share, Option exercised | $ / shares | 8.83 |
Weighted Average Price Per Share, Ending balance | $ / shares | $ 9.16 |
Summary of Stock Options Summar
Summary of Stock Options Summarized by Exercise Price (Detail) - Incentive Stock Options - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding Weighted Average, Shares | 316,987 | |
Outstanding Weighted Average, Exercise Price | $ 9.16 | $ 9.14 |
Range One | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price Per Share, Lower Range | $ 7.50 | |
Outstanding Weighted Average, Shares | 185,150 | |
Outstanding Weighted Average, Remaining Life (Months) | 8 months | |
Outstanding Weighted Average, Exercise Price | $ 7.5 | |
Range Two | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price Per Share, Lower Range | 11.32 | |
Exercise Price Per Share, Upper Range | $ 14.49 | |
Outstanding Weighted Average, Shares | 131,837 | |
Outstanding Weighted Average, Remaining Life (Months) | 55 months | |
Outstanding Weighted Average, Exercise Price | $ 11.48 |
Weighted Average Exercise Price
Weighted Average Exercise Prices for Options Granted and Exercisable and Weighted Average Remaining Contractual Life for Options Outstanding (Detail) - Incentive Stock Option Plan $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding | shares | 316,987 |
Number of Shares, Expected to Vest | shares | 316,987 |
Number of Shares, Exercisable | shares | 316,987 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 9.16 |
Weighted Average Exercise Price, Expected to Vest | $ / shares | 9.16 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 9.16 |
Weighted Average Remaining Life, Outstanding | 28 months |
Weighted Average Remaining Contractual Life, Expected to Vest | 28 months |
Weighted Average Remaining Contractual Life, Exercisable | 28 months |
Intrinsic Value, Outstanding | $ | $ 1,681 |
Intrinsic Value, Expected to Vest | $ | 1,681 |
Intrinsic Value, Exercisable | $ | $ 1,681 |
Summary of Non-Vested Shares (D
Summary of Non-Vested Shares (Detail) - Common Stock Grants - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Beginning balance | 719,845 | 587,210 |
Number of Shares, Granted | 4,185 | 290,679 |
Number of Shares, Vested | (213,781) | (105,582) |
Number of Shares, Forfeited | (14,715) | (6,589) |
Number of Shares, Ending Balance | 495,534 | 765,718 |
Weighted Average Grant-Date Fair Value, Beginning balance | $ 17.67 | $ 17.59 |
Weighted Average Grant-Date Fair Value, Granted | 18.63 | 17.34 |
Weighted Average Grant-Date Fair Value, Vested | 16.18 | 15.21 |
Weighted Average Grant-Date Fair Value, Forfeited | 18.08 | 17.69 |
Weighted Average Grant-Date Fair Value, Ending balance | $ 18.31 | $ 17.77 |
Stock Based Compensation - Addi
Stock Based Compensation - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Apr. 30, 2017 | Feb. 28, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | |
Performance Based Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Shares, Granted | 0 | 0 | ||
Common Stock Grants | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted Average Grant-Date Fair Value, Granted | $ 18.63 | $ 17.34 | ||
Unamortized Stock-Based Compensation | $ 4,555,000 | $ 9,238,000 | ||
Remaining Weighted Average Period (years) | 1 year 6 months | 2 years 4 months 24 days | ||
Number of Shares, Granted | 4,185 | 290,679 | ||
Common Stock Grants | Employees | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Period of service before cliff vesting | 6 months | 3 years | ||
Common Stock Grants | Employees | First Anniversary | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares expected to vest | 1,000 | |||
Common Stock Grants | Employees | Third Anniversary | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares expected to vest | 685 | |||
Common Stock Grants | Employees | Six Month Anniversary | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares expected to vest | 500 | |||
Common Stock Grants | Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted Average Grant-Date Fair Value, Granted | $ 18.63 | $ 17.34 | ||
Common Stock Grants | Common Stock | Employees | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares issued by equity investee | 4,185 | 290,679 | ||
Number of shares expected to vest | 2,000 | |||
Unvested Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unamortized Stock-Based Compensation | $ 4,555,000 | |||
Remaining Weighted Average Period (years) | 1 year 6 months | |||
Performance Based Restricted Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted Average Grant-Date Fair Value, Granted | $ 16.47 | |||
Unamortized Stock-Based Compensation | $ 2,288,000 | $ 4,524,000 | ||
Remaining Weighted Average Period (years) | 1 year 8 months 12 days | 2 years 4 months 24 days | ||
Number of Shares, Granted | 0 | 137,557 | ||
Targeted performance percentage | 200.00% | 200.00% | ||
Target performance percentage to meet performance incentive stock options based on market | 125.00% | 50.00% | ||
Additional expenses recognized | $ 0 | |||
Number of Share, Additional granted based on performance | 76,445 | 41,568 | ||
Performance Based Restricted Shares | Vested on March 9, 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Cliff vesting date | Mar. 28, 2022 | |||
Performance Based Restricted Shares | Performance based stock options based upon financial performance of earnings before interest and tax ("EBIT") and net sales goal for the period commencing January 1, 2019 through December 31, 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of shares vesting based on Performance | 80.00% | |||
Earnings before income tax goal weight, percentage | 50.00% | |||
Net sales goal weight, percentage | 30.00% | |||
Performance Based Restricted Shares | Performance Based Shares Based Upon AVD Stock Price Appreciation Over the Course of the Period Commencing January 1, 2019 through December 31, 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Earnings before income tax goal weight, percentage | 20.00% | |||
Performance Based Restricted Shares | Performance Based Shares Related to Net Income Weighted at 50%, Net Sales Weighted at 30%, Commencing January 1, 2019 and Ending December 31, 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted Average Grant-Date Fair Value, Granted | $ 17.34 | |||
Performance Based Restricted Shares | Remaining 20% of Performance Based Shares are Based Upon AVD Stock Price Appreciation for the Period Commencing January 1, 2019 and Ending December 31, 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted Average Grant-Date Fair Value, Granted | $ 13.01 | |||
Unvested Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unamortized Stock-Based Compensation | $ 2,288,000 | |||
Remaining Weighted Average Period (years) | 1 year 8 months 12 days |
Status Summary of Non-Vested Sh
Status Summary of Non-Vested Shares (Detail) - Performance Based Restricted Shares - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Beginning balance | 345,432 | 287,077 |
Number of Shares, Granted | 0 | 137,557 |
Number of Share, Additional granted based on performance | 76,445 | 41,568 |
Number of Shares, Vested | (184,785) | (90,872) |
Number of Shares, Forfeited | (3,759) | (3,543) |
Number of Shares, Ending Balance | 233,333 | 371,787 |
Weighted Average Grant-Date Fair Value, Beginning balance | $ 16.92 | $ 16.87 |
Weighted Average Grant-Date Fair Value, Granted | 16.47 | |
Weighted Average Grant-Date Fair Value, Additional granted based on performance | 16.56 | 12.88 |
Weighted Average Grant-Date Fair Value, Vested | 15.87 | 14.73 |
Weighted Average Grant-Date Fair Value, Forfeited | 17.23 | 15.98 |
Weighted Average Grant-Date Fair Value, Ending balance | $ 17.63 | $ 16.81 |
Summary of Performance option a
Summary of Performance option activity (Detail) - Performance Based Stock Options | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Incentive Stock Option Plans, Beginning balance | shares | 120,782 |
Incentive Stock Option Plans, Option exercised | shares | (3,035) |
Incentive Stock Option Plans, Ending balance | shares | 117,747 |
Weighted Average Price Per Share, Beginning balance | $ 11.49 |
Weighted Average Price Per Share, Options exercised | 11.49 |
Weighted Average Price Per Share, Ending balance | 11.49 |
Exercisable Weighted Average Price Per Share, Beginning balance | 11.49 |
Exercisable Weighted Average Price Per Share, Options exercised | 11.49 |
Exercisable Weighted Average Price Per Share, Ending balance | $ 11.49 |
Performance Options Summarized
Performance Options Summarized by Exercise Price (Detail) - Performance Incentive Stock Option Plan | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding Weighted Average, Shares | shares | 117,747 |
Outstanding Weighted Average, Remaining Life (Months) | 57 months |
Outstanding Weighted Average, Exercise Price | $ / shares | $ 11.49 |
Exercisable Weighted Average, Shares | shares | 117,747 |
Exercisable Weighted Average, Exercise Price | $ / shares | $ 11.49 |
Performance Option Weighted Ave
Performance Option Weighted Average Exercise Prices for Options Granted and Exercisable and Weighted Average Remaining Contractual Life for Options Outstanding (Detail) - Performance Incentive Stock Option Plan $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding | shares | 117,747 |
Number of Shares, Expected to Vest | shares | 117,747 |
Number of Shares, Exercisable | shares | 117,747 |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 11.49 |
Weighted Average Exercise Price, Expected to Vest | $ / shares | 11.49 |
Weighted Average Exercisable, Exercise Price | $ / shares | $ 11.49 |
Weighted Average Remaining Life, Outstanding | 57 months |
Weighted Average Remaining Contractual Life, Expected to Vest | 57 months |
Weighted Average Remaining Contractual Life, Exercisable | 57 months |
Intrinsic Value, Outstanding | $ | $ 350 |
Intrinsic Value, Expected to Vest | $ | 350 |
Intrinsic Value, Exercisable | $ | $ 350 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Fair Value Measuring on Recurring Basis of Contingent Consideration (Detail) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Fair Value Disclosures [Abstract] | |
Balance, December 31, 2019 | $ 1,243 |
Payments | (1,227) |
Foreign exchange effect | $ (16) |
Beginning Balance, Annual Activ
Beginning Balance, Annual Activity and Ending Balance of Foreign Currency Translation Adjustment Included as Component of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | $ 344,156 | $ 329,230 |
FX translation | (9,063) | (1,769) |
Balance | 334,207 | 329,118 |
Foreign Currency Translation Adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance | (5,698) | (4,507) |
FX translation | (9,063) | (1,769) |
Balance | $ (14,761) | $ (6,276) |
Equity Method Investments - Add
Equity Method Investments - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 07, 2017 | Jun. 27, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Schedule Of Equity Method Investments [Line Items] | |||||
Investment | $ 950 | ||||
Joint venture, consideration | $ 60,904 | ||||
Losses from equity method investment | $ (13) | $ (24) | |||
Bi-PA | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Equity investment ownership position | 15.00% | ||||
Impairment on the investment | $ 0 | $ 0 | |||
Hong Kong JV | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Equity investment ownership position | 50.00% | ||||
Losses from equity method investment | 13 | $ 24 | |||
Investment in joint venture | $ 500 | $ 698 | |||
Profeng Australia, Pty Ltd | |||||
Schedule Of Equity Method Investments [Line Items] | |||||
Joint venture, consideration | $ 1,900 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Income tax (benefit) expense | $ (205) | $ 1,360 |
Federal income tax rate | 31.00% | 25.70% |
Share Repurchase Program - Addi
Share Repurchase Program - Additional Information (Detail) - USD ($) | Nov. 05, 2018 | Jan. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Equity Class Of Treasury Stock [Line Items] | |||||
Common stock, par value | $ 0.10 | $ 0.10 | $ 0.10 | ||
Amount paid for common shares purchase | $ 2,604,000 | $ 2,604,000 | |||
Common Stock | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Shares repurchase program, expiration date | Mar. 8, 2019 | ||||
Number of shares purchased | 158,048 | 0 | |||
Average price paid per share | $ 16.48 | ||||
Common Stock | Maximum | |||||
Equity Class Of Treasury Stock [Line Items] | |||||
Number of shares intended to repurchase under repurchase program | $ 20,000 |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Detail) $ in Thousands | Dec. 20, 2019USD ($) | Jul. 01, 2019USD ($) | Jan. 10, 2019USD ($)Business | Dec. 31, 2019USD ($)Business | Mar. 31, 2020USD ($) |
Business Acquisition [Line Items] | |||||
Business combination, number of businesses acquired | Business | 3 | ||||
Business combination, cash consideration | $ 10,000 | $ 37,972 | |||
Business combination, cash acquired | 981 | ||||
Business combination, deferred consideration paid | 3,051 | ||||
Business combination, liabilities assumed | 1,407 | 19,867 | |||
Business combination, capitalized cost in asset acquisition | 6 | 14 | |||
Business combination, total consideration | 60,904 | ||||
Business combination, allocation of purchase price, goodwill | 46,557 | $ 41,974 | |||
Business combination, allocation of purchase price, working capital and fixed assets | 10,432 | ||||
Business combination, allocation purchase price, indemnification assets | 3,384 | ||||
Product Acquisition | |||||
Business Acquisition [Line Items] | |||||
Business combination, cash consideration | $ 7,293 | ||||
Business combination, liabilities assumed | 300 | ||||
Business combination, capitalized cost in asset acquisition | 8 | ||||
Business combination, allocation of purchase price, inventory | 1,293 | ||||
Defensive and Agrovant | |||||
Business Acquisition [Line Items] | |||||
Business combination, number of businesses acquired | Business | 2 | ||||
Business combination, cash consideration | $ 20,679 | ||||
Business combination, cash acquired | 981 | ||||
Business combination, deferred consideration paid | 3,051 | ||||
Business combination, liabilities assumed | 18,160 | ||||
Business combination, total consideration | 41,890 | ||||
Business combination, allocation of purchase price, goodwill | 22,652 | 22,652 | |||
Business combination, allocation of purchase price, working capital and fixed assets | 9,139 | ||||
Business combination, allocation purchase price, indemnification assets | 3,384 | ||||
Business combination, liabilities assumed, tax | 9,111 | ||||
Product Registrations and Product Rights | |||||
Business Acquisition [Line Items] | |||||
Business combination, allocation purchase price of intangible assets | 8,171 | 13,279 | |||
Product Registrations and Product Rights | Product Acquisition | |||||
Business Acquisition [Line Items] | |||||
Business combination, allocation purchase price of intangible assets | 5,108 | ||||
Trade Names | |||||
Business Acquisition [Line Items] | |||||
Business combination, allocation purchase price of intangible assets | $ 3,242 | 5,452 | |||
Trade Names | Product Acquisition | |||||
Business Acquisition [Line Items] | |||||
Business combination, allocation purchase price of intangible assets | $ 1,200 | ||||
Trade Names | Defensive and Agrovant | |||||
Business Acquisition [Line Items] | |||||
Business combination, allocation purchase price of intangible assets | 1,010 | ||||
Customer Relationships | |||||
Business Acquisition [Line Items] | |||||
Business combination, allocation purchase price of intangible assets | $ 5,705 | ||||
Customer Relationships | Defensive and Agrovant | |||||
Business Acquisition [Line Items] | |||||
Business combination, allocation purchase price of intangible assets | $ 5,705 |
Foreign Currency - Additional I
Foreign Currency - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Foreign Currency [Line Items] | ||
Net foreign currency transaction losses | $ (823) | $ (172) |
Operating Expenses | ||
Foreign Currency [Line Items] | ||
Net foreign currency transaction losses | $ 837 | $ 259 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event shares in Thousands, $ in Thousands | Apr. 01, 2020USD ($)shares |
Subsequent Event [Line Items] | |
Amount paid for common shares purchased | $ 2,500 |
Equity investment ownership position | 8.00% |
Number of shares purchased | shares | 6,250 |
Up-front royalty payment | $ 2,500 |