Document and Entity Information
Document and Entity Information | 3 Months Ended |
Oct. 31, 2016shares | |
Document Information [Line Items] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Oct. 31, 2016 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | Q1 |
Trading Symbol | THO |
Entity Registrant Name | THOR INDUSTRIES INC |
Entity Central Index Key | 730,263 |
Current Fiscal Year End Date | --07-31 |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 52,586,041 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2016 | Jul. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 161,710 | $ 209,902 |
Accounts receivable, trade, less allowance for doubtful accounts of $641 and $625, respectively | 445,623 | 370,085 |
Accounts receivable, other | 33,921 | 22,454 |
Inventories, net | 417,127 | 403,869 |
Prepaid income taxes, expenses and other | 11,329 | 10,548 |
Total current assets | 1,069,710 | 1,016,858 |
Property, plant and equipment, net | 360,239 | 344,267 |
Other assets: | ||
Goodwill | 377,693 | 377,693 |
Amortizable intangible assets, net | 489,176 | 507,391 |
Deferred income taxes, net | 55,714 | 53,417 |
Other | 29,226 | 25,838 |
Total other assets | 951,809 | 964,339 |
TOTAL ASSETS | 2,381,758 | 2,325,464 |
Current liabilities: | ||
Accounts payable | 257,810 | 263,774 |
Accrued liabilities: | ||
Compensation and related items | 93,241 | 81,159 |
Product warranties | 208,988 | 201,840 |
Income and other taxes | 13,023 | 25,531 |
Promotions and rebates | 37,782 | 40,452 |
Product, property and related liabilities | 15,110 | 15,969 |
Dividends payable | 17,352 | |
Other | 21,477 | 22,927 |
Total current liabilities | 664,783 | 651,652 |
Long-term debt | 340,000 | 360,000 |
Unrecognized tax benefits | 10,596 | 9,975 |
Other liabilities | 40,729 | 38,615 |
Total long-term liabilities | 391,325 | 408,590 |
Contingent liabilities and commitments | ||
Stockholders' equity: | ||
Preferred stock - authorized 1,000,000 shares; none outstanding | ||
Common stock - par value of $.10 per share; authorized 250,000,000 shares; issued 62,597,110 and 62,439,795 shares, respectively | 6,260 | 6,244 |
Additional paid-in capital | 228,087 | 224,496 |
Retained earnings | 1,427,374 | 1,365,981 |
Less treasury shares of 10,011,069 and 9,957,180, respectively, at cost | (336,071) | (331,499) |
Total stockholders' equity | 1,325,650 | 1,265,222 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 2,381,758 | $ 2,325,464 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Oct. 31, 2016 | Jul. 31, 2016 |
Allowance for doubtful accounts | $ 641 | $ 625 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 62,597,110 | 62,439,795 |
Treasury, shares | 10,011,069 | 9,957,180 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income and Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Net sales | $ 1,708,531 | $ 1,030,351 |
Cost of products sold | 1,471,779 | 878,135 |
Gross profit | 236,752 | 152,216 |
Selling, general and administrative expenses | 102,310 | 68,454 |
Amortization of intangible assets | 18,215 | 6,028 |
Interest income | 153 | 138 |
Interest expense | 2,560 | 174 |
Other income (expense), net | 1,980 | (7) |
Income from continuing operations before income taxes | 115,800 | 77,691 |
Income taxes | 37,055 | 26,955 |
Net income from continuing operations | 78,745 | 50,736 |
Loss from discontinued operations, net of income taxes | (239) | |
Net income and comprehensive income | $ 78,745 | $ 50,497 |
Weighted-average common shares outstanding: | ||
Basic | 52,503,966 | 52,409,945 |
Diluted | 52,705,942 | 52,545,560 |
Earnings per common share from continuing operations: | ||
Basic | $ 1.50 | $ 0.97 |
Diluted | 1.49 | 0.97 |
Earnings per common share: | ||
Basic | 1.50 | 0.96 |
Diluted | 1.49 | 0.96 |
Regular dividend declared and paid per common share | $ 0.30 | |
Regular dividend declared per common share | $ 0.33 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 78,745 | $ 50,497 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 8,380 | 5,405 |
Amortization of intangible assets | 18,215 | 6,028 |
Amortization of debt issuance costs | 393 | |
Deferred income tax provision (benefit) | (2,297) | 2,289 |
Gain on disposition of property, plant and equipment | (2,188) | (1) |
Stock-based compensation expense | 2,738 | 2,279 |
Excess tax benefits from stock-based awards | (291) | |
Changes in assets and liabilities (excluding acquisitions): | ||
Accounts receivable | (86,419) | (47,614) |
Inventories | (13,258) | (25,255) |
Prepaid income taxes, expenses and other | (2,648) | (5,889) |
Accounts payable | (1,254) | 28,667 |
Accrued liabilities | (1,966) | 2,579 |
Other liabilities | 2,822 | 198 |
Net cash provided by operating activities | 1,263 | 18,892 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (26,164) | (15,922) |
Proceeds from dispositions of property, plant and equipment | 4,329 | 40 |
Proceeds from notes receivable | 8,367 | |
Acquisitions | (5,039) | |
Other | (2,500) | |
Net cash used in investing activities | (29,374) | (7,515) |
Cash flows from financing activities: | ||
Principal payments on revolving credit facility | (20,000) | |
Regular cash dividends paid | (15,743) | |
Principal payments on capital lease obligations | (81) | (86) |
Excess tax benefits from stock-based awards | 291 | |
Net cash used in financing activities | (20,081) | (15,538) |
Net decrease in cash and cash equivalents | (48,192) | (4,161) |
Cash and cash equivalents, beginning of period | 209,902 | 183,478 |
Cash and cash equivalents, end of period | 161,710 | 179,317 |
Supplemental cash flow information: | ||
Income taxes paid | 54,224 | 35,326 |
Interest paid | 2,407 | 174 |
Non-cash transactions: | ||
Capital expenditures in accounts payable | 3,867 | $ 532 |
Regular quarterly dividend payable | $ 17,352 |
Nature of Operations and Accoun
Nature of Operations and Accounting Policies | 3 Months Ended |
Oct. 31, 2016 | |
Nature of Operations and Accounting Policies | 1. Nature of Operations and Accounting Policies Nature of Operations Thor Industries, Inc. was founded in 1980 and, through its subsidiaries (collectively, the “Company”), manufactures a wide range of recreational vehicles (“RVs”) in the United States at various manufacturing facilities located primarily in Indiana and Ohio, with additional facilities in Oregon and Idaho. These products are sold to independent dealers primarily throughout the United States and Canada. Unless the context requires or indicates otherwise, all references to “Thor”, the “Company”, “we”, “our” and “us” refer to Thor Industries, Inc. and its subsidiaries. The Company’s ongoing business activities are primarily comprised of two distinct operations, which include the design, manufacture and sale of both towable recreational vehicles and motorized recreational vehicles. Accordingly, the Company has presented segment financial information for these two segments in Note 3 to the Condensed Consolidated Financial Statements. The accompanying financial statements (including footnote disclosures unless otherwise indicated) reflect the Company’s former bus operations as discontinued operations apart from the Company’s continuing operations. The accompanying Condensed Consolidated Financial Statements include the accounts of Thor Industries, Inc. and its wholly-owned subsidiaries. All intercompany transactions are eliminated upon consolidation. The July 31, 2016 amounts are derived from the annual audited financial statements. The interim financial statements are unaudited. In the opinion of management, all adjustments (which consist of normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented have been made. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2016. Due to seasonality within the recreational vehicle industry, annualizing the results of operations for the three months ended October 31, 2016 would not necessarily be indicative of the results for a full fiscal year. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Key estimates include reserves for inventory, incurred but not reported medical claims, warranty claims, recall liabilities, workers’ compensation claims, vehicle repurchases, uncertain tax positions, product and non-product litigation and assumptions made in asset impairment assessments. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable under the circumstances. The Company believes that such estimates are made using consistent and appropriate methods. Actual results could differ from these estimates. Accounting Pronouncements In March 2016, the FASB issued Accounting Standards Update No. 2016-09 (“ASU 2016-09”) “Improvements to Employee Share-Based Payment Accounting,” which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for the related income taxes, forfeitures, statutory tax withholding requirements and classification in the statement of cash flows. ASU 2016-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption is permitted and the Company adopted the provisions of ASU 2016-09 as of August 1, 2016. Applicable provisions of the standard have been adopted prospectively as allowed under the standard. The provisions related to income taxes resulted in a tax benefit of $1,843 for the three months ended October 31, 2016. The Company did not change its policy related to forfeitures, which is estimated based on historical forfeiture rates over the vesting period of employee awards. Provisions related to the statement of cash flows have been adopted prospectively and result in the recognition of the excess tax benefits from stock-based awards being reflected in cash provided by operating activities. In September 2015, the FASB issued Accounting Standards Update No. 2015-16 (“ASU 2015-16”) “Business Combinations (Topic 805): Simplifying the Accounting for Measurement Period Adjustments,” to simplify the accounting for measurement-period adjustments in a business combination. Under the new standard, an acquirer must recognize adjustments to provisional amounts in a business combination in the reporting period in which the adjustment amounts are determined, rather than retrospectively adjusting the provisional amounts recognized at the acquisition date with a corresponding adjustment to goodwill as under current guidance. ASU 2015-16 is effective for fiscal years, and the interim periods within those years, beginning after December 15, 2015. The Company adopted ASU 2015-16 on August 1, 2016 and there was no impact from this standard for the three months ended October 31, 2016. In July 2015, the FASB issued Accounting Standards Update No. 2015-11 (“ASU 2015-11”) “Inventory (Topic 330): Simplifying the Measurement of Inventory.” ASU 2015-11 requires inventory measured using any method other than last-in, first-out (“LIFO”) or the retail inventory method to be subsequently measured at the lower of cost or net realizable value, rather than at the lower of cost or market. Under this ASU, subsequent measurement of inventory using the LIFO and retail inventory method is unchanged. ASU 2015-11 is effective prospectively for fiscal years, and for interim periods within those years, beginning after December 15, 2016. The standard is effective for the Company in its fiscal year 2018 beginning on August 1, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers (Topic 606),” which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. This standard will supersede most current revenue recognition guidance. Under the new standard, entities are required to identify the contract with a customer, identify the separate performance obligations in the contract, determine the transaction price, allocate the transaction price to the separate performance obligations in the contract and recognize the appropriate amount of revenue when (or as) the entity satisfies each performance obligation. The standard is effective for fiscal years, and the interim periods within those years, beginning after December 15, 2017. The standard is effective for the Company in its fiscal year 2019 beginning on August 1, 2018. Entities have the option of using either retrospective transition or a modified approach in applying the new standard. The Company is currently evaluating the approach it will use to apply the new standard and the impact that the adoption of the new standard will have on the Company’s consolidated financial statements. |
Acquisition
Acquisition | 3 Months Ended |
Oct. 31, 2016 | |
Acquisition | 2. Acquisition Jayco, Corp. On June 30, 2016, the Company closed on a Stock Purchase Agreement (“Jayco SPA”) for the acquisition of all the issued and outstanding capital stock of towable and motorized recreational vehicle manufacturer Jayco, Corp. (“Jayco”) for initial cash consideration of $576,060, subject to adjustment. This acquisition was funded from the Company’s cash on hand and $360,000 from an asset-based revolving credit facility as more fully described in Note 11 to the Condensed Consolidated Financial Statements. The final purchase price adjustment of $5,039, included in accounts payable as of July 31, 2016, was based on the final determination of net assets as of the June 30, 2016 closing date and was paid during the first quarter of fiscal 2017. Jayco operates as an independent operation in the same manner as the Company’s other recreational vehicle subsidiaries, and its towables operations are aggregated within the Company’s towable recreational vehicle reportable segment and its motorized operations are aggregated within the Company’s motorized recreational vehicle reportable segment. The Company purchased Jayco to complement its existing towable and motorized RV product offerings and dealer base. The following table summarizes the preliminary fair values assigned to the Jayco net assets acquired, which are based on internal and independent external valuations, and subject to the finalization of certain current liabilities: Cash $ 18,409 Other current assets 258,158 Property, plant and equipment 80,824 Dealer network 261,100 Trademarks 92,800 Backlog 12,400 Goodwill 74,184 Current liabilities (216,776 ) Total fair value of net assets acquired 581,099 Less cash acquired (18,409 ) Total cash consideration for acquisition, less cash acquired $ 562,690 On the acquisition date, amortizable intangible assets had a weighted-average useful life of 19.3 years. The dealer network was valued based on the Discounted Cash Flow Method and is amortized on an accelerated basis over 20 years. The trademarks were valued on the Relief from Royalty Method and are amortized on a straight-line basis over 20 years. Backlog was valued based on the Discounted Cash Flow Method and was amortized on a straight-line basis over 3 months. Goodwill is deductible for tax purposes. The following unaudited pro forma information represents Thor’s results of operations for the period presented as if the fiscal 2016 acquisition of Jayco had occurred at the beginning of fiscal 2015. These performance results may not be indicative of the actual results that would have occurred under the ownership and management of Thor. Three Months Ended October 31, 2015 Net sales $ 1,426,564 Net income $ 54,921 Basic earnings per common share $ 1.05 Diluted earnings per common share $ 1.05 |
Business Segments
Business Segments | 3 Months Ended |
Oct. 31, 2016 | |
Business Segments | 3. Business Segments The Company has two reportable segments: (1) towable recreational vehicles and (2) motorized recreational vehicles. The towable recreational vehicle reportable segment consists of the following operating segments that have been aggregated: Airstream (towable), Heartland (including Bison, CRV and DRV), Jayco (including Jayco towable, Starcraft and Highland Ridge), Keystone (including CrossRoads and Dutchmen) and KZ (including Livin’ Lite). The motorized recreational vehicle reportable segment consists of the following operating segments that have been aggregated: Airstream (motorized), Jayco (including Jayco motorized and Entegra Coach) and Thor Motor Coach. The operations of the Company’s Postle subsidiary are included in “Other,” which is a non-reportable segment. Net sales included in Other mainly relate to the sale of aluminum extrusions and specialized component products. Intercompany eliminations adjust for Postle sales to the Company’s towable and motorized segments, which are consummated at established arm’s-length transfer prices generally consistent with the selling prices of extrusion components to third-party customers. All manufacturing is conducted within the United States. Total assets include those assets used in the operation of each reportable and non-reportable segment, and the Corporate assets consist primarily of cash and cash equivalents and deferred income tax assets. Three Months Ended October 31, Net sales: 2016 2015 Recreational vehicles: Towables $ 1,210,873 $ 744,679 Motorized 461,454 251,099 Total recreational vehicles 1,672,327 995,778 Other 58,996 50,382 Intercompany eliminations (22,792 ) (15,809 ) Total $ 1,708,531 $ 1,030,351 Three Months Ended October 31, Income (loss) from continuing operations before income taxes: 2016 2015 Recreational vehicles: Towables $ 94,173 $ 63,224 Motorized 28,923 21,653 Total recreational vehicles 123,096 84,877 Other, net 6,378 2,656 Corporate (13,674 ) (9,842 ) Total $ 115,800 $ 77,691 Total assets: October 31, 2016 July 31, 2016 Recreational vehicles: Towables $ 1,459,849 $ 1,425,168 Motorized 511,529 476,973 Total recreational vehicles 1,971,378 1,902,141 Other, net 157,019 156,822 Corporate 253,361 266,501 Total $ 2,381,758 $ 2,325,464 Three Months Ended October 31, Depreciation and amortization expense: 2016 2015 Recreational vehicles Towables $ 20,926 $ 7,456 Motorized 2,343 643 Total recreational vehicles 23,269 8,099 Other 3,004 3,056 Corporate 322 278 Total $ 26,595 $ 11,433 Three Months Ended October 31, Capital acquisitions: 2016 2015 Recreational vehicles Towables $ 20,865 $ 12,806 Motorized 5,156 993 Total recreational vehicles 26,021 13,799 Other 296 773 Corporate 176 342 Total $ 26,493 $ 14,914 |
Earnings Per Common Share
Earnings Per Common Share | 3 Months Ended |
Oct. 31, 2016 | |
Earnings Per Common Share | 4. Earnings Per Common Share The following table reflects the weighted-average common shares used to compute the basic and diluted earnings per common share as included on the Condensed Consolidated Statements of Income and Comprehensive Income: Three Months Ended October 31, 2016 2015 Weighted-average common shares outstanding for basic earnings per common share 52,503,966 52,409,945 Unvested restricted stock and restricted stock units 201,976 135,615 Weighted-average common shares outstanding for diluted earnings per common share 52,705,942 52,545,560 At October 31, 2016 and 2015, the Company had 52,098 and 48,119, respectively, of unvested restricted stock and restricted stock units outstanding which were excluded from this calculation as their effect would be antidilutive. |
Inventories
Inventories | 3 Months Ended |
Oct. 31, 2016 | |
Inventories | 5. Inventories Major classifications of inventories are as follows: October 31, 2016 July 31, 2016 Finished goods – RV $ 48,128 $ 39,943 Finished goods – other 23,613 20,141 Work in process 107,442 97,872 Raw materials 183,500 173,362 Chassis 84,579 102,686 Total 447,262 434,004 Excess of FIFO costs over LIFO costs (30,135 ) (30,135 ) Total inventories, net $ 417,127 $ 403,869 Of the $447,262 and $434,004 of inventories at October 31, 2016 and July 31, 2016, $230,481 and $219,050, respectively, was valued on the last-in, first-out (LIFO) basis, and $216,781 and $214,954, respectively, was valued on the first-in, first-out (FIFO) method. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Oct. 31, 2016 | |
Property, Plant and Equipment | 6. Property, Plant and Equipment Property, plant and equipment is stated at cost, net of accumulated depreciation, and consists of the following: October 31, 2016 July 31, 2016 Land $ 46,171 $ 46,422 Buildings and improvements 315,947 300,902 Machinery and equipment 140,170 133,112 Total cost 502,288 480,436 Less accumulated depreciation (142,049 ) (136,169 ) Property, plant and equipment, net $ 360,239 $ 344,267 Property, plant and equipment at both October 31, 2016 and July 31, 2016 includes buildings and improvements under capital leases of $6,527, and includes related amortization included in accumulated depreciation of $816 and $680 at October 31, 2016 and July 31, 2016, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 3 Months Ended |
Oct. 31, 2016 | |
Intangible Assets and Goodwill | 7. Intangible Assets and Goodwill The components of amortizable intangible assets, net, are as follows: Weighted-Average Remaining October 31, 2016 July 31, 2016 Life in Years at Cost Accumulated Cost Accumulated October 31, 2016 Amortization Amortization Dealer networks/customer relationships 16 $ 404,960 $ 62,876 $ 404,960 $ 55,191 Trademarks 19 148,117 12,422 148,117 10,539 Design technology and other intangibles 9 19,300 8,128 22,400 10,870 Non-compete agreements 3 450 225 450 203 Backlog — — — 12,400 4,133 Total amortizable intangible assets $ 572,827 $ 83,651 $ 588,327 $ 80,936 The dealer networks and customer relationships are being amortized on an accelerated basis. Trademarks, design technology and other intangibles and non-compete agreements are amortized on a straight-line basis. The backlog at July 31, 2016 related to the Jayco acquisition, and the remaining unamortized backlog of $8,267 at that date was fully amortized in the three-month period ended October 31, 2016 and therefore removed from this schedule. Estimated annual amortization expense is as follows: For the fiscal year ending July 31, 2017 $ 63,925 For the fiscal year ending July 31, 2018 54,463 For the fiscal year ending July 31, 2019 50,367 For the fiscal year ending July 31, 2020 46,480 For the fiscal year ending July 31, 2021 43,131 For the fiscal year ending July 31, 2022 and thereafter 249,025 $ 507,391 Of the recorded goodwill of $377,693 at both October 31, 2016 and July 31, 2016, $334,822 resides in the towable recreational vehicle segment and $42,871 resides in the other non-reportable segment. Goodwill is not subject to amortization, but instead is reviewed for impairment by applying a fair-value based test to the Company’s reporting units on an annual basis as of April 30, or more frequently if events or circumstances indicate a potential impairment. The Company’s reporting units are generally the same as its operating segments, which are identified in Note 3 to the Condensed Consolidated Financial Statements. Fair values are determined by a discounted cash flow model. These estimates are subject to significant management judgment, including the determination of many factors such as sales growth rates, gross margin patterns, cost growth rates, terminal value assumptions and discount rates, and therefore largely represent Level 3 inputs as defined by ASC 820. Changes in these estimates can have a significant impact on the determination of cash flows and fair value and could potentially result in future material impairments. |
Concentration of Risk
Concentration of Risk | 3 Months Ended |
Oct. 31, 2016 | |
Concentration of Risk | 8. Concentration of Risk One dealer, FreedomRoads, LLC, accounted for 17% and 18% of the Company’s continuing consolidated net sales for the three-month periods ended October 31, 2016 and October 31, 2015, respectively. This dealer also accounted for 19% of the Company’s consolidated trade accounts receivable at October 31, 2016 and 18% at July 31, 2016. The loss of this dealer could have a significant effect on the Company’s business. |
Investments and Fair Value Meas
Investments and Fair Value Measurements | 3 Months Ended |
Oct. 31, 2016 | |
Investments and Fair Value Measurements | 9. Investments and Fair Value Measurements The Company carries at fair value its investments in securities (primarily mutual funds) held for the benefit of certain employees of the Company as part of a deferred compensation plan. These investments are measured with Level 1 inputs as prescribed by ASC 820, which include quoted prices in active markets for identical assets or liabilities and are the most observable inputs. Deferred compensation plan asset balances of $17,487 and $15,529 were recorded as of October 31, 2016 and July 31, 2016, respectively, as components of Other long-term assets in the Condensed Consolidated Balance Sheets. An equal and offsetting liability is also recorded in regards to the deferred compensation plan as a component of Other long-term liabilities in the Condensed Consolidated Balance Sheets. Changes in the fair value of the plan assets and the related liability are reflected in Other income (expense), net and Selling, general and administrative expenses, respectively, in the Condensed Consolidated Statements of Income and Comprehensive Income. |
Product Warranties
Product Warranties | 3 Months Ended |
Oct. 31, 2016 | |
Product Warranties | 10. Product Warranties The Company generally provides retail customers of its products with a one-year or two-year warranty covering defects in material or workmanship, with longer warranties on certain structural components. The Company records a liability based on its best estimate of the amounts necessary to settle future and existing claims on products sold as of the balance sheet date. Factors used in estimating the warranty liability include a history of units sold, existing dealer inventory, average cost incurred and a profile of the distribution of warranty expenditures over the warranty period. Management believes that the warranty reserves are adequate, however, actual claims incurred could differ from estimates, requiring adjustments to the reserves. Warranty reserves are reviewed and adjusted as necessary on at least a quarterly basis. Changes in our product warranty reserves are as follows: Three Months Ended October 31, 2016 2015 Beginning balance $ 201,840 $ 108,206 Provision 51,947 26,233 Payments (44,799 ) (26,592 ) Ending balance $ 208,988 $ 107,847 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Oct. 31, 2016 | |
Long-Term Debt | 11. Long-Term Debt The Company has a five-year credit agreement, which was entered into on June 30, 2016 and matures on June 30, 2021. The agreement provides for a $500,000 asset-based revolving credit facility and a $100,000 expansion option, subject to certain conditions. Borrowings outstanding on this facility totaled $340,000 at October 31, 2016 and $360,000 at July 31, 2016, and are subject to a variable pricing structure which can result in increases or decreases to the borrowing spread. Depending on the Company’s borrowing availability as a percentage of the revolving credit commitment, pricing spreads can range from 1.25% to 1.75% in the case of loans bearing interest at LIBOR, and from 0.25% to 0.75% for loans bearing interest at the base rate. As of October 31, 2016, the borrowing spread on the LIBOR-based borrowings of $335,000 was 1.50%, resulting in a total rate of approximately 2.03%, and the spread on the base loans of $5,000 was 0.5%, resulting in a total rate of 4.00%. In addition, a 0.25% annual fee is payable quarterly on the unused portion of the credit line under the revolver. As of October 31, 2016, the available and unused credit line under the revolver was $157,825. The revolving credit facility, which is secured by substantially all of the Company’s tangible and intangible assets excluding real property, contains customary limits and restrictions concerning investments, sales of assets, liens on assets, stock repurchases and dividend and other payments depending on adjusted excess cash availability as defined in the agreement and summarized below. The terms of the facility permit prepayment without penalty at any time, subject to customary breakage costs relative to the LIBOR-based loans. Borrowing availability under the credit agreement is limited to the lesser of the facility total and the monthly calculated borrowing base, which is based on stipulated loan percentages applied to the Company’s eligible trade accounts receivable and eligible inventories plus a defined amount related to certain machinery and equipment. The credit agreement has no financial covenant restrictions for borrowings as long as the Company has adjusted excess availability under the facility that exceeds 10% of the lesser of the line commitment or the borrowing base total, with a floor of $40,000. Adjusted excess availability consists of the calculated borrowing base availability plus eligible cash on deposit as specified in the facility agreement. If the adjusted excess availability is less than the stipulated amount, then the Company must comply with one financial covenant, a trailing twelve-month minimum fixed charge coverage ratio of 1:1. The Company was in compliance with its financial covenant in place at October 31, 2016. As of October 31, 2016, the Company had borrowing availability in excess of the outstanding loan balances of $157,825 and adjusted excess availability for covenant purposes of $289,420. In the first quarter of fiscal 2017, the total LIBOR and base rate interest expense on the facility was $1,878 and the weighted-average interest rate on borrowings from the facility was 2.11%. The Company incurred fees to secure the facility of $7,850 in fiscal 2016, and those fees will be amortized ratably over the five-year term of the agreement, or a shorter period if the credit agreement period is shortened for any reason. The Company recorded charges related to the amortization of these fees, which are recorded in interest expense, of $393 in the first quarter of fiscal 2017, and the unamortized balance of these facility fees was $7,327 at October 31, 2016 and is included in Other long-term assets in the Condensed Consolidated Balance Sheet. The carrying value of the Company’s long-term debt at October 31, 2016 approximates fair value as the entire balance is subject to variable market interest rates that the Company believes are market rates for a similarly situated Company. The fair value of debt is largely estimated using level 2 inputs as defined by ASC 820. |
Provision for Income Taxes
Provision for Income Taxes | 3 Months Ended |
Oct. 31, 2016 | |
Provision for Income Taxes | 12. Provision for Income Taxes The overall effective income tax rate for the three months ended October 31, 2016 was 32.0% compared with 34.7% for the three months ended October 31, 2015. The primary reason for the decrease in the effective income tax rate was due to an income tax provision benefit of $1,843 resulting from the adoption of ASU 2016-09 related to share-based compensation as discussed in Note 1 to the Condensed Consolidated Financial Statements. In addition, various uncertain tax benefits settled favorably in the three months ended October 31, 2016, while no such settlements occurred in the three months ended October 31, 2015. It is the Company’s policy to recognize interest and penalties accrued relative to unrecognized tax benefits in income tax expense. For the three months ended October 31, 2016, the Company released $892 of gross uncertain tax positions and related interest recorded at July 31, 2016 related to the effective settlement of various uncertain tax positions which resulted in a net income tax benefit of $580. The Company accrued $96 in interest and penalties related to the remaining uncertain tax positions recorded at July 31, 2016. The Company anticipates a decrease of approximately $4,556 in unrecognized tax benefits, and $922 in accrued interest related to unrecognized tax benefits recorded as of October 31, 2016, within the next 12 months from expected settlements or payments of uncertain tax positions and lapses of the applicable statutes of limitations. Actual results may differ from these estimates. Generally, fiscal years 2013, 2014 and 2015 remain open for federal income tax purposes and fiscal years 2012, 2013, 2014 and 2015 remain open for state and Canadian income tax purposes. The Company and its subsidiaries file a consolidated U.S. federal income tax return and multiple state income tax returns. The Company is currently being audited by the IRS for tax year end July 31, 2014 and the state of California for tax years ended July 31, 2013 and 2014. In addition, the Company is currently disputing the audit results by the state of Indiana for tax years ended July 31, 2008, 2009 and 2010. The Company believes it has adequately reserved for its exposure to additional payments for uncertain tax positions related to its federal, California and Indiana income tax returns in its liability for unrecognized tax benefits. |
Contingent Liabilities, Commitm
Contingent Liabilities, Commitments and Legal Matters | 3 Months Ended |
Oct. 31, 2016 | |
Contingent Liabilities, Commitments and Legal Matters | 13. Contingent Liabilities, Commitments and Legal Matters The Company is contingently liable under terms of repurchase agreements with financial institutions providing inventory financing for certain dealers of certain of its products. These arrangements, which are customary in the industry, provide for the repurchase of products sold to dealers in the event of default by the dealer on the agreement to pay the financial institution. The repurchase price is generally determined by the original sales price of the product and pre-defined curtailment arrangements. The Company typically resells the repurchased product at a discount from its repurchase price. The risk of loss from these agreements is spread over numerous dealers. In addition to the guarantee under these repurchase agreements, we may also be required to repurchase inventory relative to dealer terminations in certain states in accordance with state laws or regulatory requirements. The repurchase activity related to dealer terminations in certain states has been insignificant in relation to our repurchase obligation with financial institutions. The Company’s total commercial commitments under standby repurchase obligations on dealer inventory financing as of October 31, 2016 and July 31, 2016 were $1,919,329 and $1,898,307, respectively. The commitment term is generally up to eighteen months. The Company accounts for the guarantee under repurchase agreements of dealers’ financing by deferring a portion of the related product sale that represents the estimated fair value of the guarantee at inception. The estimated fair value takes into account an estimate of the losses that may be incurred upon resale of any repurchases. This estimate is based on recent historical experience supplemented by the Company’s assessment of current economic and other conditions affecting its dealers. This deferred amount is included in the repurchase and guarantee reserve balances of $5,834 and $6,068 as of October 31, 2016 and July 31, 2016, respectively, which are included in Other current liabilities on the Condensed Consolidated Balance Sheets. The following table reflects losses incurred related to repurchase agreements that were settled in the periods noted. The Company believes that any future losses under these agreements will not have a significant effect on the Company’s consolidated financial position, results of operations or cash flows. Three Months Ended October 31, 2016 2015 Cost of units repurchased $ 1,552 $ 819 Realization of units resold 1,544 687 Losses due to repurchase $ 8 $ 132 The Company is also involved in certain litigation arising out of its operations in the normal course of its business, most of which is based upon state “lemon laws”, warranty claims and vehicle accidents (for which the Company carries insurance above a specified self-insured retention or deductible amount). The outcomes of legal proceedings and claims brought against the Company are subject to significant uncertainty. There is significant judgment required in assessing both the probability of an adverse outcome and the determination as to whether an exposure can be reasonably estimated. In management’s opinion, the ultimate disposition of any current legal proceedings or claims against the Company will not have a material effect on the Company’s financial condition, operating results or cash flows. Litigation is, however, inherently uncertain and an adverse outcome from such litigation could have a material effect on the operating results of a particular reporting period. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Oct. 31, 2016 | |
Stockholders' Equity | 14. Stockholders’ Equity Stock-Based Compensation During fiscal 2013, the Compensation and Development Committee of the Board (“the Committee”) approved a program to award restricted stock units (“RSU program”) to certain employees at the operating subsidiary and corporate levels. This program was subsequently modified for awards granted in fiscal 2017 and subsequent years to include a double-trigger change in control provision. The double-trigger provision stipulates that immediate vesting of an outstanding grant would occur only upon the occurrence of both a change in control, as defined by the plan, and a corresponding change in employment status. Under the RSU program, the Committee has approved awards each October related to the financial performance of the most recently completed fiscal year since 2012. The awarded employee restricted stock units vest, and shares of common stock are issued, in equal installments on the first, second and third anniversaries of the date of grant. In addition, concurrent with the timing of the employee awards, the Nominating and Governance Committee of the Board has awarded restricted stock units to Board members that will vest, and shares of common stock will be issued, on the first anniversary of the date of the grant. Total expense recognized in the three-month periods ended October 31, 2016 and October 31, 2015 for stock-based compensation was $2,738 and $2,279, respectively. For the restricted stock units that vested during the three-month period ended October 31, 2016, a portion of the vested shares awarded were withheld as treasury shares to cover the recipients’ estimated withholding taxes. The total related taxes withheld of $4,572, to be paid by the Company on behalf of the recipients of these awards, is included in accrued compensation and related items in the Condensed Consolidated Balance Sheet and will be paid in the second quarter of fiscal 2017. In the case of any awards related to fiscal 2017 financial performance, the grant of an award is conditioned upon approval of the 2016 Equity and Incentive Plan (“2016 Plan”) by the shareholders of the Company, and no such grant shall be paid unless and until such time as the shareholders have approved the 2016 Plan by vote at the Company’s annual meeting to be held on December 9, 2016, and any such grants related to 2017 financial performance shall be null and void if the shareholders do not approve the 2016 Plan. Retained Earnings The components of the change in retained earnings are as follows: Balance as of July 31, 2016 $ 1,365,981 Net income 78,745 Dividends declared but not paid (17,352 ) Balance as of October 31, 2016 $ 1,427,374 During the first quarter of fiscal 2017, the Company’s Board of Directors approved and declared the payment of a regular quarterly dividend of $0.33 per share for the first quarter of fiscal 2017. This dividend totaled $17,352 and was paid in the second quarter of fiscal 2017. |
Nature of Operations and Acco20
Nature of Operations and Accounting Policies (Policies) | 3 Months Ended |
Oct. 31, 2016 | |
Nature of Operations | Nature of Operations Thor Industries, Inc. was founded in 1980 and, through its subsidiaries (collectively, the “Company”), manufactures a wide range of recreational vehicles (“RVs”) in the United States at various manufacturing facilities located primarily in Indiana and Ohio, with additional facilities in Oregon and Idaho. These products are sold to independent dealers primarily throughout the United States and Canada. Unless the context requires or indicates otherwise, all references to “Thor”, the “Company”, “we”, “our” and “us” refer to Thor Industries, Inc. and its subsidiaries. The Company’s ongoing business activities are primarily comprised of two distinct operations, which include the design, manufacture and sale of both towable recreational vehicles and motorized recreational vehicles. Accordingly, the Company has presented segment financial information for these two segments in Note 3 to the Condensed Consolidated Financial Statements. The accompanying financial statements (including footnote disclosures unless otherwise indicated) reflect the Company’s former bus operations as discontinued operations apart from the Company’s continuing operations. The accompanying Condensed Consolidated Financial Statements include the accounts of Thor Industries, Inc. and its wholly-owned subsidiaries. All intercompany transactions are eliminated upon consolidation. The July 31, 2016 amounts are derived from the annual audited financial statements. The interim financial statements are unaudited. In the opinion of management, all adjustments (which consist of normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented have been made. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2016. Due to seasonality within the recreational vehicle industry, annualizing the results of operations for the three months ended October 31, 2016 would not necessarily be indicative of the results for a full fiscal year. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Key estimates include reserves for inventory, incurred but not reported medical claims, warranty claims, recall liabilities, workers’ compensation claims, vehicle repurchases, uncertain tax positions, product and non-product litigation and assumptions made in asset impairment assessments. The Company bases its estimates on historical experience and on various other assumptions believed to be reasonable under the circumstances. The Company believes that such estimates are made using consistent and appropriate methods. Actual results could differ from these estimates. |
Accounting Pronouncements | Accounting Pronouncements In March 2016, the FASB issued Accounting Standards Update No. 2016-09 (“ASU 2016-09”) “Improvements to Employee Share-Based Payment Accounting,” which simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for the related income taxes, forfeitures, statutory tax withholding requirements and classification in the statement of cash flows. ASU 2016-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption is permitted and the Company adopted the provisions of ASU 2016-09 as of August 1, 2016. Applicable provisions of the standard have been adopted prospectively as allowed under the standard. The provisions related to income taxes resulted in a tax benefit of $1,843 for the three months ended October 31, 2016. The Company did not change its policy related to forfeitures, which is estimated based on historical forfeiture rates over the vesting period of employee awards. Provisions related to the statement of cash flows have been adopted prospectively and result in the recognition of the excess tax benefits from stock-based awards being reflected in cash provided by operating activities. In September 2015, the FASB issued Accounting Standards Update No. 2015-16 (“ASU 2015-16”) “Business Combinations (Topic 805): Simplifying the Accounting for Measurement Period Adjustments,” to simplify the accounting for measurement-period adjustments in a business combination. Under the new standard, an acquirer must recognize adjustments to provisional amounts in a business combination in the reporting period in which the adjustment amounts are determined, rather than retrospectively adjusting the provisional amounts recognized at the acquisition date with a corresponding adjustment to goodwill as under current guidance. ASU 2015-16 is effective for fiscal years, and the interim periods within those years, beginning after December 15, 2015. The Company adopted ASU 2015-16 on August 1, 2016 and there was no impact from this standard for the three months ended October 31, 2016. In July 2015, the FASB issued Accounting Standards Update No. 2015-11 (“ASU 2015-11”) “Inventory (Topic 330): Simplifying the Measurement of Inventory.” ASU 2015-11 requires inventory measured using any method other than last-in, first-out (“LIFO”) or the retail inventory method to be subsequently measured at the lower of cost or net realizable value, rather than at the lower of cost or market. Under this ASU, subsequent measurement of inventory using the LIFO and retail inventory method is unchanged. ASU 2015-11 is effective prospectively for fiscal years, and for interim periods within those years, beginning after December 15, 2016. The standard is effective for the Company in its fiscal year 2018 beginning on August 1, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers (Topic 606),” which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. This standard will supersede most current revenue recognition guidance. Under the new standard, entities are required to identify the contract with a customer, identify the separate performance obligations in the contract, determine the transaction price, allocate the transaction price to the separate performance obligations in the contract and recognize the appropriate amount of revenue when (or as) the entity satisfies each performance obligation. The standard is effective for fiscal years, and the interim periods within those years, beginning after December 15, 2017. The standard is effective for the Company in its fiscal year 2019 beginning on August 1, 2018. Entities have the option of using either retrospective transition or a modified approach in applying the new standard. The Company is currently evaluating the approach it will use to apply the new standard and the impact that the adoption of the new standard will have on the Company’s consolidated financial statements. |
Acquisition (Tables)
Acquisition (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Unaudited Pro Forma Information | The following unaudited pro forma information represents Thor’s results of operations for the period presented as if the fiscal 2016 acquisition of Jayco had occurred at the beginning of fiscal 2015. These performance results may not be indicative of the actual results that would have occurred under the ownership and management of Thor. Three Months Ended October 31, 2015 Net sales $ 1,426,564 Net income $ 54,921 Basic earnings per common share $ 1.05 Diluted earnings per common share $ 1.05 |
Jayco, Corp. | |
Summary of Preliminary Fair Value Assigned to Assets Acquired | The following table summarizes the preliminary fair values assigned to the Jayco net assets acquired, which are based on internal and independent external valuations, and subject to the finalization of certain current liabilities: Cash $ 18,409 Other current assets 258,158 Property, plant and equipment 80,824 Dealer network 261,100 Trademarks 92,800 Backlog 12,400 Goodwill 74,184 Current liabilities (216,776 ) Total fair value of net assets acquired 581,099 Less cash acquired (18,409 ) Total cash consideration for acquisition, less cash acquired $ 562,690 |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Schedule of Segment Reporting Information by Segment | Three Months Ended October 31, Net sales: 2016 2015 Recreational vehicles: Towables $ 1,210,873 $ 744,679 Motorized 461,454 251,099 Total recreational vehicles 1,672,327 995,778 Other 58,996 50,382 Intercompany eliminations (22,792 ) (15,809 ) Total $ 1,708,531 $ 1,030,351 Three Months Ended October 31, Income (loss) from continuing operations before income taxes: 2016 2015 Recreational vehicles: Towables $ 94,173 $ 63,224 Motorized 28,923 21,653 Total recreational vehicles 123,096 84,877 Other, net 6,378 2,656 Corporate (13,674 ) (9,842 ) Total $ 115,800 $ 77,691 Total assets: October 31, 2016 July 31, 2016 Recreational vehicles: Towables $ 1,459,849 $ 1,425,168 Motorized 511,529 476,973 Total recreational vehicles 1,971,378 1,902,141 Other, net 157,019 156,822 Corporate 253,361 266,501 Total $ 2,381,758 $ 2,325,464 Three Months Ended October 31, Depreciation and amortization expense: 2016 2015 Recreational vehicles Towables $ 20,926 $ 7,456 Motorized 2,343 643 Total recreational vehicles 23,269 8,099 Other 3,004 3,056 Corporate 322 278 Total $ 26,595 $ 11,433 Three Months Ended October 31, Capital acquisitions: 2016 2015 Recreational vehicles Towables $ 20,865 $ 12,806 Motorized 5,156 993 Total recreational vehicles 26,021 13,799 Other 296 773 Corporate 176 342 Total $ 26,493 $ 14,914 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Schedule of Earnings Per Common Share | The following table reflects the weighted-average common shares used to compute the basic and diluted earnings per common share as included on the Condensed Consolidated Statements of Income and Comprehensive Income: Three Months Ended October 31, 2016 2015 Weighted-average common shares outstanding for basic earnings per common share 52,503,966 52,409,945 Unvested restricted stock and restricted stock units 201,976 135,615 Weighted-average common shares outstanding for diluted earnings per common share 52,705,942 52,545,560 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Schedule of Major Classifications of Inventories | Major classifications of inventories are as follows: October 31, 2016 July 31, 2016 Finished goods – RV $ 48,128 $ 39,943 Finished goods – other 23,613 20,141 Work in process 107,442 97,872 Raw materials 183,500 173,362 Chassis 84,579 102,686 Total 447,262 434,004 Excess of FIFO costs over LIFO costs (30,135 ) (30,135 ) Total inventories, net $ 417,127 $ 403,869 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Property, Plant and Equipment | Property, plant and equipment is stated at cost, net of accumulated depreciation, and consists of the following: October 31, 2016 July 31, 2016 Land $ 46,171 $ 46,422 Buildings and improvements 315,947 300,902 Machinery and equipment 140,170 133,112 Total cost 502,288 480,436 Less accumulated depreciation (142,049 ) (136,169 ) Property, plant and equipment, net $ 360,239 $ 344,267 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Components of Amortizable Intangible Assets, Net | The components of amortizable intangible assets, net, are as follows: Weighted-Average Remaining October 31, 2016 July 31, 2016 Life in Years at Cost Accumulated Cost Accumulated October 31, 2016 Amortization Amortization Dealer networks/customer relationships 16 $ 404,960 $ 62,876 $ 404,960 $ 55,191 Trademarks 19 148,117 12,422 148,117 10,539 Design technology and other intangibles 9 19,300 8,128 22,400 10,870 Non-compete agreements 3 450 225 450 203 Backlog — — — 12,400 4,133 Total amortizable intangible assets $ 572,827 $ 83,651 $ 588,327 $ 80,936 |
Estimated Amortization Expense | Estimated annual amortization expense is as follows: For the fiscal year ending July 31, 2017 $ 63,925 For the fiscal year ending July 31, 2018 54,463 For the fiscal year ending July 31, 2019 50,367 For the fiscal year ending July 31, 2020 46,480 For the fiscal year ending July 31, 2021 43,131 For the fiscal year ending July 31, 2022 and thereafter 249,025 $ 507,391 |
Product Warranties (Tables)
Product Warranties (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Schedule of Changes in Product Warranty Liabilities | Changes in our product warranty reserves are as follows: Three Months Ended October 31, 2016 2015 Beginning balance $ 201,840 $ 108,206 Provision 51,947 26,233 Payments (44,799 ) (26,592 ) Ending balance $ 208,988 $ 107,847 |
Contingent Liabilities, Commi28
Contingent Liabilities, Commitments and Legal Matters (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Losses Due to Repurchases Related to Repurchase Agreements | The following table reflects losses incurred related to repurchase agreements that were settled in the periods noted. The Company believes that any future losses under these agreements will not have a significant effect on the Company’s consolidated financial position, results of operations or cash flows. Three Months Ended October 31, 2016 2015 Cost of units repurchased $ 1,552 $ 819 Realization of units resold 1,544 687 Losses due to repurchase $ 8 $ 132 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Oct. 31, 2016 | |
Schedule of Change in Retained Earnings | The components of the change in retained earnings are as follows: Balance as of July 31, 2016 $ 1,365,981 Net income 78,745 Dividends declared but not paid (17,352 ) Balance as of October 31, 2016 $ 1,427,374 |
Summary of Significant Accounti
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 3 Months Ended |
Oct. 31, 2016USD ($)Segment | |
Summary Of Significant Accounting Policies [Line Items] | |
Number of reportable segments | Segment | 2 |
New accounting pronouncement or change in accounting principle, effect of change on net income | $ | $ 1,843 |
Acquisition - Additional Inform
Acquisition - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Oct. 31, 2016 |
Trademarks | ||
Business Acquisition [Line Items] | ||
Intangible assets amortization period | 19 years | |
Jayco, Corp. | ||
Business Acquisition [Line Items] | ||
Payment to acquire business | $ 576,060 | |
Asset purchase agreement date | Jun. 30, 2016 | |
Asset purchase effective date | Jun. 30, 2016 | |
Purchase price adjustment | $ 5,039 | |
Amortizable intangible assets, weighted average useful life | 19 years 3 months 18 days | |
Jayco, Corp. | Consideration Funded By Credit Facility | ||
Business Acquisition [Line Items] | ||
Borrowings on revolving credit facility | $ 360,000 | |
Jayco, Corp. | Trademarks | ||
Business Acquisition [Line Items] | ||
Intangible assets amortization period | 20 years | |
Amortizable intangible assets, amortization method | Straight-line basis | |
Jayco, Corp. | Backlog | ||
Business Acquisition [Line Items] | ||
Intangible assets amortization period | 3 months | |
Amortizable intangible assets, amortization method | Straight-line basis | |
Jayco, Corp. | Dealer Networks | ||
Business Acquisition [Line Items] | ||
Intangible assets amortization period | 20 years | |
Amortizable intangible assets, amortization method | Accelerated cash flow basis |
Summary of Preliminary Fair Val
Summary of Preliminary Fair Value Assigned to Net Assets Acquired (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Oct. 31, 2016 | Jul. 31, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 377,693 | $ 377,693 | |
Total cash consideration for acquisition, less cash acquired | $ 5,039 | ||
Jayco, Corp. | |||
Business Acquisition [Line Items] | |||
Cash | $ 18,409 | ||
Other current assets | 258,158 | ||
Property, plant and equipment | 80,824 | ||
Goodwill | 74,184 | ||
Current liabilities | (216,776) | ||
Total fair value of net assets acquired | 581,099 | ||
Less cash acquired | (18,409) | ||
Total cash consideration for acquisition, less cash acquired | 562,690 | ||
Jayco, Corp. | Dealer Networks | |||
Business Acquisition [Line Items] | |||
Business acquisition allocated to amortizing intangible asset | 261,100 | ||
Jayco, Corp. | Trademarks | |||
Business Acquisition [Line Items] | |||
Business acquisition allocated to amortizing intangible asset | 92,800 | ||
Jayco, Corp. | Backlog | |||
Business Acquisition [Line Items] | |||
Business acquisition allocated to amortizing intangible asset | $ 12,400 |
Unaudited Pro Forma Information
Unaudited Pro Forma Information (Detail) $ / shares in Units, $ in Thousands | 3 Months Ended |
Oct. 31, 2015USD ($)$ / shares | |
Business Acquisition, Pro Forma Information [Line Items] | |
Net sales | $ | $ 1,426,564 |
Net income | $ | $ 54,921 |
Basic earnings per common share | $ / shares | $ 1.05 |
Diluted earnings per common share | $ / shares | $ 1.05 |
Business Segments - Additional
Business Segments - Additional Information (Detail) | 3 Months Ended |
Oct. 31, 2016Segment | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | 2 |
Schedule of Segment Reporting I
Schedule of Segment Reporting Information by Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 1,708,531 | $ 1,030,351 |
Income (loss) from continuing operations before income taxes | 115,800 | 77,691 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Income (loss) from continuing operations before income taxes | (13,674) | (9,842) |
Operating Segments | Recreational vehicles | ||
Segment Reporting Information [Line Items] | ||
Income (loss) from continuing operations before income taxes | 123,096 | 84,877 |
Operating Segments | Recreational vehicles | Towables | ||
Segment Reporting Information [Line Items] | ||
Income (loss) from continuing operations before income taxes | 94,173 | 63,224 |
Operating Segments | Recreational vehicles | Motorized | ||
Segment Reporting Information [Line Items] | ||
Income (loss) from continuing operations before income taxes | 28,923 | 21,653 |
Operating Segments | Other | ||
Segment Reporting Information [Line Items] | ||
Income (loss) from continuing operations before income taxes | 6,378 | 2,656 |
Continuing Operations | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,708,531 | 1,030,351 |
Continuing Operations | Operating Segments | Recreational vehicles | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,672,327 | 995,778 |
Continuing Operations | Operating Segments | Recreational vehicles | Towables | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,210,873 | 744,679 |
Continuing Operations | Operating Segments | Recreational vehicles | Motorized | ||
Segment Reporting Information [Line Items] | ||
Net sales | 461,454 | 251,099 |
Continuing Operations | Operating Segments | Other | ||
Segment Reporting Information [Line Items] | ||
Net sales | 58,996 | 50,382 |
Continuing Operations | Intercompany Eliminations | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ (22,792) | $ (15,809) |
Schedule of Segment Reporting36
Schedule of Segment Reporting Information, by Segment Balance Sheet Item (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Total assets | $ 2,381,758 | $ 2,325,464 | |
Depreciation and amortization expense, total | 26,595 | $ 11,433 | |
Capital acquisitions | 26,493 | 14,914 | |
Continuing Operations | Corporate | |||
Segment Reporting Information [Line Items] | |||
Total assets | 253,361 | 266,501 | |
Depreciation and amortization expense, total | 322 | 278 | |
Capital acquisitions | 176 | 342 | |
Continuing Operations | Operating Segments | Recreational vehicles | |||
Segment Reporting Information [Line Items] | |||
Total assets | 1,971,378 | 1,902,141 | |
Depreciation and amortization expense, total | 23,269 | 8,099 | |
Capital acquisitions | 26,021 | 13,799 | |
Continuing Operations | Operating Segments | Recreational vehicles | Towables | |||
Segment Reporting Information [Line Items] | |||
Total assets | 1,459,849 | 1,425,168 | |
Depreciation and amortization expense, total | 20,926 | 7,456 | |
Capital acquisitions | 20,865 | 12,806 | |
Continuing Operations | Operating Segments | Recreational vehicles | Motorized | |||
Segment Reporting Information [Line Items] | |||
Total assets | 511,529 | 476,973 | |
Depreciation and amortization expense, total | 2,343 | 643 | |
Capital acquisitions | 5,156 | 993 | |
Continuing Operations | Operating Segments | Other | |||
Segment Reporting Information [Line Items] | |||
Total assets | 157,019 | $ 156,822 | |
Depreciation and amortization expense, total | 3,004 | 3,056 | |
Capital acquisitions | $ 296 | $ 773 |
Earnings Per Common Share (Deta
Earnings Per Common Share (Detail) - shares | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Earnings Per Share Disclosure [Line Items] | ||
Weighted-average common shares outstanding for basic earnings per common share | 52,503,966 | 52,409,945 |
Unvested restricted stock and restricted stock units | 201,976 | 135,615 |
Weighted-average common shares outstanding for diluted earnings per common share | 52,705,942 | 52,545,560 |
Earnings Per Common Share - Add
Earnings Per Common Share - Additional Information (Detail) - shares | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive stock options, unvested restricted stock and restricted stock units outstanding | 52,098 | 48,119 |
Schedule of Major Classificatio
Schedule of Major Classifications of Inventories (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jul. 31, 2016 |
Inventory [Line Items] | ||
Work in process | $ 107,442 | $ 97,872 |
Raw materials | 183,500 | 173,362 |
Chassis | 84,579 | 102,686 |
Total | 447,262 | 434,004 |
Excess of FIFO costs over LIFO costs | (30,135) | (30,135) |
Total inventories, net | 417,127 | 403,869 |
Recreational vehicles | ||
Inventory [Line Items] | ||
Finished goods | 48,128 | 39,943 |
Other | ||
Inventory [Line Items] | ||
Finished goods | $ 23,613 | $ 20,141 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jul. 31, 2016 |
Inventory [Line Items] | ||
Inventories | $ 447,262 | $ 434,004 |
Subsidiaries valued inventory in last-in, first-out method | 230,481 | 219,050 |
Subsidiaries valued inventory in first-in, first-out method | $ 216,781 | $ 214,954 |
Property, Plant and Equipment41
Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jul. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 502,288 | $ 480,436 |
Less accumulated depreciation | (142,049) | (136,169) |
Property, plant and equipment, net | 360,239 | 344,267 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 46,171 | 46,422 |
Building and Building Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 315,947 | 300,902 |
Machinery and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 140,170 | $ 133,112 |
Property, Plant and Equipment -
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jul. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 502,288 | $ 480,436 |
Accumulated depreciation | 142,049 | 136,169 |
Assets Held under Capital Leases | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 6,527 | 6,527 |
Accumulated depreciation | $ 816 | $ 680 |
Components of Amortizable Intan
Components of Amortizable Intangible Assets, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Jul. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 572,827 | $ 588,327 |
Accumulated Amortization | $ 83,651 | 80,936 |
Dealer Network/Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life | 16 years | |
Cost | $ 404,960 | 404,960 |
Accumulated Amortization | $ 62,876 | 55,191 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life | 19 years | |
Cost | $ 148,117 | 148,117 |
Accumulated Amortization | $ 12,422 | 10,539 |
Design Technology And Other Intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life | 9 years | |
Cost | $ 19,300 | 22,400 |
Accumulated Amortization | $ 8,128 | 10,870 |
Non-Compete Agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life | 3 years | |
Cost | $ 450 | 450 |
Accumulated Amortization | $ 225 | 203 |
Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 12,400 | |
Accumulated Amortization | $ 4,133 |
Intangible Assets and Goodwil44
Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |||
Oct. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2016 | Jun. 30, 2016 | |
Intangible Assets And Goodwill [Line Items] | ||||
Amortization of intangible assets, finite lived | $ 18,215 | $ 6,028 | ||
Goodwill | 377,693 | $ 377,693 | ||
Jayco, Corp. | ||||
Intangible Assets And Goodwill [Line Items] | ||||
Goodwill | $ 74,184 | |||
Jayco, Corp. | Backlog | ||||
Intangible Assets And Goodwill [Line Items] | ||||
Amortization of intangible assets, finite lived | 8,267 | |||
Towables | ||||
Intangible Assets And Goodwill [Line Items] | ||||
Goodwill | 334,822 | 334,822 | ||
Other | ||||
Intangible Assets And Goodwill [Line Items] | ||||
Goodwill | $ 42,871 | $ 42,871 |
Estimated Amortization Expense
Estimated Amortization Expense (Detail) $ in Thousands | Oct. 31, 2016USD ($) |
Expected Amortization Expense [Line Items] | |
Estimated annual amortization expense, For the fiscal year ending July 31, 2017 | $ 63,925 |
Estimated annual amortization expense, For the fiscal year ending July 31, 2018 | 54,463 |
Estimated annual amortization expense, For the fiscal year ending July 31, 2019 | 50,367 |
Estimated annual amortization expense, For the fiscal year ending July 31, 2020 | 46,480 |
Estimated annual amortization expense, For the fiscal year ending July 31, 2021 | 43,131 |
Estimated annual amortization expense, For the fiscal year ending July 31, 2022 and thereafter | 249,025 |
Estimated annual amortization expense, Total | $ 507,391 |
Concentration of Risk - Additio
Concentration of Risk - Additional Information (Detail) - Freedom Roads, LLC | 3 Months Ended | 12 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2016 | |
Net Sales | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 17.00% | 18.00% | |
Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 19.00% | 18.00% |
Investments and Fair Value Me47
Investments and Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | Oct. 31, 2016 | Jul. 31, 2016 |
Level 1 | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Investments under employees deferred compensation plan | $ 17,487 | $ 15,529 |
Product Warranties - Additional
Product Warranties - Additional Information (Detail) | 3 Months Ended |
Oct. 31, 2016 | |
Product Warranty One | |
Product Warranty Liability [Line Items] | |
Warranty period for retail customers, years | 1 year |
Product Warranty Two | |
Product Warranty Liability [Line Items] | |
Warranty period for retail customers, years | 2 years |
Schedule of Changes in Product
Schedule of Changes in Product Warranty Liabilities for Continuing Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Product Warranty | ||
Beginning balance | $ 201,840 | $ 108,206 |
Provision | 51,947 | 26,233 |
Payments | (44,799) | (26,592) |
Ending balance | $ 208,988 | $ 107,847 |
Long - Term Debt - Additional I
Long - Term Debt - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2016 | |
Line of Credit Facility [Line Items] | |||
Line of credit, outstanding amount | $ 340,000,000 | $ 360,000,000 | |
Interest expense | 2,560,000 | $ 174,000 | |
Fees to secure the facility, amortized amount | $ 393,000 | ||
Asset-based revolving credit facility | |||
Line of Credit Facility [Line Items] | |||
Line of credit, maturity period | 5 years | ||
Line of credit, commencement date | Jun. 30, 2016 | ||
Line of credit, maturity date | Jun. 30, 2021 | ||
Line of credit, current borrowing capacity | $ 500,000,000 | ||
Line of credit, entitled expansion option | 100,000,000 | ||
Line of credit, outstanding amount | $ 340,000,000 | 360,000,000 | |
Line of credit, percentage of annual fee on unused portion of the facility | 0.25% | ||
Line of credit, frequency of annual fee payment on unused portion of the facility | Quarterly | ||
Line of credit, borrowing availability | $ 157,825,000 | ||
Line of credit, borrowing availability term | Borrowing availability under the credit agreement is limited to the lesser of the facility total and the monthly calculated borrowing base | ||
Line of credit, covenant term | The credit agreement has no financial covenant restrictions for borrowings as long as the Company has adjusted excess availability under the facility that exceeds 10% of the lesser of the line commitment or the borrowing base total, with a floor of $40,000. | ||
Line of credit, fixed charge coverage ratio | 100.00% | ||
Line of credit, adjusted excess availability for covenant purpose | $ 289,420,000 | ||
Weighted-average interest rate on borrowings | 2.11% | ||
Fees to secure the facility, amount incurred | $ 7,850,000 | ||
Fees to secure the facility, unamortized amount | $ 7,327,000 | ||
Asset-based revolving credit facility | Interest expense | |||
Line of Credit Facility [Line Items] | |||
Fees to secure the facility, amortized amount | $ 393,000 | ||
Asset-based revolving credit facility | Minimum | |||
Line of Credit Facility [Line Items] | |||
Line of credit, percentage of line commitment to be exceeded by the excess borrowing availability | 10.00% | ||
Line of credit, borrowing base | $ 40,000,000 | ||
Asset-based revolving credit facility | Maximum | |||
Line of Credit Facility [Line Items] | |||
Fees to secure the facility, amortization period | 5 years | ||
Asset-based revolving credit facility | LIBOR rate | |||
Line of Credit Facility [Line Items] | |||
Line of credit, outstanding amount | $ 335,000,000 | ||
Line of credit, pricing spreads rate | 1.50% | ||
Line of credit, effective interest rate | 2.03% | ||
Asset-based revolving credit facility | LIBOR rate | Minimum | |||
Line of Credit Facility [Line Items] | |||
Line of credit, pricing spreads rate | 1.25% | ||
Asset-based revolving credit facility | LIBOR rate | Maximum | |||
Line of Credit Facility [Line Items] | |||
Line of credit, pricing spreads rate | 1.75% | ||
Asset-based revolving credit facility | Base rate | |||
Line of Credit Facility [Line Items] | |||
Line of credit, outstanding amount | $ 5,000,000 | ||
Line of credit, pricing spreads rate | 0.50% | ||
Line of credit, effective interest rate | 4.00% | ||
Asset-based revolving credit facility | Base rate | Minimum | |||
Line of Credit Facility [Line Items] | |||
Line of credit, pricing spreads rate | 0.25% | ||
Asset-based revolving credit facility | Base rate | Maximum | |||
Line of Credit Facility [Line Items] | |||
Line of credit, pricing spreads rate | 0.75% | ||
Asset-based revolving credit facility | LIBOR and base rate | |||
Line of Credit Facility [Line Items] | |||
Interest expense | $ 1,878,000 |
Provision for Income Taxes - Ad
Provision for Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2016 | |
Income Tax [Line Items] | |||
Effective income tax rate | 32.00% | 34.70% | |
New accounting pronouncement or change in accounting principle, effect of change on net income | $ 1,843 | ||
Interest and penalties related to uncertain tax benefits | $ 96 | ||
Decreases in unrecognized tax benefits resulting from effective settlement | 892 | ||
Income tax benefit related to gross uncertain tax benefit releases, net | 580 | ||
Expected decrease in unrecognized tax benefits due to resolution of uncertain tax positions | 4,556 | ||
Expected decrease in interest due to resolution of uncertain tax positions | $ 922 |
Contingent Liabilities, Commi52
Contingent Liabilities, Commitments and Legal Matters - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Jul. 31, 2016 | |
Loss Contingencies [Line Items] | ||
Standby Repurchase Obligations Amount | $ 1,919,329 | $ 1,898,307 |
Term of Commitments | Up to eighteen months | |
Repurchase and guarantee reserve balances | $ 5,834 | $ 6,068 |
Losses Due to Repurchases Relat
Losses Due to Repurchases Related to Repurchase Agreements (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Loss Contingencies [Line Items] | ||
Cost of units repurchased | $ 1,552 | $ 819 |
Realization of units resold | 1,544 | 687 |
Losses due to repurchase | $ 8 | $ 132 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Jan. 31, 2017 | Oct. 31, 2016 | Oct. 31, 2015 | |
Stock Based Compensation And Stockholders Equity [Line Items] | |||
Stock-based compensation expense | $ 2,738 | $ 2,279 | |
Regular dividend declared per common share | $ 0.33 | ||
Regular cash dividends paid | $ 15,743 | ||
Scenario Forecast | |||
Stock Based Compensation And Stockholders Equity [Line Items] | |||
Regular cash dividends paid | $ 17,352 | ||
Restricted Stock Units (RSUs) | |||
Stock Based Compensation And Stockholders Equity [Line Items] | |||
Withholding taxes payable | $ 4,572 |
Schedule of Change in Retained
Schedule of Change in Retained Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Retained Earnings Adjustments [Line Items] | ||
Beginning Balance | $ 1,365,981 | |
Net income | 78,745 | $ 50,497 |
Dividends declared but not paid | (17,352) | |
Ending Balance | $ 1,427,374 |